<PAGE>

                                SUBLEASE BETWEEN
                HEALTHCARE INTEGRATED SERVICES, INC., SUBLANDLORD
                                       AND
                  PRESGAR IMAGING OF HIGHWAY, L.L.C., SUBTENANT

                  SUBLEASE  made as of the 22nd day of  November,  2000,  by and
between HEALTHCARE INTEGRATED SERVICES, INC. (f/k/a Healthcare Imaging Services,
Inc.), a Delaware  corporation,  having an office at Shrewsbury Executive Center
II, 1040 Broad Street, Shrewsbury, New Jersey 07702 ("Sublandlord"), and PRESGAR
IMAGING OF HIGHWAY,  L.L.C.,  a New York limited  liability  company,  having an
office at 15310 Amberly Drive, Suite 315, Tampa, Florida 33647 ("Subtenant").

                               W I T N E S S E T H
                               - - - - - - - - - -

         WHEREAS:

                  A. By lease dated  September 17, 1998 (the  "Overlease"),  DVI
Realty Company (the "Overlandlord")  leased to Sublandlord the land and building
located at 2095 Flatbush  Avenue (a/k/a  1699/1716 East 45th Street,  a/k/a 4419
Avenue N), Brooklyn,  New York (the  "Premises").  A copy of the Overlease (from
which certain terms  unrelated to  Subtenant's  obligations  hereunder have been
deleted) has been  furnished to and reviewed by Subtenant and is annexed  hereto
as Exhibit A.

                  B. Pursuant to Asset  Purchase  Agreement  dated  November 22,
2000,  Sublandlord  is selling to Subtenant  and  Subtenant is  purchasing  from
Sublandlord certain of Sublandlord's assets used in connection with its business
operated at the Premises (the "Agreement").

                  C.       In connection with the Agreement, Sublandlord and
Subtenant have agreed to the subleasing of the Premises on the terms and
conditions set forth below.

         NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter contained, it is hereby agreed as follows:

         1.       Term and Rent

                  1.1  Sublandlord  hereby  leases to  Subtenant  and  Subtenant
hereby hires from  Sublandlord the Premises for a term (the "Sublease  Term") to
commence  on  the  date  hereof  ("Sublease  Commencement  Date")  and to end on
September  29,  2008  ("Sublease  Expiration  Date")  unless  sooner  terminated
pursuant to any of the conditions or covenants of this  Sublease,  the Overlease
or pursuant to law.

                  1.2 Subtenant  shall pay to  Sublandlord  monthly base rent in
the amount of TWENTY ONE THOUSAND ONE HUNDRED FORTY-NINE AND 26/100 ($21,149.26)
DOLLARS to be paid by Subtenant  to  Sublandlord,  by wire  transfer or check to
Sublandlord's account at Summit Bank (or such other account as Sublandlord shall
designate), in advance, on


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the twenty-fifth  (25th) day of each month, which payment shall be applicable to
the next succeeding  month without any notice or demand therefor or any set-off,
abatement,  counterclaim or reduction whatsoever. If so directed by Sublandlord,
Subtenant  shall make  payments  under this Sublease  directly to  Overlandlord.
Sublandlord shall provide a copy, or other evidence, of each rental payment made
by it to the Overlandlord under the Overlease within two (2) business days of it
making such payment. In the event that Sublandlord fails to make any such rental
payment,  Subtenant  shall be  entitled  to make such  payment  directly  to the
Overlandlord  and  offset  such  payment  against  the sums that are next due to
Sublandlord under this Sublease.

         2.       Incorporation of Overlease.
                  --------------------------

                  2.1 Except as otherwise  expressly  provided herein and except
to the extent same are  inapplicable  or are modified by the  provisions of this
Sublease,  all  of  the  terms,  covenants,  conditions  and  provisions  of the
Overlease are hereby incorporated in, and are made a part of this Sublease,  and
such rights and obligations as are contained in the Overlease are hereby imposed
upon the respective  parties hereto;  the Sublandlord  being substituted for the
Lessor named in the  Overlease,  and the  Subtenant  being  substituted  for the
Lessee named in the Overlease.  Notwithstanding the foregoing, Sublandlord shall
not be liable for any  obligations  of  Overlandlord  and no  representation  or
warranty of the Overlandlord  shall be deemed to be a representation or warranty
of Sublandlord and no breach of any such  representation  or warranty shall give
rise to any liability or obligation on the part of Sublandlord. If the Overlease
shall be  terminated  during  the  Sublease  Term for any  reason  or no  reason
whatsoever,   this  Sublease  shall   thereupon   automatically   terminate  and
Sublandlord  shall have no liability to  Subtenant by reason  thereof.  Upon the
expiration or sooner  termination of this Sublease,  Subtenant will  immediately
surrender the Premises to Sublandlord  in good condition and repair,  reasonable
wear and tear and repairs that are the obligation of Overlandlord excepted.

