TERM NOTE C  


	Executed as of the ___ day of June, 2004 and delivered in
        Philadelphia, PA.	Amount $1,200,000.00





        FOR
VALUE RECEIVED AND INTENDING TO BE LEGALLY BOUND, the Undersigned (jointly and
severally, if more than one) promises to pay to the order of STANDARD FEDERAL BANK,
NATIONAL ASSOCIATION (hereinafter, together with any holder hereof, called
“Lender”), at the main office of Agent (as hereinafter defined), the
principal sum of One Million Two Hundred Thousand Dollars ($1,200,000.00). The Undersigned
(jointly and severally, if more than one) further promises to pay interest on the
outstanding principal amount hereof on the dates and at the rates provided in the Loan
Agreement from the date hereof until payment in full hereof. 



        This
Note is referred to in and was delivered pursuant to that certain Loan and Security
Agreement dated June 26, 2002 among LaSalle Business Credit, Inc.
(“Agent”), Lender, the Undersigned and the Guarantors named therein (as
amended by that certain First Amendment to Loan and Security Agreement dated July 18,
2003, that certain Second Amendment to Loan and Security Agreement dated of even date
herewith and as it may be further amended, modified or supplemented from time to time,
together with all exhibits thereto, the “Loan Agreement”), and evidences
the Undersigned’s Liabilities in respect of Term Loan C. All terms which are
capitalized and used herein (which are not otherwise defined herein) shall have the
meaning ascribed to such terms in the Loan Agreement. 



        Principal
hereunder and interest thereon shall be payable pursuant to the terms of the Loan
Agreement. 



        The
Undersigned (and each one of them, if more than one) hereby authorizes the Agent to charge
any account of the Undersigned (and each one of them, if more than one) for all sums due
hereunder. If payment hereunder becomes due and payable on a Saturday, Sunday or legal
holiday under the laws of the United States or the Commonwealth of Pennsylvania, the due
date thereof shall be extended to the next succeeding Business Day, and interest shall be
payable thereon at the rate specified during such extension. Credit shall be given for
payments made in the manner and at the times provided in the Loan Agreement. It is the
intent of the parties that the rates of interest and other charges to the Undersigned
under this Note shall be lawful; therefore, if for any reason the interest or other
charges payable hereunder are found by a court of competent jurisdiction, in a final
determination, to exceed the limit which Agent or Lender may lawfully charge the
Undersigned, then the obligation to pay interest or other charges shall automatically be
reduced to such limit and, if any amount in excess of such limit shall have been paid,
then such amount shall be refunded to the Undersigned. 












        The
Undersigned (and each one of them, if more than one) waives the benefit of any law that
would otherwise restrict or limit Agent or Lender in the exercise of its right, which is
hereby acknowledged, to set-off against the Liabilities, without notice and at any time
hereafter, any indebtedness matured or unmatured owing from Lender or Agent to the
Undersigned (or any one of them). The Undersigned (and each one of them, if more than one)
waives every counterclaim (other than those that are not permitted to be brought in
separate actions) or setoff which the Undersigned (or any one of them) may now have or
hereafter may have to any action by Agent and/or Lender in enforcing this Note and/or any
of the other Liabilities, or in enforcing Agent’s and/or Lender’s rights in the
Collateral and ratifies and confirms whatever Agent and/or Lender may do pursuant to the
terms hereof and of the Loan Agreement and with respect to the Collateral and agrees that
neither Agent nor Lender shall be liable for any error in judgment or mistakes of fact or
law, except for gross negligence or willful misconduct. 



        The
Undersigned, any other party liable with respect to the Liabilities and any and all
endorsers and accommodation parties, and each one of them, if more than one, waive any and
all presentment, demand, notice of dishonor, protest, and all other notices and demands in
connection with the enforcement of Agent’s and Lender’s rights hereunder. 



        The
loans evidenced hereby have been made and this Note has been delivered at Philadelphia,
Pennsylvania. THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE INTERNAL LAWS OF THE
COMMONWEALTH OF PENNSYLVANIA AS TO INTERPRETATION, ENFORCEMENT, VALIDITY, CONSTRUCTION,
EFFECT, AND IN ALL OTHER RESPECTS, INCLUDING WITHOUT LIMITATION, THE LEGALITY OF THE
INTEREST RATES AND OTHER CHARGES, and shall be binding upon the Undersigned (and each one
of them, if more than one) and the Undersigned’s legal representatives, successors
and assigns (and each one of them, if more than one). If this Note contains any blanks
when executed by the Undersigned (or any one of them, if more than one), the Agent or
Lender is hereby authorized, without notice to the Undersigned (or any one of them, if
more than one) to complete any such blanks according to the terms upon which the loan or
loans were granted. Wherever possible, each provision of this Note shall be interpreted in
such manner as to be effective and valid under applicable law, but if any provision of
this Note shall be prohibited by or be invalid under such law, such provision shall be
severable, and be ineffective to the extent of such prohibition or invalidity, without
invalidating the remaining provisions of this Note. If more than one party shall execute
this Note, the term “Undersigned” as used herein shall mean all parties
signing this Note, and each one of them, and all such parties, their respective legal
representatives, successors and assigns, shall be jointly and severally obligated
hereunder. 



        To
induce the Lender to make the loan evidenced by this Note, the Undersigned (and each one
of them, if more than one) (i) irrevocably agrees that, subject to Agent’s and/or
Lender’s sole and absolute election, all actions arising directly or indirectly as a
result or in consequence of this Note or any other agreement with the Agent, or the
Collateral, shall be instituted and litigated only in courts having situs in the City of
Philadelphia, Pennsylvania; (ii) hereby consents to the exclusive jurisdiction and venue
of any State or Federal Court located and having its situs in said city; and (iii) waives
any objection based on forum non-conveniens. IN ADDITION, LENDER, AGENT AND THE
UNDERSIGNED (OR ANY ONE OF THEM, IF MORE THAN ONE) HEREBY WAIVE TRIAL BY JURY IN ANY
ACTION OR PROCEEDING WHICH PERTAINS DIRECTLY OR INDIRECTLY TO THIS NOTE, THE LIABILITIES,
THE COLLATERAL, ANY ALLEGED TORTIOUS CONDUCT BY THE UNDERSIGNED (OR ANY ONE OF THEM, IF
MORE THAN ONE) OR LENDER OR AGENT OR WHICH IN ANY WAY, DIRECTLY OR INDIRECTLY, ARISES OUT
OF OR RELATES TO THE RELATIONSHIP BETWEEN THE UNDERSIGNED ON THE ONE HAND (OR ANY ONE OF
THEM IF MORE THAN ONE), AND LENDER OR AGENT ON THE OTHER. In addition, the Undersigned
agrees that all service of process shall be made as provided in the Loan Agreement. 




2












        As
used herein, all provisions shall include the masculine, feminine, neuter, singular and
plural thereof, wherever the context and facts require such construction and in particular
the word “Undersigned” shall be so construed. 



        IN
WITNESS WHEREOF, the Undersigned has executed this Note on the date above set forth. 


	 	 	 
	 	MEDICAL TECHNOLOGY SYSTEMS, INC.	 
	 	 	
	 	By:	
	 
	 	Name/Title:	
	 
	 	Address:	
	 
	 	 	
	 
	 	 	
	 
	 	 	
	 	 	
	 	MTS PACKAGING SYSTEMS, INC.	 
	 	 	
	 	By:	
	 
	 	Name/Title:	
	 
	 	Address: