Exhibit 10.17
                                                                   -------------


                 FIRST AMENDMENT TO TERM NOTE AND LOAN AGREEMENT
                 -----------------------------------------------
                                   (TERM LOAN)


Paragon Technologies, Inc. (formerly, "SI Handling Systems, Inc.")
600 Kuebler Road
Easton, Pennsylvania 18040

Ermanco Incorporated
6870 Grand Haven Road
Spring Lake, Michigan 49456
(Individually and collectively, "Borrower")

First Union National Bank
702 Hamilton Street
Allentown, Pennsylvania 18101
(Hereinafter referred to as "Bank")

         THIS  FIRST   AMENDMENT  TO  TERM  NOTE  AND  LOAN  AGREEMENT   ("First
Amendment")  is entered into as of March 30,  2000,  by and between the Bank and
Borrower.

         BACKGROUND

         A.    Bank is the holder of a Promissory Note executed and delivered by
Borrower,  dated  September  30,  1999,  in the  original  principal  amount  of
$14,000,000.00  (the  "Note");  and  certain  other loan  documents,  including,
without  limitation,  a Loan  Agreement  dated  September  30,  1999 (the  "Loan
Agreement").

         B.    The term "Loan Documents", as used in this Agreement, is defined
in the Note.  All  capitalized  terms used but not defined herein shall have the
meanings assigned in the Loan Documents.

         C.    Borrower has requested Bank to waive the following Defaults
(collectively, the "Existing Defaults") under the Loan Documents:

               (i)     Borrower failed to maintain the requisite Funds Flow
Coverage Ratio for the period ending December 31, 1999;

               (ii)    Borrower's aggregate outstanding Obligations exceeded the
amount  permitted under the Borrowing Base  determined  pursuant to the terms of
the Loan  Agreement for the  $6,000,000.00  Line of Credit with the Bank for the
period ending December 31, 1999; and

               (iii)   Borrower  defaulted  under  the  terms of that  certain
Subordination   Agreement   dated   September   30,  1999  (the   "Subordination
Agreement"), executed by Borrower, Bank and the Creditors identified therein, in
that  Borrower  made  payments  of  interest  on the  Subordinated  Debt for the
quarterly  periods  ending  December 31, 1999 and March 31, 2000, at a time when
Borrower was in default under the Loan Documents.

         D.    Bank is willing to waive the Existing Defaults in consideration
of Borrower's execution and delivery of this Agreement together with the receipt
by Bank of the Waiver Fee (as defined herein).


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         AGREEMENT

         NOW,  THEREFORE,  in  consideration  of Bank's  continued  extension of
credit,  the payment of the Waiver Fee and the agreements  contained herein, the
parties agree as follows:

         1.  Incorporation  of Background.  The background  provisions set forth
             ----------------------------
above (including,  without limitation,  any defined terms set forth therein) are
hereby  incorporated  by  reference  into this First  Amendment  and made a part
hereof as though set forth in their entirety herein.

         2.       Funds Flow Coverage Ratio.  The Funds Flow Coverage Ratio of
                  -------------------------
the Loan  Agreement  is hereby  amended  from and after the date hereof and
shall read in its entirety as follows:

                  Funds Flow Coverage  Ratio.  Borrower  shall  maintain a Funds
                  --------------------------
                  Flow  Coverage  Ratio of not  less  than  1.25 to 1.00,  to be
                  measured  quarterly on a rolling four  quarters  basis at each
                  quarter's end.  "Funds Flow Coverage Ratio" shall mean the sum
                  of earnings  (excluding SI Baker and Egemin) before  interest,
                  taxes,  depreciation and  amortization,  divided by the sum of
                  all current  maturities  of long term debt and  capital  lease
                  obligations plus interest expense. For purposes of calculating
                  the Funds Flow Coverage  Ratio,  the amounts  indicated  below
                  will be added on a  non-cumulative  basis to the  earnings for
                  the periods indicated:

                           Period Ending                      Add Back Amount
                           -------------                      ---------------
                           March 31, 2000                      $1,800,000.00
                           June 30, 2000                       $2,400,000.00
                           September 30, 2000                  $1,900,000.00

         3.       Total Liabilities to Net Worth Ratio.  The Total Liabilities
                  ------------------------------------
to Net Worth Ratio of the Loan  Agreement  is hereby  amended from and after the
date hereof and shall read in its entirety as follows:

                  Total  Liabilities to Net Worth Ratio.  Borrower  shall,  from
                  -------------------------------------
                  closing until fiscal  year-end  December 31, 2000,  maintain a
                  ratio of Total  Liabilities to Net Worth of not more than 1.80
                  to 1.00,  and  thereafter,  Borrower shall maintain a ratio of
                  Total  Liabilities to Net Worth of not more than 1.75 to 1.00,
                  to be measured  quarterly at each  quarter's  end. "Net Worth"
                  shall mean total assets  (including the investment in SI Baker
                  and Egemin) minus Total Liabilities. "Total Liabilities" shall
                  mean  all  liabilities  of  Borrower,   excluding  debt  fully
                  subordinated  to Bank on terms and  conditions  acceptable  to
                  Bank,  and including  capitalized  leases and all reserves for
                  deferred  taxes  and  other  deferred  sums  appearing  on the
                  liabilities  side  of a  balance  sheet,  in  accordance  with
                  generally   accepted   accounting   principles  applied  on  a
                  consistent basis.

         4.       Current Ratio.  The Current Ratio of the Loan Agreement is
   -------------
hereby modified and amended from and after the date hereof and shall read in its
entirety as follows:

                  Current Ratio.  Borrower shall maintain a Current Ratio of not
                  -------------
                  less than 1.20 to 1.00,  measured  quarterly at each quarter's
                  end. "Current Ratio" shall mean the ratio of Current Assets to
                  Current  Liabilities.  "Current  Assets" shall mean all assets
                  which are so classified in accordance with generally  accepted
                  accounting  principles.  "Current  Liabilities" shall mean all
                  liabilities


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                  which are so classified in accordance with generally accepted
                  accounting principles.