                  2.2  Notwithstanding  the  provisions  of Section  2.1 of this
Sublease  to  the  contrary,  for  purposes  of  this  Sublease,  the  following
provisions of the Overlease  shall not be deemed  incorporated  herein or made a
part  hereof:  Article 1, the first  paragraph  of Article  3,  Section  5.1 and
Section 17.1.  Paragraph  15(A) of the  Overlease  shall be modified by deleting
therefrom all references to "Exhibit A" and the "Permitted Sublease". References
in Section 9.3 and  paragraph  9.1(f) of the  Overlease  to "Lessor"  shall mean
Overlandlord and Sublandlord.

                  2.3 Neither  Sublandlord  nor  Overlandlord,  nor any partner,
director, officer, shareholder, principal, agent, servant or employee of either,
shall be liable to Subtenant  for any loss,  injury or damage to Subtenant or to
any other person, or to its or their property, irrespective of the cause of such
injury,  damage or loss,  except that  Sublandlord  shall be liable for any such
injury,  damage or loss  resulting  from its or its  employees' or agents' gross
negligence or wilful misconduct.  Further,  neither Sublandlord nor Overlandlord
nor any partner, director,  officer, principal,  shareholder,  agent, servant or
employee of either shall be liable for any such damage  caused by other  tenants
or persons in, upon or about the Premises.

     2.4 (A)  Except  as set forth in  Section  1.2 of this  Sublease,  the time
limits  contained in the Overlease for the giving of notices,  making of demands
or performing of any


                                                         2

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act, condition,  covenant or remedy including, but not limited to, the making of
any required payment on the part of the Lessee  thereunder are, for the purposes
of  incorporation  herein by  reference,  reduced in each  instance by three (3)
days,  so that  Subtenant  shall  have  three (3) days less time to  observe  or
perform hereunder than Sublandlord has as the Lessee under the Overlease, unless
the time  limit at issue is shorter  than five (5) days,  in which case the same
shall be shortened for purposes of this paragraph by one (1) day.

     (B) Wherever in the  Overlease the approval or consent of  Overlandlord  is
required,  Subtenant shall be required to obtain the approval or consent of both
Overlandlord  and Sublandlord.  In no event shall  Sublandlord be liable for any
failure of the Overlandlord to grant any approval or consent.

                  2.5 If any provisions in this Sublease are  inconsistent  with
the provisions of the Overlease, the provisions of this Sublease shall govern.

                  2.6  Sublandlord  shall not be  required  to perform any work,
repairs or  restoration  to the Premises  (including  without  limitation in the
event of a  casualty)  as may be  required  pursuant  to the  provisions  of the
Overlease.  Sublandlord  shall in no event be liable to Subtenant  nor shall the
obligations  of  Subtenant  hereunder  be  impaired or the  performance  thereof
excused  because of any failure,  interruption or delay in the furnishing of any
services,  facilities,  repairs  or  restorations  that may be  supplied  to the
Premises by Overlandlord or otherwise.  If Overlandlord  shall default in any of
its obligations with respect to the Premises,  only  Sublandlord  shall have the
right to enforce  Sublandlord's  rights against  Overlandlord,  but  Sublandlord
shall have no  obligation to bring any action or proceeding or to take any other
steps to enforce Sublandlord's rights against Overlandlord.

         3.       Condition of Premises.
                  ---------------------

                  3.1  Subtenant  has  examined  the  Premises,  is aware of the
physical condition thereof,  and agrees to take the same "as is," in its current
condition  and state of repair,  with the  understanding  that there shall be no
obligation on the part of Sublandlord to perform any work,  supply any materials
or incur any  expense  whatsoever  in  connection  with the  preparation  of the
Premises for Subtenant's occupancy thereof.

         4.       No Privity of Estate.
                  --------------------

                  4.1 Nothing  contained in this Sublease  shall be construed to
create  privity of estate or contract  between  Subtenant and the  Overlandlord.
Subtenant shall indemnify and hold harmless Sublandlord from and against any and
all claims,  liabilities,  demands,  costs and  expenses,  including  reasonable
attorneys  fees,  which may be asserted by Overlandlord  against  Sublandlord in
connection with this Sublease.

         5.       Subordination.
                  -------------

                  5.1      This Sublease is  subject and subordinate to, and
Subtenant accepts this

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Sublease  subject to: (a) the Overlease and (b) all ground or underlying  leases
and all  mortgages  which may now or  hereafter  affect  such leases or the real
property  of which  the  Premises  are a part and all  renewals,  modifications,
replacements and extensions of any of the foregoing. This Paragraph 5.1 shall be
self-operative and no further instrument of subordination shall be required.  To
confirm  such  subordination,  Subtenant  shall  execute  any  certificate  that
Sublandlord  may  request  within  five (5) days  after  submission  thereof  to
Subtenant.

         6.       Broker.
                  ------

                  6.1 Each of Sublandlord  and Subtenant  covenants,  represents
and  warrants  that such party has had no  dealings or  communications  with any
broker or agent in connection with the  consummation of this Sublease,  and each
of  Sublandlord  and  Subtenant  covenants  and agrees to pay, hold harmless and
indemnify the other party from and against any and all cost,  expense (including
reasonable  attorneys' fees) or liability for any  compensation,  commissions or
charges  claimed by any broker or agent with  respect to the  execution  of this
Sublease or the negotiation thereof by such party.

         7.       Notices.
                  -------

                  7.1 Any notice, demand or communication which, under the terms
of this  Sublease or under any statute or  municipal  regulation  must or may be
given or made by the parties  hereto,  shall be in writing and unless  otherwise
required by such law or regulation, shall be deemed to have been properly given,
rendered or made only if sent by (i) hand delivery with receipted  delivery,  or
(ii) certified mail,  return receipt  requested,  or (iii) for next business day
morning  delivery by a nationally  recognized  overnight  courier service (e.g.,
Federal Express) requiring receipt for delivery, addressed to the party for whom
intended as follows:

                           If to Sublandlord:

                                    HealthCare Integrated Services, Inc.
                                    Shrewsbury Executive Center II
                                    1040 Broad Street
                                    Shrewsbury, New Jersey  07702
                                    Attention: Elliott H. Vernon
                                    Fax: (732) 544-4070

                                    with a copy to:

                                            Swidler Berlin Shereff Friedman, LLP
                                            The Chrysler Building
                                            405 Lexington Avenue
                                            New York, New York  10174
                                            Attention:  Scott M. Zimmerman, Esq.
                                            Fax: (212) 891-9598



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                           and if to Subtenant as follows:

                                    Presgar Imaging of Highway, L.L.C.
                                    15310 Amberly Drive, Suite 315
                                    Tampa, Florida 33647
                                    Attention: Gary Wright
                                    Fax:

                                    with a copy to:

                                            Bush Ross Gardner Warren & Rudy
                                            220 South Franklin Street
                                            Tampa, Florida 33602
                                            Attention: David Jeffries
                                            Fax: (813) 223-9620

Either party,  however,  may  designate  such new or other address to which such
notices, demands or communications  thereafter shall be given, made or mailed by
notice  given in the  manner  prescribed  herein.  Any such  notice,  demand  or
communication  shall be  deemed  given  or  served,  as the case may be,  (x) if
delivered by hand, on the date of the receipt thereof, or in the case of refusal
to receive,  as of the date of such refusal,  or (y) on the second  business day
following the day so mailed if mailed by registered or certified mail, or (z) on
the  first  business  day  following  the date sent by a  nationally  recognized
overnight courier service.

     7.2  Notices  hereunder  from  Sublandlord  may be given  by  Sublandlord's
attorneys.

         8.       Limitation of Liability.
                  -----------------------

                  8.1 Subtenant  agrees to look solely to  Sublandlord's  estate
and interest in this  Sublease and the  Premises,  for the  satisfaction  of any
right or  remedy of  Subtenant  and the  collection  of any  judgment  (or other
judicial process) requiring the payment of money by Sublandlord, in the event of
any liability by Sublandlord.  No other property or assets of Sublandlord  shall
be subject to levy,  execution,  attachment,  or other enforcement procedure for
the satisfaction of Subtenant's remedies under or with respect to this Sublease,
the relationship of Sublandlord and Subtenant hereunder,  or Subtenant's use and
occupancy of the Premises, or any other liability of Sublandlord to Subtenant.

         9.       Landlord's Consent.

     9.1  By  executing  this  Sublease  where  indicated,  Overlandlord  hereby
consents to the Sublease herein.

         10.      [Intentionally Deleted]



                                                         5

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         11.      Miscellaneous.
                  -------------

                  11.1 This Sublease may not be changed  orally,  but only by an
agreement in writing signed by the party against whom enforcement of any waiver,
change, modification or discharge is sought.

                  11.2 This  Sublease  shall  not be  binding  upon  Sublandlord
unless and until it is signed by Sublandlord  and a  fully-executed  counterpart
thereof has been delivered to Subtenant.

                  11.3 This Sublease  constitutes the entire  agreement  between
the parties and all representations and understandings have been merged herein.

                  11.4 This  Sublease  shall  inure to the benefit of all of the
parties hereto,  their  successors and (subject to the provisions  hereof) their
assigns.

                  11.5 The term  "Sublandlord"  as used in this  Sublease  shall
mean only the Sublandlord  named herein,  so that in the event of any assignment
by Sublandlord of its interest in the Overlease,  the  Sublandlord  named herein
shall be and hereby is  entirely  freed and  relieved  of all future  covenants,
obligations and liabilities of Sublandlord hereunder, and it shall be deemed and
construed  without further  agreement between the parties or their successors in
interest  that the assignee of the Overlease has assumed and agreed to carry out
any  and  all  such  covenants,   obligations  and  liabilities  of  Sublandlord
hereunder.

                  11.6 Each party shall,  at any time and from time to time,  as
requested  by the other  party,  execute and  deliver to the other party  within
fifteen (15) days after receipt of such request a statement (a) certifying  that
this Sublease is unmodified  and in full force and effect (or if modified,  that
same is in full force and effect as modified and stating the modifications), (b)
certifying the dates to which rent has been paid, (c) stating whether or not, to
the best  knowledge  of the  signing  party,  the other  party is in  default in
performance  of  any  of  its  obligations  under  this  Sublease,  and,  if so,
specifying  each such default of which the signing party has knowledge,  and (d)
stating  whether  or not,  to the  best  knowledge  of the  signing  party,  any
condition  or event exists which would  constitute  such a default,  and, if so,
specifying  each  such  condition  or  event,  it being  intended  that any such
statement  delivered  pursuant  hereto  shall  be  deemed a  representation  and
warranty to be relied upon by the party requesting the certificate and by others
with whom such party may be dealing, regardless of independent investigation.

                  11.7  Sublandlord  represents and warrants that, to its actual
knowledge,  as of the date of this Sublease,  neither the  Overlandlord  nor the
Sublandlord  is in  default  under  any  term,  covenant  or  condition  in  the
Overlease,  and further that the  Sublandlord  shall not amend,  alter,  assign,
transfer or modify the Overlease in any way without the prior written consent of
the Subtenant (which consent shall not be unreasonably withheld or delayed).




                                                         6

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         IN WITNESS WHEREOF, the parties have hereunto set their hands and seals
as of the day and year first above written.

                                   HEALTHCARE INTEGRATED SERVICES, INC.,
                                   Sublandlord


                                     By:      /s/ Elliott H. Vernon
                                              Name:  Elliott H. Vernon
                                              Title:  Chairman and CEO


                                   PRESGAR IMAGING OF HIGHWAY, L.L.C.,
                                   Subtenant


                                     By:     /s/ Gary Wright
                                             Name: Gary Wright
                                             Title:

As to Article 9:

DVI REALTY COMPANY, Overlandlord


By:      ___________________________
         Name:
         Title:



                                                         7

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                                                     EXHIBIT A

                                                     Overlease


                                               [See following pages]


                                                        A-1