<PAGE>

                                                                   Exhibit 10(p)

                              Obligor #


                              Obligation #-
                                          MORTGAGE NOTE

$1,155,000
Philadelphia, Pennsylvania

                                                              September 1, 1997

      FOR VALUE RECEIVED, the undersigned, jointly and severally, hereby
promises to pay to the order of FIRST UNION NATIONAL BANK (the "Bank"), the
principal sum of One Million One Hundred Fifty Five Thousand Dollars
($1,155,000) (the "Loan") in United States Dollars, together with interest
thereon as hereinafter provided.

1. INTEREST RATE. Interest shall be charged on the outstanding principal balance
from the date hereof until the full amount of principal due hereunder has been
paid at a rate equal to LIBOR plus one and three quarters percent (1.75%) per
annum ("LlBOR-Based Rate"), as determined by Bank prior to the commencement of
each Interest Period. Interest shall be calculated daily on the basis of the
actual number of days elapsed over a 360 day year. The LlBOR-Based Rate shall
remain in effect, subject to the provisions hereof, for the entire Interest
Period for which it is determined.

      "LIBOR" means, with respect to each day during each Interest Period, the
rate (rounded to the next higher 1/100 of 1%) for U.S. dollar deposits of one
month maturity as reported on Telerate page 3750 as of 11:00 a.m., London time,
on the second London business day before the relevant Interest Period begins (or
if not so reported, then as determined by the Bank from another recognized
source or interbank quotation), adjusted for reserves by dividing that rate by
1.00 minus the LIBOR Reserve. "LIBOR Reserve" means the maximum percentage
reserve requirement (rounded to the next higher 1/100 of 1% and expressed as a
decimal) in effect for any day during the Interest Period under the Federal
Reserve Board's Regulation D for Eurocurrency liabilities as defined therein.
Notwithstanding the foregoing, if the undersigned has hedged the LlBOR-Based
Rate by entering into an interest rate swap agreement with Bank, LIBOR shall be
rounded five decimal places in accordance with the 1991 Definitions published by
the International Swaps and Derivatives Association, Inc.

      "Interest Period" means, initially, the period commencing on the date
hereof and ending on the Commencement Date, and thereafter, each period
commencing on the last day of the immediately preceding Interest Period and
ending one month thereafter, but in no event after the Maturity Date; subject,
however, to the following provisions: (i) if any Interest Period would otherwise
end on a day which is not a New York business day, that Interest Period shall be
extended to the next succeeding New York business day unless the result of such
extension would be to carry such Interest Period into another calendar month, in
which event such Interest Period shall end on the immediately preceding New York
business day; and (ii) any Interest Period that begins on the last New York
business day of a calendar month (or on a day for which there is no numerically
corresponding day in the calendar month at the end of such Interest Period)
shall end on the last New York business day of a calendar month.

2. PAYMENT OF PRINCIPAL AND INTEREST. Interest only on the outstanding principal
balance from the date hereof to October 1, 1997 (the "Commencement Date") shall
be due and payable on the Commencement Date. Thereafter, interest only on the
outstanding principal balance shall be payable in arrears on the first day of
each month. The entire unpaid principal amount hereof, together with accrued and
unpaid interest thereon and all other amounts payable hereunder shall, subject
to the Extension Option (as such term is defined below), be due and payable on
October 1, 1998 (the " Maturity Date" ) .

3. EXTENSION OPTION. The undersigned may elect to extend the Maturity Date for
two twelve (12)-month periods (each, an "Extension Option"), provided that:

                  (a) The undersigned shall give written notice to Bank of the
undersigned's intention to exercise each Extension Option and to extend the then
current Maturity Date at least thirty (30) days prior to the then current
Maturity Date. Each written notice of the Extension Option shall be accompanied
by the payment of a $1,000 extension fee;

                  (b) No event of default under the Loan Documents or event
which, with the passage of time or the giving of notice, or both, would
constitute an event of default under the Loan Documents (as such term is defined
below) shall have occurred;

                  (c) The lease of the Mortgaged Premises (as such term is
defined below) between the undersigned (as assignee of Moran) as landlord and
Dana Perfumes Corp. as tenant dated September 26, 1996 (the "Lease") shall be in
full force and effect or, if the Lease is not in full force and effect, within
not more than ten (10) months following the termination of the Lease, the
Mortgaged

<PAGE>

Premises shall have been fully occupied by a tenant or tenants acceptable to
Bank pursuant to a lease or leases approved by Bank, and/or Bank shall have
received evidence satisfactory to Bank that the Mortgaged Premises has been
relet to other tenant(s) acceptable to Bank pursuant to a lease or leases in
form and substance acceptable to Bank; and

                  (d) There shall not have been any material adverse change in
the financial or operating condition of the undersigned.