         5.       Interest Rate.  The Note is hereby modified and amended from
                  -------------
and after the date hereof to provide  that  commencing  on March 30,  2000,  the
unpaid  principal  balance shall bear interest at a rate equal to 3-months LIBOR
plus 3.00%.

         6.       Subordinated Debt.  Commencing on April 1, 2000,  Borrower
                  -----------------
shall not make any  payments  of  Subordinated  Debt until  Borrower  is in full
compliance  with all  Financial  Covenants as  originally  set forth in the Loan
Agreement prior to the addition of the amounts to be added to the calculation of
the  Funds  Flow  Coverage   Ratio  as  set  forth  in  this  First   Amendment.
Simultaneously  with  the  execution  of this  First  Amendment  or  immediately
thereafter,  Borrower  and Bank shall  execute  and  deliver to the  Creditors a
letter  notifying  the  Creditors  that no further  payments will be made on the
Subordinated Debt except as provided herein.

         7.       Waiver Fee.  Simultaneously with the execution of this First
                  ----------
Amendment by Borrower,  Borrower shall deliver to Bank a modification/waiver fee
(the "Waiver Fee") in the amount of $5,000.00.

         8.  Waiver of  Existing  Defaults.  Bank  hereby  waives  the  Existing
             -----------------------------
Defaults.  This  waiver is limited  to the  Existing  Defaults  and shall not be
construed as a waiver of any subsequent  Default under the referenced  Financial
Covenants or  Subordination  Agreement,  or of any  existing or future  Defaults
under any other provisions of any Loan Documents.

         9.       Acknowledgment of Balance.  Borrower acknowledges that the
                  -------------------------
most  recent  Commercial  Loan  Invoice  sent to  Borrower  with  respect to the
Obligations under the Note is correct.

         10.      Acknowledgments and Representations.  Borrower acknowledges
                  -----------------------------------
and  represents  that the Note,  Loan  Agreement  and other Loan  Documents,  as
amended hereby, are in full force and effect without any defense,  counterclaim,
right or claim of set-off; that, after giving effect to this First Amendment, no
Default  or event  that with the  passage  of time or  giving  of  notice  would
constitute a Default under the Loan Documents has occurred,  all representations
and  warranties  contained in the Loan Documents are true and correct as of this
date,  all  necessary  action to authorize  the  execution  and delivery of this
Agreement  has been taken;  and this First  Amendment  is a  modification  of an
existing  obligation  and is not a  novation.  Effective  the date  hereof,  all
references in the Loan  Documents to the Note or the Loan  Agreement  shall mean
the Note and the Loan Agreement as amended by this First Amendment.

         11.     Collateral. Borrower acknowledges and confirms that there have
                 ----------
been no  changes  in the  ownership  of any  collateral  pledged  to secure  the
Obligations  (the  "Collateral")  since the Collateral  was originally  pledged;
Borrower  acknowledges  and  confirms  that the Bank has  existing,  valid first
priority security interests and liens in the Collateral;  and that such security
interests and liens shall secure Borrower's  Obligations to Bank,  including any
modification   of  the  Note  or  Loan   Agreement,   if  any,  and  all  future
modifications, extensions, renewals and/or replacements of the Loan Documents.

         12.   Miscellaneous.   This  First  Amendment  shall  be  construed  in
               -------------
accordance  with and governed by the laws of the applicable  state as originally
provided in the Loan Documents,  without  reference to that state's conflicts of
law principles. This First Amendment and the other Loan Documents constitute the
sole  agreement of the parties with  respect to the subject  matter  thereof and
supersede all oral  negotiations  and prior writings with respect to the subject
matter thereof.  No amendment of this First Amendment,  and no waiver of any one
or more of the provisions  hereof shall be effective unless set forth in writing
and signed by the parties


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hereto.  The illegality,  unenforceability  or inconsistency of any provision of
this  First  Amendment  shall  not in any way  affect or  impair  the  legality,
enforceability  or  consistency  of  the  remaining  provisions  of  this  First
Amendment or the other Loan  Documents.  This First Amendment and the other Loan
Documents  are  intended  to  be  consistent.  However,  in  the  event  of  any
inconsistencies  among this First Amendment and any of the Loan  Documents,  the
terms of this First  Amendment,  and then the Note,  shall  control.  This First
Amendment  may be executed in any number of  counterparts  and by the  different
parties  on  separate  counterparts.  Each such  counterpart  shall be deemed an
original,  but all such counterparts shall together  constitute one and the same
agreement.


         IN WITNESS  WHEREOF,  the undersigned have signed and sealed this First
Amendment the day and year first above written.

         PLACE OF EXECUTION AND DELIVERY.  Borrower  hereby  certifies that this
First  Amendment and the Loan  Documents  were executed in the  Commonwealth  of
Pennsylvania and delivered to Bank in the Commonwealth of Pennsylvania.


                                Paragon Technologies, Inc.
                                  (formerly, "SI Handling Systems, Inc.")
                                Taxpayer Identification Number: 22-1643428

CORPORATE                       By:  /s/ William R. Johnson, President & CEO
                                ------------------------------------------------
SEAL                            William R. Johnson, President & CEO


                           By:  /s/ William F. Moffitt, Vice President - Finance
                                ------------------------------------------------
                                William F. Moffitt, Vice President - Finance



                                First Union National Bank

                                 By:  /s/ William M. Hogan, Vice President
                                      ------------------------------------------
                                      William M. Hogan, Vice President