ACQUISITION TERM NOTE
$300,000.00                                                 Radnor, Pennsylvania
                                                            Date: March 31, 2000

     FOR VALUE RECEIVED, without set-off or deduction, the undersigned, DAVID W.
and JACQUELINE J. MENA ("Makers"), in accordance with the terms and conditions
set forth below, hereby jointly and severally promise to pay to the order of
SOVEREIGN BANK (the "Bank"), the principal sum of up to Three Hundred Thousand
Dollars ($300,000.00), in lawful money of the United States of America, together
with interest thereon from the date hereof at a fixed annual rate of nine
percent (9.00%), and both payable as hereinafter provided.

     (a) Interest on amounts advanced to Makers under this Note shall be payable
monthly, in arrears, on the first day of each calendar month commencing on May
1, 2000.

     (b) The principal balance of this Note shall be payable in three (3) equal,
consecutive annual installments of $75,000.00 each, plus interest thereon,
commencing on April 1, 2002, and continuing on the first day of each April
thereafter until April 1, 2005, at which time the remaining unpaid principal
balance of 75,000.00, plus all accrued interest thereon, shall be paid in full,
or due in full upon the occurrence of an Event of Default (as defined in Article
8 of the Loan Agreement).

     (c) Upon the occurrence of an Event of Default, the rate of interest shall
be increased to a rate equal to two percent (2%) above the then current rate of
interest specified herein (the "Default Rate"). Interest at the rate provided
for herein, or the Default Rate, shall continue to accrue at such rate, and
continue to be paid even after default, maturity, acceleration, recovery of
judgment, bankruptcy or insolvency proceeding of any kind until such monetary
default has been cured.

     (d) This Note shall be prepayable by Makers at any time without penalty or
premium but with accrued interest to the date of such prepayment on the amount
prepaid, at anytime and from time to time, in whole or in part, upon
notification to the Bank of such prepayment not later than 10:00 a.m. on the
date of such prepayment.

     (e) All payments of principal and interest with regard to this Note shall
be made in lawful money of the United States of America in immediately available
funds at the Bank's office at 1130 Berkshire Boulevard, Wyomissing, Pennsylvania
19610, or at such other place as the Bank shall designate in writing.


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     (f) Makers shall not be obligated to pay and the Bank shall not collect
interest at a rate in excess of the maximum permitted by law or the maximum that
will not subject the Bank to any civil or criminal penalties. If, because of the
acceleration of maturity, the payment of interest in advance or any other
reason, Makers are required, under the provisions of the Loan and Security
Agreement, dated March 31, 2000, among Moro Acquisition Corp., Makers and the
Bank (the "Loan Agreement"), to pay interest at a rate in excess of such maximum
rate, the rate of interest under such provisions shall immediately and
automatically be reduced to such maximum rate, and any payment made in excess of
such maximum rate, together with interest thereon at a rate provided herein from
the date of such payment, shall be immediately and automatically applied to the
reduction of the unpaid principal balance of this Note as of the date on which
such excess payment is made. If the amount to be so applied to reduction of the
unpaid principal balance exceeds the unpaid principal balance, the amount of
such excess shall be refunded by the Bank to Makers.

     (g) This Note is the Note referred to in Section 2.6 of the Loan Agreement
and is entitled to all the benefits of such Loan Agreement and all the security
referred to therein. In the event of a conflict between the terms of this Note
and the terms of the Loan Agreement, the terms of the Loan Agreement shall
control.

     (h) All of the agreements, conditions, covenants, provisions and
stipulations contained in the Loan Agreement (as defined in said Loan
Agreement), which are to be kept and performed by Makers are hereby made a part
of this Note to the same extent and with the same force and effect as if they
were fully set forth herein, and Makers covenant and agree to keep and perform
them, or cause them to be kept and performed, strictly in accordance with their
terms.

     (i) Upon the occurrence of an Event of Default, then, and in such event,
the Bank may declare this Note to be due and payable, whereupon the entire
unpaid balance of principal, together with all accrued interest thereon, shall
become immediately due and payable without presentment, demand, protest or other
notice of any kind, all of which are hereby expressly waived, anything herein or
in the Loan Agreement to the contrary notwithstanding.

     (j) UPON THE OCCURRENCE OF AN EVENT OF DEFAULT, MAKERS HEREBY IRREVOCABLY
AUTHORIZE AND EMPOWER THE PROTHONOTARY OR ANY ATTORNEY OF ANY COURT OF THE
COMMONWEALTH OF PENNSYLVANIA OR ELSEWHERE TO APPEAR AT ANY TIME FOR MAKERS IN
ANY ACTION BROUGHT AGAINST SUCH MAKERS ON THIS NOTE AT THE SUIT OF THE BANK,
WITH OR WITHOUT DECLARATION FILED, AS OF ANY TERM, AND THEREIN TO CONFESS OR
ENTER JUDGMENT AGAINST MAKERS FOR THE ENTIRE UNPAID PRINCIPAL OF THIS NOTE AND
ALL OTHER SUMS PAYABLE BY OR ON BEHALF OF MAKERS PURSUANT TO THE TERMS OF THIS
NOTE OR THE LOAN AGREEMENT, AND ALL ARREARAGES OF INTEREST THEREON, TOGETHER
WITH COSTS OF SUIT, ATTORNEY'S COMMISSION FOR COLLECTION OF FIVE PERCENT (5%) OF
THE TOTAL AMOUNT THEN DUE BY MAKERS TO THE BANK (BUT IN ANY EVENT NOT LESS THAN
ONE THOUSAND DOLLARS ($1,000)), AND FOR SO DOING THIS NOTE OR A COPY HEREOF
VERIFIED BY AFFIDAVIT SHALL BE A SUFFICIENT WARRANT. THE AUTHORITY GRANTED
HEREIN TO CONFESS JUDGMENT SHALL NOT BE EXHAUSTED BY ANY EXERCISE THEREOF BUT
SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL
THE AMOUNTS DUE HEREUNDER.


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     (k) The remedies of the Bank as provided herein or in the Loan Agreement,
and the warranties contained herein or in the Loan Agreement, shall be
cumulative and concurrent, and may be pursued singly, successively, or together
at the sole discretion of the Bank, and may be exercised as often as occasion
therefor shall occur; and the failure to exercise any such right or remedy shall
in no event be construed as a waiver or release thereof.

     (l) Makers hereby waive and release all errors, defects and imperfections
in any proceedings instituted by the Bank under the terms of this Note or of the
Loan Agreement, as well as all benefit that might accrue to Makers by virtue of
any present or future laws exempting any property, real or personal, or any part
of the proceeds arising from any sale of any such property, from attachment,
levy, or sale under execution, or providing for any stay of execution, exemption
from civil process, or extension of time for payment; and Makers agree that any
real estate that may be levied upon pursuant to a judgment obtained by virtue
hereof, on any writ of execution issued thereon, may be sold upon any such writ
in whole or in part in any order desired by the Bank.

     (m) Makers and all endorsers, sureties and guarantors hereby jointly and
severally waive presentment for payment, demand, notice of demand, protest and
notice of protest of this Note, and all other notices in connection with the
delivery, acceptance, performance, default, or enforcement of the payment of
this Note, and they agree that the liability of each of them shall be
unconditional, without regard to the liability of any other party, and shall not
be affected in any manner by any indulgence, extension of time, renewal, waiver
or modification granted or consent to any and all extensions of time, renewals,
waivers, or payment or other provisions of this Note, and to the release of the
collateral or any part thereof, with or without substitution, and agree that
additional Makers, endorsers, guarantors, or sureties may become parties hereto
without notice to them or affecting their liability hereunder.

     (n) The Bank shall not be deemed, by any act of omission or commission, to
have waived any of its rights or remedies hereunder unless such waiver is in
writing and signed by the Bank, and then only to the extent specifically set
forth in the writing. A waiver on one event shall not be construed as continuing
or as a bar to or waiver of any right or remedy to a subsequent event.

     (o) This instrument shall be governed by and construed according to the
domestic, internal law (but not the law of conflict of laws) of the Commonwealth
of Pennsylvania.

     (p) Whenever used, the singular number shall include the plural, the plural
the singular, the use of any gender shall be applicable to all genders, and the
words "Bank" and "Makers" shall be deemed to include the respective successors
and assigns of the Bank and Makers.

     (q) Any provision contained in this Note which is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability, without invalidating the
remaining provisions hereof and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such provision in any
other jurisdiction.

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     IN WITNESS WHEREOF, Makers, intending to be legally bound hereby, have
caused this Note to be duly executed the day and year first above written.


                                         /s/ David W. Menard
                                         ---------------------------------
                                                     David Menard


                                         /s/ Jacqueline J. Menard
                                         ---------------------------------
                                               Jacqueline J. Menard


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