      If the undersigned timely and properly exercises the Extension Option as
provided herein, the Maturity Date will be extended and deemed to be the date
that is twelve ( 12) months following the then current Maturity Date.

4. APPLICATION OF PAYMENTS. Except as otherwise specified herein, each payment
or prepayment, if any, made under this Note shall be applied to pay late
charges, accrued and unpaid interest, principal, escrows (if any), and any other
fees, costs and expenses which the undersigned is obligated to pay under this
Note, in such order as Bank may elect from time to time in its sole discretion.

5. TENDER OF PAYMENT. All payments on this Note shall be made in immediately
available lawful money of the United States by direct charge to the
undersigned's deposit account (the "Account") with Bank as specified in that
certain Authorization to Charge Account from the undersigned to Bank of even
date herewith. If there are insufficient funds in the Account at the time the
Account is debited, and the debiting creates an overdraft, Bank may charge the
undersigned an administrative fee in an amount established from time to time by
Bank. All sums payable to Bank which are due on a day on which Bank is not open
for business shall be made on the next succeeding business day and such extended
time shall be included in the computation of interest.

6. PREPAYMENT. The Loan may be prepaid in whole but not in part during the
period beginning on the date hereof and ending one hundred twenty (120) days
hereafter if accompanied by the fee referred to on Exhibit "A" attached.
Thereafter, the Loan may be prepaid without any fee, in part on the last day of
an Interest Period or in whole at any time; provided, however, that any partial
prepayments shall be in a principal amount of not less than $100,000, or
multiples thereof. Any prepayment shall include accrued and unpaid interest to
the date of prepayment on the principal amount prepaid and all other sums due
and payable hereunder.

7. SECURITY FOR THE NOTE.

      7.1. This Note is executed and delivered in accordance with a commercial
transaction described in a Loan Agreement dated this date between the
undersigned and Bank (the "Loan Agreement"). As security for the payment of the
monies owing under this Note, the undersigned has delivered or has caused to be
delivered to Bank the following (each a "Loan Document" and collectively with
this Note, the Loan Agreement, and any other document, certificate or instrument
executed by the undersigned or any other obligated party in connection with the
Loan, the "Loan Documents"):

      (a) a Mortgage and Security Agreement (the "Mortgage") on certain real
property and the improvements situated thereon in the Crestwood Industrial Park,
Mountaintop, Luzerne County, Pennsylvania, as more fully described in the
Mortgage (the "Mortgaged Premises");

      (b) an Absolute Assignment of Leases and Rents (the "Assignment of
Leases") assigning all of the assignor's rights as lessor under all leases
affecting the Mortgaged Premises; and

      (c) a security interest in the property listed below, including proceeds
and after acquired property: all fixtures, machinery, equipment, books and
records, and other personal property now owned or hereafter acquired by the
undersigned and located on or used in connection with the operation and/or
maintenance of the Mortgaged Premises.

      7.2. The undersigned hereby grants to Bank a continuing security interest
in all property of the undersigned, now or hereafter in the possession of Bank
or any Affiliate (as defined below) in any capacity whatsoever, including, but
not limited to, any balance or share of any deposit, trust or agency account, as
security for the payment of this Note and any other liabilities of the
undersigned to Bank, which security interest shall be enforceable and subject to
all the provisions of this Note, as if such property were specifically pledged
hereunder.

8. ADDITIONAL PAYMENTS; LATE CHARGE: DEFAULT RATE.

      8.1. Additional Payments.In addition to the payments provided for in
Section 2 above, the undersigned promises to pay on demand any additional monies
required to be paid or advanced by the undersigned or by any other party
obligated under any of the Loan Documents or paid or advanced on behalf of the
undersigned or such party by Bank pursuant to the terms of the Loan Agreement,
the Mortgage or any other Loan Document, which obligation shall be continuing
and shall survive any judgment entered with respect to this Note or a
foreclosure of the Mortgage. This Note shall evidence, and the Mortgage and
other Loan Documents shall secure the payment of, all such sums so advanced or
paid.

      8.2. Late Charge. In the event that any installment of principal or
interest required to be made by the undersigned under this Note shall not be
received by Bank on or before its due date, the undersigned shall pay to Bank,
on demand, a late charge of five percent (5%) of such delinquent


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<PAGE>

payment for the purpose of defraying the expense incident to the processing of
such delinquent payment. The foregoing right is in addition to, and not in
limitation of, any other rights which Bank may have upon the undersigned's
failure to make timely payment of any amount due hereunder.

      8.3. Default Rate. From and after the Maturity Date or from and after the
occurrence of an Event of Default hereunder, irrespective of any declaration of
maturity, all amounts remaining unpaid or thereafter accruing hereunder, as well
as any amounts owing under Section 8.1., shall, at Bank's option, bear interest
at a default rate of four percent (4%) per annum above the interest rate then in
effect as set forth herein (the "Default Rate"), or the highest permissible rate
under applicable usury law, whichever is less. Such default rate of interest
shall be payable upon demand, but in no event later than when scheduled interest
payments are due, and shall also be charged on the amounts owed by the
undersigned to Bank pursuant to any judgments entered in favor of Bank with
respect to this Note.

9. INDEMNIFICATION: ADDITIONAL COSTS: UNAVAILABILITY OF RATE.

      9.1. Indemnification. The undersigned shall indemnify Bank against Bank's
loss or expense in employing deposits as a consequence of (i) the undersigned's
failure to make any payment when due under this Note, or (ii) any prepayment of
the Loan on a date other than the last day of an Interest Period ("Indemnified
Loss or Expense").

      9.2. Additional Costs. If, at any time, a new, or a revision in any
existing law or interpretation or administration (including reversals) thereof
by any government authority, central bank or comparable agency imposes,
increases or modifies any reserve or similar requirement against assets,
deposits or credit extended by Bank, or subjects Bank to any tax, duty or other
charge (except tax on Bank's net income), and any of the foregoing increase the
cost to Bank of maintaining its commitment or reduce the amount of any sum
received or receivable by Bank under this Note, within 15 days after demand by
Bank, the undersigned agrees to pay Bank such additional amounts as will
compensate Bank for such increased costs or reductions ("Additional Costs").

      9.3. Match Funding. The amount of such (i) Indemnified Loss or Expense, or
(ii) Additional Costs outlined above shall be determined, in Bank's sole
discretion, based upon the assumption that Bank funded 100% of that portion of
the Loan to which the LlBOR-Based Rate applies in the applicable London
interbank market.

      9.4. Unavailability of Interest Rate. If, at any time, (i) Bank shall
determine that, by reason of circumstances affecting foreign exchange and
interbank markets generally, LIBOR deposits in the applicable amounts are not
being offered to Bank; or (ii) a new, or a revision in any existing law or
interpretation or administration (including reversals) thereof by any government
authority, central bank or comparable agency shall make it unlawful or
impossible for Bank to honor its obligations under this Note, then (A) Bank's
obligation, if any, to make or maintain a LlBOR-Based Rate Loan shall be
suspended, and (B) the applicable LlBOR-Based Rate shall, for the remainder of
the term of the Loan, immediately be converted to (x) the Prime Rate or (y) if
the undersigned has hedged the LlBOR-Based Rate by entering into an interest
rate swap agreement with Bank, the rate of interest payable to the undersigned
by Bank as the Floating Rate Payer under the terms of said swap agreement (plus
the percentage added to LIBOR above and not included in said rate of interest
payable by Bank). "Prime Rate" means the rate of interest established by Bank as
its reference rate in making loans, and is not tied to any external rate of
interest or index. The rate of interest charged under the Note following
conversion to the Prime Rate shall change automatically and immediately as of
the date of any change in the Prime Rate without notice to the undersigned.

10. EVENTS OF DEFAULT. Each of the following shall constitute an event of
default hereunder (an "Event of Default"): (a) the failure of the undersigned to
make any installment of principal or interest hereunder when due and payable; or
(b) the occurrence of any other default in any term, covenant or condition
hereunder or any Event of Default under the Loan Agreement, the Mortgage or any
other Loan Document.

11. REMEDIES. If an Event of Default exists, Bank may exercise any right, power
or remedy permitted by law or as set forth herein or in the Loan Agreement, the
Mortgage or any other Loan Document including, without limitation, the right to
declare the entire unpaid principal amount hereof and all interest accrued
hereon, and all other sums secured by the Mortgage or any other Loan Document to
be, and such principal, interest and other sums shall thereupon become,
forthwith due and payable.

12. CONFESSION OF JUDGMENT.

      12.1. THE FOLLOWING PARAGRAPH SETS FORTH A WARRANT OF AUTHORITY FOR ANY
ATTORNEY TO CONFESS JUDGMENT AGAINST THE UNDERSIGNED. IN GRANTING THIS WARRANT
OF ATTORNEY TO CONFESS JUDGMENT AGAINST THE UNDERSIGNED, THE UNDERSIGNED,
FOLLOWING CONSULTATION WITH (OR DECISION NOT TO CONSULT) SEPARATE COUNSEL FOR
THE UNDERSIGNED AND WITH KNOWLEDGE OF THE LEGAL EFFECT HEREOF, HEREBY KNOWINGLY,
INTENTIONALLY, VOLUNTARILY AND UNCONDITIONALLY WAIVES ANY AND ALL RIGHTS THE
UNDERSIGNED HAS OR MAY HAVE TO PRIOR NOTICE AND AN OPPORTUNITY FOR HEARING UNDER
THE RESPECTIVE CONSTITUTIONS AND LAWS OF THE UNITED STATES OF AMERICA, THE
COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE. IT IS SPECIFICALLY ACKNOWLEDGED BY
THE UNDERSIGNED THAT BANK HAS RELIED ON THIS WARRANT OF ATTORNEY IN RECEIVING
THIS


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<PAGE>

NOTE AND AS AN INDUCEMENT TO GRANT FINANCIAL ACCOMMODATIONS TO THE UNDERSIGNED.

      12.2. Upon and following the occurrence of an Event of Default, the
undersigned hereby jointly and severally authorizes and empowers any attorney of
any court of record or the prothonotary or clerk of any county in the
Commonwealth of Pennsylvania, or in any jurisdiction where permitted by law or
the clerk of any United States District Court, to appear for the undersigned in
any and all actions which may be brought hereunder and enter and confess
judgment against the undersigned or any of them in favor of Bank for such sums
as are due or may become due hereunder or under any other Loan Document,
together with costs of suit and actual collection costs including, without
limitation, reasonable attorneys' fees equal to five percent (5%) of the
foregoing sums then due and owing but in no event less than $20,000, with or
without declaration, without prior notice, without stay of execution and with
release of all procedural errors and the right to issue executions forthwith. If
a copy of this Note verified by affidavit of any officer of Bank shall have been
filed in such action, it shall not be necessary to file the original thereof as
a warrant of attorney, any practice or usage to the contrary notwithstanding.
The authority herein granted to confess judgment shall not be exhausted by any
single exercise thereof, but shall continue and may be exercised from time to
time as often as Bank shall find it necessary and desirable and at all times
until full payment of all amounts due hereunder and under the other Loan
Documents. Bank may confess one or more judgments in the same or different
jurisdictions for all or any part of the undersigned's obligations arising
hereunder or under any other Loan Document to which the undersigned is a party,
without regard to whether judgment has theretofore been confessed on more than
one occasion for the same obligations. In the event that any judgment confessed
against the undersigned is stricken or opened upon application by or on behalf
of the undersigned for any reason, Bank is hereby authorized and empowered to
again appear for and confess judgment against the undersigned for any part or
all of the obligations due and owing under this Note and the other Loan
Documents, as herein provided.

13. CONTINUING ENFORCEMENT OF NOTE. If, after receipt of any payment of all or
any part of this Note, Bank is compelled or agrees, for settlement purposes, to
surrender such payment to any person or entity for any reason (including,
without limitation, a determination that such payment is void or voidable as a
preference or fraudulent conveyance, an impermissible setoff, or a diversion of
trust funds), then this Note and the other Loan Documents shall continue in full
force and effect or be reinstated, as the case may be, and the undersigned shall
be liable for, and shall indemnify, defend and hold harmless Bank with respect
to the full amount so surrendered. The provisions of this Section shall survive
the cancellation or termination of this Note and shall remain effective
notwithstanding the payment of the obligations evidenced hereby, the release of
any security interest, lien or encumbrance securing this Note or any other
action which Bank may have taken in reliance upon its receipt of such payment.
Any cancellation, release or other such action shall be deemed to have been
conditioned upon any payment of the obligations evidenced hereby having become
final and irrevocable.

14. - MISCELLANEOUS.

      14.1. Disclosure of Financial Information. Bank is hereby authorized to
disclose any financial or other information about the undersigned to any
regulatory body or agency having jurisdiction over Bank or to any present,
future or prospective participant or successor in interest in any loan or other
financial accommodation made by Bank to the undersigned. The information
provided may include, without limitation, amounts, terms, balances, payment
history, return item history and any financial or other information about the
undersigned. The undersigned agrees to indemnify, defend, release Bank, and hold
Bank harmless, at the undersigned's cost and expense, from and against any and
all lawsuits, claims, actions, proceedings, or suits against Bank or against the
undersigned and Bank, arising out of or relating to Bank's reporting or
disclosure of such information. Such indemnity shall survive the repayment or
other satisfaction of the obligations evidenced hereby.

      14.2. Remedies Cumulative. The rights and remedies of Bank as provided
herein and in any other Loan Document shall be cumulative and concurrent, may be
pursued separately, successively or together against the undersigned or the
Mortgaged Premises or any other collateral security for payment of amounts due
hereunder, or any guarantor thereof, at the sole discretion of Bank, may be
exercised as often as occasion therefor shall arise, and shall be in addition to
any other rights or remedies conferred upon Bank at law or in equity. The
failure, at any one or more times, of Bank to exercise any such right or remedy
shall in no event be construed as a waiver or release thereof. Bank shall have
the right to take any action it deems appropriate without the necessity of
resorting to any collateral securing this Note.

      14.3. Intearation. This Note and the other Loan Documents constitute the
sole agreement of the parties with respect to the transaction contemplated
hereby and supersede all oral negotiations and prior writings with respect
thereto.

      14.4. Right of Setoff bv Bank. Upon the occurrence of an Event of Default,
to the extent permitted by and in addition to any other remedy provided by law,
and regardless of the adequacy of any collateral or other means of obtaining
repayment of the obligations evidenced hereby, Bank shall have the right
immediately and without notice or other act, and is specifically authorized
hereby, to setoff against any of the undersigned's obligations under this Note
any sum owed by Bank or any Affiliate in any capacity to the undersigned whether
due or not, or any property of the undersigned in the possession of Bank or any
Affiliate, even if effecting such setoff results in a loss or reduction of
interest to the undersigned or the imposition of a penalty applicable to the
early withdrawal of time deposits. Bank shall be deemed to have exercised such
right of setoff and to have made a charge


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against any such sum or property immediately upon the occurrence of the Event of
Default, even though the actual book entries may be made at some time
subsequent.

      14.5. Attorneys' Fees and Expenses. If Bank retains the services of
counsel by reason of a claim of a default or an Event of Default hereunder or
under any of the other Loan Documents, or on account of any matter involving
this Note, or for examination of matters subject to Bank's approval under the
Loan Documents, all costs of suit and all reasonable attorneys' fees (and/or
allocated fees of Bank's in-house legal counsel) and such other reasonable
expenses so incurred by Bank shall forthwith, on demand, become due and payable
and shall be evidenced hereby.

      14.6. No Implied Waiver. Bank shall not be deemed to have modified or
waived any of its rights or remedies hereunder unless such modification or
waiver is in writing and signed by Bank, and then only to the extent
specifically set forth therein. A waiver in one event shall not be construed as
continuing or as a waiver of or bar to such right or remedy on a subsequent
event.

      14.7. Waiver. The undersigned, jointly and severally, waives demand,
notice, presentment, protest, demand for payment, notice of dishonor, notice of
protest and diligence of collection of this Note. The undersigned consents to
any and all extensions of time, renewals, waivers, or modifications that may be
granted by Bank with respect to the payment or other provisions of this Note,
and to the release of any collateral, with or without substitution. The
undersigned agrees that makers, endorsers, guarantors and sureties may be added
or released without notice and without affecting the undersigned's liability
hereunder. The liability of the undersigned shall not be affected by the failure
of Bank to perfect or otherwise obtain or maintain the priority or validity of
any security interest in any collateral. The liability of the undersigned shall
be absolute and unconditional and without regard to the liability of any other
party hereto.

      14.8. No Usurious Amounts. Anything herein contained to the contrary
notwithstanding, the undersigned does not agree and shall not be obligated to
pay interest hereunder at a rate which is in excess of the maximum rate
permitted by law. If by the terms of this Note, the undersigned is at any time
required to pay interest at a rate in excess of such maximum rate, the rate of
interest under this Note shall be deemed to be immediately reduced to such
maximum legal rate and the portion of all prior interest payments in excess of
such maximum legal rate shall be applied to and shall be deemed to have been
payments in reduction of the outstanding principal balance. The undersigned
agrees that in determining whether or not any interest payable under this Note
exceeds the highest rate permitted by law, any non-principal payment, including
without limitation, late charges, shall be deemed to the extent permitted by law
to be an expense, fee, premium or penalty rather than interest.

      14.9. Partial Invaliditv. The invalidity or unenforceability of any one or
more provisions of this Note shall not render any other provision invalid or
unenforceable. In lieu of any invalid or unenforceable provision, there shall be
added automatically a valid and enforceable provision as similar in terms to
such invalid or unenforceable provision as may be possible.

      14.10.  Binding Effect. The covenants, conditions, waivers, releases and
agreements contained in this Note shall bind, and the benefits thereof shall
inure to, the parties hereto and their respective successors and assigns;
provided, however, that this Note cannot be assigned by the undersigned without
the prior written consent of Bank, and any such assignment or attempted
assignment by the undersigned shall be void and of no effect with respect to
Bank.

      14.11. Modifications. This Note may not be supplemented, extended,
modified or terminated except by an agreement in writing and signed by the party
against whom enforcement of any such waiver, change, modification or discharge
is sought.

      14.12.  Sales or Participations. Bank may from time to time sell or
assign, in whole or in part, or grant participations in the Loan, this Note
and/or the obligations evidenced thereby. The holder of any such sale,
assignment or participation, if the applicable agreement between Bank and such
holder so provides, shall be: (a) entitled to all of the rights, obligations and
benefits of Bank; and (b) deemed to hold and may exercise the rights of setoff
or banker's lien with respect to any and all obligations of such holder to the
undersigned, in each case as fully as though the undersigned were directly
indebted to such holder. Bank may in its discretion give notice to the
undersigned of such sale, assignment or participation; however, the failure to
give such notice shall not affect any of Bank's or such holder's rights
hereunder.

      14.13. Affiliate. As used herein, "Affiliate" shall mean First Union
Corporation and any of its direct and indirect affiliates and subsidiaries.

      14.14. Jurisdiction. The undersigned irrevocably appoints each and every
owner, partner and/or officer of the undersigned as its attorneys upon whom may
be served, by regular or certified mail at the address set forth below, any
notice, process or pleading in any action or proceeding against it arising out
of or in connection with this Note or any other Loan Document; and the
undersigned hereby consents that any action or proceeding against it be
commenced and maintained in any court within the Commonwealth of Pennsylvania or
in the United States District Court for any District of Pennsylvania by service
of process on any such owner, partner and/or officer; and the undersigned agrees
that the courts of the Commonwealth of Pennsylvania and the United States
District Court for any District of Pennsylvania shall have jurisdiction with
respect to the subject matter hereof and the person of the undersigned. The
undersigned agrees not to assert any defense to any action or proceeding
initiated by Bank based upon improper venue or inconvenient forum. The
undersigned


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<PAGE>

agrees that any action brought by the undersigned shall be commenced and
maintained only in a court in the federal judicial district or county in which
Bank has its principal place of business in Pennsylvania.

      14.15. Notices. All notices and communications under this Note shall be in
writing and shall be given by either (a) hand-delivery, (b) first class mail
(postage prepaid), or (c) reliable overnight commercial courier (charges
prepaid), to the addresses listed in the Loan Documents. Notice shall be deemed
to have been given and received: (i) if by hand delivery, upon delivery; (ii) if
by mail, three (3) calendar days after the date first deposited in the United
States mail; and (iii) if by overnight courier, on the date scheduled for
delivery. A party may change its address by giving written notice to the other
party as specified herein.

      14.16. Governing Law. This Note shall be governed by and construed in
accordance with the substantive laws of the Commonwealth of Pennsylvania.

      14.17. Waiver of Jury Trial. THE UNDERSIGNED AND BANK AGREE THAT ANY
SUIT, ACTION OR PROCEEDING, WHETHER CLAIM OR COUNTERCLAIM, BROUGHT BY BANK OR
THE UNDERSIGNED, ON OR WITH RESPECT TO THIS NOTE OR ANY OTHER LOAN DOCUMENT OR
THE DEALINGS OF THE PARTIES WITH RESPECT HERETO OR THERETO, SHALL BE TRIED ONLY
BY A COURT AND NOT BY A JURY. BANK AND THE UNDERSIGNED EACH HEREBY KNOWINGLY,
VOLUNTARILY, INTENTIONALLY AND INTELLIGENTLY, AND WITH THE ADVICE OF THEIR
RESPECTIVE COUNSEL, WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY SUCH SUIT, ACTION
OR PROCEEDING. FURTHER, THE UNDERSIGNED WAIVES ANY RIGHT IT MAY HAVE TO CLAIM OR
RECOVER, IN ANY SUCH SUIT, ACTION OR PROCEEDING, ANY SPECIAL, EXEMPLARY,
PUNITIVE, CONSEQUENTIAL OR OTHER DAMAGES OTHER THAN, OR IN ADDITION TO, ACTUAL
DAMAGES. THE UNDERSIGNED ACKNOWLEDGES AND AGREES THAT THIS SECTION IS A SPECIFIC
AND MATERIAL ASPECT OF THIS NOTE AND THAT BANK WOULD NOT EXTEND CREDIT TO THE
UNDERSIGNED IF THE WAIVERS SET FORTH IN THIS SECTION WERE NOT A PART OF THIS
NOTE.

      14.18. Limitation of Liabilitv. Reference is made to Section 16 of the
Mortgage for the limitation of liability of the undersigned, which Section is
incorporated as if set forth at length herein.

      IN WITNESS WHEREOF, the undersigned, intending to be legally bound, has
duly executed and delivered this Note as of the day and year first above
written.

ATTEST:                            FAIR LAWN INDUSTRIAL PARK, INC.


By: /s/ David F. McBride                  Address:
Chief Executive Officer                   c/o Penn Square Properties, Inc.
                                          1 South Penn Square
                                          Philadelphia, PA 19107


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<PAGE>


      STATE OF NEW JERSEY

COUNTY OF BERGEN

            On this, the 11th day of September, 1997 before me, the undersigned
officer, personally appeared David F. McBride who acknowledged himself to be the
Chief Executive Officer of Fair Lawn Industrial Park, Inc., and that he, as such
officer, being authorized to do so, executed the foregoing instrument for the
purposes therein contained by signing the name of the corporation by himself as
such officer, and desired that the same might be recorded as such.

            IN WITNESS WHEREOF, I hereunto set my hand and official seal

                                             [Notarial Seal]

                                             My Commission Expires: May
                                             18, 2002

        My Commission Expires:


                                       7
<PAGE>

                                   Exhibit "A"

      If the Loan is prepaid within 120 days following the date of this Note,
such prepayment shall be accompanied by a fee calculated as follows:

<TABLE>
<CAPTION>

Date of Prepayment                              Amount of Fee
-------------------------------------------------------------
<S>                                             <C>
Prepayment made on or before October 15, 1997          $6,000

Prepayment made after October 15, 1997                 $4,500
and on or before November 15, 1997

Prepayment made after November 15, 1997                $3,000
and on or before December 15, 1997

Prepayment made after December 15, 1997                $1,500
and on or before January 15, 1998
</TABLE>

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