AND WAIVER TO

                           LOAN AND SECURITY AGREEMENT

     AMENDMENT  NO. 4, dated as of January  26,  2001,  to  Amendment  No. 8 and
Waiver,  dated as of August 11, 2000, as amended by Amendment No. 1, dated as of
December 12, 2000, Amendment No. 2, dated as of December 29, 2000, and Amendment
No. 3, dated as of January 12, 2001 (the  "Eighth  Amendment"),  to the LOAN AND
SECURITY  AGREEMENT,  dated as of  September  30,  1998 (as  amended to date) as
hereafter  modified,  amended  and/or  RESTATED FROM TIME TO TIME, THE "LOAN AND
SECURITY   AGREEMENT"),   among  FOOTHILL  CAPITAL  CORPORATION,   a  California
CORPORATION   ("FOOTHILL"),   DATA  SYSTEMS  NETWORK  CORPORATION,   A  MICHIGAN
CORPORATION   ("OLD   BORROWER")  and  TEKINSIGHT   SERVICES  INC.,  A  Delaware
Corporation ("NEW BORROWER").



                                    PREAMBLE

     Pursuant  to the  Loan  and  Security  Agreement,  Foothill  established  a
revolving line of credit for the benefit of Old Borrower. Pursuant to the Merger
Agreement  (as defined in the Eighth  Amendment)  Old  Borrower  merged into New
Borrower, with New Borrower continuing as the Surviving Corporation. Pursuant to
the Eighth Amendment,  the parties agreed to negotiate during the 120-day period
following the Effective Date (as defined in the Eighth Amendment) with a view to
entering into a replacement loan and security  agreement.  Whereas,  the 120-day
period expired as of December 12, 2000, the parties entered into Amendment No. 1
to the Eighth Amendment to, among other things, extend such date to December 31,
2000.  Whereas,  on December 29, 2000 and January 12, 2001, the parties  entered
into  Amendments No. 2 and 3 to the Eighth  Amendment,  respectively,  to extend
such date  further.  Whereas such date expires on January 26, 2001,  the parties
hereto now desire to extend this date to February  28,  2001.  Accordingly,  New
Borrower and Foothill hereby agree as follows:

     1.  DEFINITIONS.  All terms  used  herein  which are  defined in the Eighth
Amendment and not otherwise defined herein shall have the meanings given to such
terms in the Eighth Amendment.

     2.  REPLACEMENT  LOAN  AND  SECURITY  AGREEMENT.  Section  7 of the  Eighth
Amendment is hereby amended and restated as follows:

               "7. REPLACEMENT LOAN AND SECURITY  AGREEMENT.  The parties hereto
          agree to negotiate  during the 198-day period  following the Effective
          Date  with a view to  entering  into  either  (i) a loan and  security
          agreement  and related  agreements  that would  supercede the Loan and
          Security  Agreement and Loan Documents or (ii)  amendments to the Loan
          and Security  Agreement and Loan  Documents on terms and conditions to
          be determined.  If no such agreements are executed and delivered on or
          before the date which is 198 days after the Effective  Date, all Notes
          shall automatically mature, and all principal, interest, reimbursement
          obligations  and fees  then  accrued  and  outstanding  under any Loan
          Document shall be immediately  due and payable  together with a fee in

<PAGE>

          the amount of two percent (2%) of the Maximum Revolving Amount then in
          effect.  Notwithstanding the provisions of Section 3.6 of the Loan and
          Security Agreement,  the Early Termination Premium payable at any time
          during the 198-day  period  following the Effective  Date shall be two
          percent (2%) of the Maximum Revolving Amount then in effect."

                  3.       CONDITIONS AND COVENANTS.

                  This Amendment shall become  effective only upon  satisfaction
in full of the  following  conditions  precedent  (the first date upon which all
such conditions have been satisfied being herein called the "AMENDMENT EFFECTIVE
DATE"):

     (i) The representations  and warranties  contained in this Amendment and in
Section 5 of the Loan and Security  Agreement and each other Loan Document shall
be correct on and as of the Amendment Effective Date as though made on and as of
such date (except where such representations and warranties relate to an earlier
date in which case such representations and warranties shall be true and correct
as of such earlier date); no Default or Event of Default shall have occurred and
be  continuing  on the Amendment  Effective  Date or result from this  Amendment
becoming effective in accordance with its terms.

     (ii) Foothill shall have received two (2)  counterparts  of this Amendment,
duly executed by New Borrower and Parent.

     (iii) All legal matters incident to this Amendment shall be satisfactory to
Foothill and its counsel.

