TERM NOTE

$1,500,000                                                         June 13, 1997

     FOR VALUE  RECEIVED,  the  undersigned,  CAREADVANTAGE,  INC.,  a  Delaware
corporation  (the  "Borrower"),  hereby  unconditionally  promises  to pay on or
before June 30,  2000 (the "Term Loan  Maturity  Date"),  to the order of SUMMIT
BANK,  a banking  institution  of the State of New Jersey (the  "Bank"),  at the
office of the Bank located at 210 Main Street,  Hackensack, New Jersey 07601, or
at such other  location  as the Bank  shall  designate,  in lawful  money of the
United  States of America and in  immediately  available  funds,  the  principal
amount of the  lesser of (i)  $1,500,000  or (ii) so much  thereof as shall have
been advanced (the "Term  Advances") by the Bank to the Borrower  under the Term
Loan described in Section 2.1 of that certain Credit  Agreement by and among the
Borrower, Blue Cross and Blue Shield of New Jersey, Inc., as guarantor,  and the
Bank dated as of the date hereof (the "Credit Agreement").  Terms defined in the
Credit Agreement shall have the same meaning when used herein.  All of the terms
and provisions of the Credit Agreement are  incorporated  herein by reference as
if set forth at length herein.

     The Borrower further agrees to pay interest in like money at such office on
the unpaid  principal  amount  hereof from time to time in  accordance  with the
terms and provisions of the Credit Agreement. The unpaid principal amount hereof
shall bear  interest  commencing  with the date hereof at the rates set forth in
the Credit Agreement.

     Interest  shall be payable in arrears and shall be  calculated on the basis
of a 360-day  year  (having 12 months of 30 days each) for the actual  number of
days elapsed.

     The  principal  and  interest  of this Note shall be payable in  accordance
with, and on the dates specified in, the Credit Agreement.

     All Term Advances made by the Bank to the Borrower hereunder shall be noted
by the Bank on any schedule or other computer  record which may now or hereafter
be annexed  hereto,  and the Bank is  authorized  to make such  notations and to
annex such  schedule or computer  record which shall be prima facie  evidence of
the principal amount outstanding hereunder at any time; provided,  however, that
any failure to make such a notation (or any error in  notation)  shall not limit
or otherwise affect the obligation of the Borrower  hereunder which is and shall
remain absolute and unconditional.

     In the event that any payment  shall not be received by the Bank within ten
(10) days of the due date, the Borrower shall,  


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to the  extent  permitted  by law,  pay to the  Bank a late  charge  (the  "Late
Charge")  equal to five percent  (5%) of the overdue  payment to cover the extra
expense involved in handling delinquent payments, but in no event shall any Late
Charge  be less  than  $25 or more  than  $2,500.  The term  "payment"  shall be
construed to include  principal,  interest,  fees and any other amount due under
the terms of this Note or any of the other  Loan  Documents.  Acceptance  by the
Bank of payment of a Late Charge  shall in no way be construed to be an election
of remedies or waiver by the Bank of any of its rights at law or under the terms
of any of the Loan  Documents.  Any such Late Charge assessed is immediately due
and payable.

     This Note is secured by the Collateral  described and defined in the Pledge
Agreement.

     The Bank may  declare  this Note to be  immediately  due and payable if any
Event of Default under the Credit  Agreement or any of the other Loan  Documents
shall have occurred and be continuing.

     If any Event of Default  shall have  occurred and be  continuing,  the Bank
may, in addition  to such other and further  rights and  remedies as provided by
law or under any of the Loan  Documents,  (i)  collect  interest  on any overdue
amount  from the date when due until paid at a rate per annum  equal to the Base
Rate plus three (3%)  percent,  (ii)  setoff  such  amount  against  any deposit
account  maintained in the Bank by the Borrower,  and such right of setoff shall
be deemed to have been  exercised  immediately  upon such stated or  accelerated
maturity  even  though such  setoff is not noted on the Bank's  records  until a
later time and (iii) hold as  security  any  property  heretofore  or  hereafter
delivered  into custody,  control or possession of the Bank or any entity acting
as agent for the Bank by any person liable for the payment of this Note.

     This Note may not be changed  orally,  but only by an agreement in writing,
signed by the party against whom enforcement of any waiver, change, modification
or discharge is sought.

     Should  the  indebtedness  represented  by this Note or any part  hereof be
collected  at law or in equity,  or in  bankruptcy,  receivership,  or any other
court  proceeding,  or should this Note be placed in the hands of attorneys  for
collection  upon  default,  the  Borrower  agrees  to pay,  in  addition  to the
principal  and  interest  due  and  payable  hereon,  all  reasonable  costs  of
collecting or attempting to collect this Note, including  reasonable  attorneys'
fees and expenses.

     This Note shall be and remains in full force and in no way  impaired  until
the actual payment in full thereof to the Bank, its successors or assigns.

     Anything  herein to the contrary  notwithstanding,  the  


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obligations  of the Borrower  under this Note shall be subject to the limitation
that  payments of interest  shall not be required to the extent that  receipt of
any such payment by the Bank would be contrary to provisions  of law  applicable
to the Bank  limiting  the  maximum  rate of  interest  which may be  charged or
collected by the Bank.

     The Borrower and all  endorsers  and  guarantors of this Note hereby waiver
presentment, demand for payment, protest and notice of dishonor of this Note.

     This Note is binding upon the Borrower and its  successors  and assigns and
shall inure to the benefit of the Bank and its successors and assigns.

     This Note and the rights and  obligations  of the parties  hereto  shall be
subject to and governed by the laws of the State of New Jersey.

     IN  WITNESS  WHEREOF,  the  undersigned  has  caused  this  Note to be duly
executed by its authorized officers, as of the day and year above written.

ATTEST                                     CAREADVANTAGE, INC.

By:____________________________        By:______________________________
   Name:                                  Name:
   Title:                                 Title:


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