     4.  REPRESENTATIONS  AND  WARRANTIES.  New Borrower  hereby  represents and
warrants to Foothill as follows:

                  (a) New Borrower (i) is a corporation duly organized,  validly
existing and in good  standing  under the laws of the State of Delaware and (ii)
has all requisite corporate power, authority and legal right to execute, deliver
and perform  this  Amendment,  and to perform the Eighth  Amendment,  as amended
hereby.

                  (b) The execution,  delivery and performance of this Amendment
by New Borrower, and the performance by New Borrower of the Eighth Amendment, as
amended hereby (i) have been duly authorized by all necessary  corporate action,
(ii) do not and will not  contravene  its  charter or by-laws or any  applicable
law,  and (iii)  except as provided in the Loan  Documents,  do not and will not
result in the creation of any Lien upon or with respect to any of its respective
properties.

                  (c)  This  Amendment  and the  Eighth  Amendment,  as  amended
hereby,  constitute  the legal,  valid and binding  obligations of New Borrower,
enforceable against New Borrower in accordance with its terms.

                  (d) No  authorization  or approval or other  action by, and no
notice to or filing with, any governmental authority or other Person is required

                                       2
<PAGE>

in connection  with the due execution,  delivery and performance by New Borrower
of this Amendment and the  performance by New Borrower of the Eighth  Amendment,
as amended hereby.

                  (e) The representations and warranties  contained in Section 5
of the Loan and Security  Agreement  and each other Loan Document are correct on
and as of the Amendment Effective Date as though made on and as of the Amendment
Effective  Date  (except  to the  extent  such  representations  and  warranties
expressly  relate to an  earlier  date in which  case such  representations  and
warranties  shall be true and correct as of such earlier date) and no Default or
Event of Default  has  occurred  and is  continuing  on and as of the  Amendment
Effective  Date or  will  result  from  this  Amendment  becoming  effective  in
accordance with its terms.

                  5. CONTINUED  EFFECTIVENESS OF THE LOAN AND SECURITY AGREEMENT
AND LOAN  DOCUMENTS.  Borrower  hereby (i)  confirms  and agrees  that each Loan
Document to which it is a party is, and shall  continue to be, in full force and
effect and is hereby  ratified and confirmed in all respects  except that on and
after the Amendment  Effective Date of this Amendment all references in any such
Loan Document to "the Loan and Security Agreement", the "Agreement",  "thereto",
"thereof",  "thereunder"  or  words  of like  import  referring  to the Loan and
Security  Agreement shall mean the Loan and Security Agreement as amended by the
Eighth  Amendment,  as amended by this  Amendment,  and (ii) confirms and agrees
that to the extent that any such Loan  Document  purports to assign or pledge to
Foothill,  or to grant a  security  interest  in or Lien on, any  collateral  as
security for the  obligations  of Borrower from time to time existing in respect
of the  Loan  and  Security  Agreement  and the  Loan  Documents,  such  pledge,
assignment  and/or grant of the security interest or Lien is hereby ratified and
confirmed in all respects.

                  6.       MISCELLANEOUS.

                  (a)  This   Amendment   may  be  executed  in  any  number  of
counterparts and by different parties hereto in separate  counterparts,  each of
which shall be deemed to be an original  but all of which taken  together  shall
constitute one and the same  agreement.  Delivery of an executed  counterpart of
this Amendment by telefacsimile  shall be equally as effective as delivery of an
original executed counterpart of this Amendment.

                  (b) Section and  paragraph  headings  herein are  included for
convenience  of reference only and shall not constitute a part of this Amendment
for any other purpose.

                  (c)      This Amendment shall be governed by, and construed in
accordance with, the laws of the State of New York.

                  (d) Borrower will pay on demand all reasonable fees, costs and
expenses of Foothill in connection with the preparation,  execution and delivery
of this Amendment including,  without limitation,  reasonable fees disbursements
and other charges of Schulte Roth & Zabel LLP, counsel to Foothill.

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<PAGE>




                  IN WITNESS  WHEREOF,  the  parties  hereto  have  caused  this
Amendment  No. 4 to be executed  and  delivered  as of the date set forth on the
first page hereof.

                                            TEKINSIGHT SERVICES INC.,
                                            a Delaware corporation

                                            By: --------------------------------
                                                Name:
                                                Title:

                                            FOOTHILL CAPITAL CORPORATION,
                                            a California corporation

                                            By:
                                                Name:
                                                Title:

Acknowledged and Agreed upon
as of this 26th day of January, 2001

TEKINSIGHT.COM,
a Delaware corporation, as Guarantor

By:  -------------------
      Name:
      Title: