Exhibit 10.3

                        AGREEMENT FOR WHOLESALE FINANCING

                              (SECURITY AGREEMENT)

                                (ILOC COLLATERAL)

This AGREEMENT FOR WHOLESALE  FINANCING (as amended,  supplemented  or otherwise
modified from time to time,  this  "Agreement")  is hereby made this 12th day of
June, 2002, by and between IBM CREDIT CORPORATION, a Delaware corporation with a
place of business at 1500 RiverEdge Parkway, Atlanta, Ga ("IBM Credit"), and PWR
SYSTEMS,  INC. duly  organized  under the laws of the State of Delaware with its
principal place of business at 3512 Veterans Memorial Highway, Bohemia, NY 11716
("Customer").

         In the course of Customer's  business,  Customer  acquires products and
wants IBM Credit to  finance  Customer's  purchase  of such  products  under the
following terms and conditions:

         1. IBM Credit may in its sole  discretion  from time to time decide the
amount of credit  IBM  Credit  extends to  Customer,  notwithstanding  any prior
course of conduct between IBM Credit and Customer. IBM Credit may combine all of
its advances to make one debt owed by Customer.

         2. IBM Credit may in its sole discretion decide the amount of funds, if
any,  IBM Credit  will  advance on any  products  Customer  may seek to acquire.
Customer agrees that any decision to finance products will not be binding on IBM
Credit until such time as the funds are actually advanced by IBM Credit.

         3. In the course of Customer's operations, Customer intends to purchase
from persons approved in writing by IBM Credit for the purpose of this Agreement
(the   "Authorized   Suppliers")   computer   hardware  and  software   products
manufactured  or  distributed  by or bearing any trademark or trade name of such
Authorized Suppliers (the "Approved Inventory"). When IBM Credit advances funds,
IBM Credit may send Customer a Statement of Transaction or other  statement.  If
IBM Credit does,  Customer  will have  acknowledged  the  indebtedness  to be an
account  stated  and  Customer  will have  agreed to the terms set forth on such
statement  unless  Customer  notifies  IBM Credit in writing of any  question or
objection within seven (7) days after such statement is mailed to Customer.

         4.  To  secure  payment  of  all  of  Customer's   current  and  future
indebtedness to IBM Credit whether under this Agreement,  any guaranty or surety
agreement that Customer  executes,  or any other agreement  between Customer and
IBM Credit,  whether  direct or contingent,  Customer  hereby agrees to cause an
institution  acceptable  to IBM  Credit  to  issue  in  IBM  Credit's  favor  an
Irrevocable  Letter of Credit in a form  acceptable  to IBM Credit  ("Letter  of
Credit")  in the amount of ONE  HUNDRED  FIFTY  THOUSAND  Dollars  ($150,000.00)
bearing an  effective  date as of the date of this  Agreement  and  expiring  no
earlier than twelve (12) months from the date  hereof.  At least sixty (60) days
prior to the  expiration  of the  Letter of Credit or any  subsequent  Letter of
Credit,  Customer  will  renew and  extend  such  Letter of Credit for a term of
twelve (12) months or longer,  or will have a new Letter of Credit issued to IBM
Credit for a term of twelve  (12)  months or longer  and in an amount,  form and
from an institution acceptable to IBM Credit.

         5. Customer represents that its business is conducted as a CORPORATION.
Customer  agrees to notify IBM  Credit  immediately  of any change in  identity,
name, form of ownership or management,  and of any additions or  discontinuances
of other business locations.

         6.  Customer  will execute any and all documents IBM Credit may request
to confirm or perfect  IBM  Credit's  title or interest in the Letter of Credit.
Customer  will pay all taxes,  license fees,  assessments  and charges when due.
Customer warrants and represents that it is not in default in the payment of any
principal,  interest or other charges relating to any  indebtedness  owed to any
third party for any reason whatsoever, and no event has occurred under the terms
or provisions of any agreement,  document,  promissory note or other instrument,
which  with or  without  the  passage  of  time  and/or  the  giving  of  notice
constitutes or would constitute an event of default  thereunder.  Each financial
statement that Customer  submits to IBM Credit,  is and will be correct and will
accurately   represent   Customer's   financial   condition.   Customer  further
acknowledges IBM Credit's  reliance on the truthfulness and


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accuracy of each and every  financial  statement  that  Customer  submits to IBM
Credit in its extension of various financial accommodations to Customer.

         7. Customer agrees to immediately pay IBM Credit the full amount of the
principal  balance  owed IBM Credit,  at or before the time  payment is required
under the terms of Customer's  financing program with IBM Credit.  Regardless of
the terms of any  scheduled  payment  program  with IBM  Credit,  if IBM  Credit
determines  that the current  outstanding  indebtedness  owed by Customer to IBM
Credit  exceeds  the value of the Letter of Credit in IBM  Credit's  possession,
Customer  agrees  to  immediately  pay to IBM  Credit  an  amount  equal  to the
difference  between  such  outstanding  indebtedness  and the  Letter of Credit.
Customer  will  make  all  payments  to IBM  Credit  according  to the  remit to
instructions in the billing statement. Any checks or other instruments delivered
to IBM Credit to be applied  against  Customer's  outstanding  obligations  will
constitute  conditional  payment until the funds represented by such instruments
are  actually  received by IBM Credit.  IBM Credit may apply  payments to reduce
finance   charges  first  and  then   principal,   irrespective   of  Customer's
instructions.  Further,  IBM Credit may apply  principal  payments to the oldest
(earliest) invoice for the Approved Inventory financed by IBM Credit, or to such
Approved Inventory which is sold, lost, stolen, destroyed, damaged, or otherwise
disposed of. If Customer signs any instrument for any  outstanding  obligations,
it will be evidence of Customer's obligation to pay and will not be payment. Any
discount, rebate, bonus, or credit for Approved Inventory granted to Customer by
any Authorized  Supplier will not, in any way, reduce the  obligations  Customer
owes IBM Credit, until IBM Credit has received payment in good funds,  provided,
however,  that in the event any such discount,  rebate, bonus, or credit must be
returned  or  disgorged  or are  otherwise  unavailable  for  application,  then
Customer's  indebtedness will be reinstated as if such discount,  rebate, bonus,
or credit had never been applied.

         8. Customer will pay IBM Credit finance  charges on the total amount of
credit  extended to Customer in the amount  agreed to between  Customer  and IBM
Credit from time to time.  The period of any financing will begin on the invoice
date for the Approved  Inventory  whether or not IBM Credit advances  payment on
such  date.  This  period  will be  included  in the  calculation  of the annual
percentage rate of the finance  charges.  Customer also agrees to pay IBM Credit
additional  charges  which will  include:  late payment fees at a per annum rate
equal to the Prime Rate plus 6.5%;  flat  charges;  charges  for  receiving  NSF
checks  from  Customer;  renewal  charges;  and any other  charges  agreed to by
Customer  and IBM Credit  from time to time.  For  purposes  of this  Agreement,
"Prime  Rate" will mean the average of the rates of interest  announced by banks
which IBM Credit  uses in its normal  course of business  of  determining  prime
rate. Unless Customer hereafter otherwise agrees in writing, the finance charges
and  additional  charges  agreed upon will be IBM  Credit's  applicable  finance
charges and  additional  charges for the class of  Approved  Inventory  involved
prevailing from time to time at IBM Credit's principal place of business, but in
no event greater than the highest rate from time to time permitted by applicable
law. If it is determined  that amounts  received from Customer were in excess of
such highest rate, then the amount  representing  such excess will be considered
reductions to the  outstanding  principal of IBM Credit's  advances to Customer.
IBM Credit will send Customer, at monthly or other intervals, a statement of all
charges  due  on  Customer's  account  with  IBM  Credit.   Customer  will  have
acknowledged  the charges due, as indicated on the  statement,  to be an account
stated,  unless Customer  objects in writing to IBM Credit within seven (7) days
after such  statement is mailed to Customer.  This  statement may be adjusted by
IBM Credit at any time to  conform to  applicable  law and this  Agreement.  IBM
Credit shall calculate any free financing period utilizing a methodology that is
consistent with the methodologies  used for similarly  situated customers of IBM
Credit.  The Customer  understands  that IBM Credit may not offer, may change or
may cease to offer a free  financing  period  for the  Customer's  purchases  of
Approved  Inventory.  If any Authorized  Supplier fails to provide  payment of a
finance charge for Customer, as agreed, Customer will be responsible for and pay
to IBM Credit all finance charges billed to Customer's account.

         9. Any one or more of the following  events shall  constitute a default
by Customer under this Agreement: Customer breaches any of the terms, warranties
or  representations  contained  in this  Agreement  or in any  other  agreements
between  Customer  and IBM Credit or between  Customer  and any of IBM  Credit's
affiliates;  any  guarantor or surety of Customer's  indebtedness  to IBM Credit
under  this  Agreement  or any  other  agreements  breaches  any  of the  terms,
warranties or representations  contained


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in any  guaranty,  surety  agreement  or in any  other  agreements  between  any
guarantor or surety and IBM Credit or between any guarantor or surety and any of
IBM Credit's affiliates;  any representation,  statement,  report or certificate
made or  delivered  by Customer or any of  Customer's  owners,  representatives,
employees  or agents or any  guarantor  or surety to IBM  Credit is not true and
correct; Customer fails to pay any of the indebtedness owed to IBM Credit or any
of IBM  Credit's  affiliates  when due and  payable  or  declared  to be due and
payable under this Agreement or under any other agreements  between Customer and
IBM Credit or between  Customer and any of IBM Credit's  affiliates;  IBM Credit
determines  that it is  insecure  with  respect  to the  payment  of any part of
Customer's  indebtedness owed to IBM Credit; Customer or any guarantor or surety
becomes in default in the payment of any  indebtedness  owed to any third party,
or any event occurs under the terms or  provisions of any  agreement,  document,
promissory note or other instrument,  for any reason  whatsoever,  which with or
without  the passage of time  and/or the giving of notice  constitutes  or would
constitute an event of default thereunder; a judgment issues on any money demand
against  Customer or any  guarantor  or surety  which is not paid in full within
sixty (60) days; a writ of capias, attachment, sale or seizure is issued against
Customer or any of Customer's  assets;  any of  Customer's  assets are seized or
taken in execution;  the death of the undersigned if the business is operated as
a sole  proprietorship or partnership,  or the death of any guarantor or surety;
Customer  ceases or suspends its  business;  Customer or any guarantor or surety
makes a general  assignment for the benefit of Customer's or any  guarantor's or
surety's  creditors;  Customer or any  guarantor  or surety  become  bankrupt or
insolvent or  voluntarily or  involuntarily  become subject to the provisions of
the Federal  Bankruptcy  Code,  state insolvency laws or any act or code for the
benefit of  creditors;  any receiver is appointed  for any of  Customer's or any
guarantor's or surety's  properties,  assets,  businesses or  undertakings;  any
guaranty or surety agreement pertaining to Customer's indebtedness to IBM Credit
is  terminated  for  any  reason  whatsoever;   Customer  loses  any  franchise,
permission,  license or right to sell or deal in any Approved  Inventory;  if at
least  sixty  (60) days prior to the  expiration  of the Letter of Credit or any
subsequent Letter of Credit, such Letter of Credit is not extended for a term of
twelve (12) months or longer,  or a new Letter of Credit in an amount,  form and
from an  institution  acceptable  to IBM  Credit  and for a term of twelve  (12)
months or longer is not  provided to IBM Credit;  Customer or any  guarantor  or
surety  misrepresents  its  respective  financial  condition  or  organizational
structure. Following an event of a default:

         (a) IBM  Credit  may,  at any time at IBM  Credit's  election,  without
notice or demand to Customer do any one or more of the following: declare all or
any  part of the  obligations  Customer  owes  IBM  Credit  immediately  due and
payable,  together  with all  court  costs and all  costs  and  expenses  of IBM
Credit's  repossession and collection activity,  including,  but not limited to,
all  attorney's  fees;  exercise  any or all  rights  of a secured  party  under
applicable  law;  exercise any and all of IBM  Credit's  rights to draw upon the
Letter of Credit;  and/or cease making any further  financial  accommodations or
extending any additional  credit to Customer;  and/or exercise any or all rights
available  at law or in equity.  All of IBM  Credit's  rights and  remedies  are
cumulative.

         (b)  Customer  waives  and  releases:  any and all claims and causes of
action which Customer may now or ever have against IBM Credit  arising  directly
or indirectly  out of this  Agreement or Customer's  financing  program with IBM
Credit.

If  Customer  brings any action or asserts any claim  against  IBM Credit  which
arises  out of  this  Agreement,  any  other  agreement  or any of the  business
dealings  between IBM Credit and Customer,  in which  Customer does not prevail,
Customer agrees to pay IBM Credit all costs and expenses of IBM Credit's defense
of such action or claim  including,  but not limited to, all attorney's fees. If
IBM Credit fails to exercise any of IBM Credit's  rights or remedies  under this
Agreement,  such  failure  will in no way or manner  waive  any of IBM  Credit's
rights or remedies as to any past, current or future default.

         10.  Customer  agrees that IBM Credit  does not  warrant  the  Approved
Inventory.  Customer will pay IBM Credit in full even if the Approved  Inventory
is defective or fails to conform to any warranties  extended by any third party.
Customer's  obligations  to IBM  Credit  will  not be  affected  by any  dispute
Customer may have with any third  party.  Customer  will not assert  against IBM
Credit any claim or defense Customer may have against any third party.


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         11.  Customer will indemnify and hold IBM Credit  harmless  against any
claims or defenses asserted by any buyer of the Approved Inventory by reason of:
the  condition of any Approved  Inventory;  any  representations  made about the
Approved Inventory; or for any and all other reasons whatsoever.

         12.  Customer  further  authorizes  IBM  Credit to provide to any third
party any credit,  financial or other  information about Customer that is in IBM
Credit's possession.

         13. Each party may electronically transmit to or receive from the other
party certain documents  specified in the E-Business  Schedule A attached hereto
("E-Documents")  via the Internet or electronic data  interchange  ("EDI").  Any
transmission  of data which is not an  E-Document  shall have no force or effect
between the parties.  EDI transmissions  may be transmitted  directly or through
any third  party  service  provider  ("Provider")  with which  either  party may
contract.  Each party will be liable for the acts or  omissions  of its Provider
while handling  E-Documents for such party,  provided,  that if both parties use
the  same  Provider,  the  originating  party  will be  liable  for the  acts or
omissions of such Provider as to such  E-Document.  Some  information to be made
available to Customer will be specific to Customer and will require  Customer to
register  with IBM  Credit  before  access is  provided.  After IBM  Credit  has
approved the registration  submitted by Customer,  IBM Credit will provide an ID
and password(s) to an individual designated by Customer ("Customer  Recipient").
Customer accepts responsibility for the designated individual's  distribution of
the ID and password(s) within its organization and Customer will take reasonable
measures to ensure that  passwords  are not shared or disclosed to  unauthorized
individuals.  Customer will conduct an annual review of all IDs and passwords to
ensure that they are accurate and properly authorized.  IBM CREDIT MAY CHANGE OR
DISCONTINUE USE OF AN ID OR PASSWORD AT ITS DISCRETION AT ANY TIME.  E-Documents
will not be deemed to have been properly  received,  and no E-Document will give
rise to any obligation,  until accessible to the receiving party at such party's
receipt  computer at the address  specified  herein.  Upon proper  receipt of an
E-Document,   the   receiving   party  will   promptly   transmit  a  functional
acknowledgment in return. A functional acknowledgment will constitute conclusive
evidence  that an  E-Document  has been properly  received.  If any  transmitted
E-Document is received in an unintelligible or garbled form, the receiving party
will  promptly  notify the  originating  party in a  reasonable  manner.  In the
absence of such a notice,  the  originating  party's  records of the contents of
such E-Document will control.

Each party will use those security procedures which are reasonably sufficient to
ensure that all  transmissions  of E-Documents are authorized and to protect its
business records and data from improper access. Any E-Document received pursuant
to this  paragraph  13 will  have  the same  effect  as if the  contents  of the
E-Document  had been sent in paper rather than  electronic  form. The conduct of
the parties pursuant to this paragraph 13 will, for all legal purposes, evidence
a course of dealing and a course of  performance  accepted by the  parties.  The
parties agree not to contest the validity or enforceability of E-Documents under
the provisions of any applicable law relating to whether certain  agreements are
to be in writing or signed by the party to be bound thereby.  The parties agree,
as to  any  E-Document  accompanied  by  Customer's  ID,  that  IBM  Credit  can
reasonably  rely on the fact that such  E-Document  is  properly  authorized  by
Customer.  E-Documents,  if  introduced  as evidence  on paper in any  judicial,
arbitration,  mediation or  administrative  proceedings,  will be  admissible as
between the parties to the same  extent and under the same  conditions  as other
business records  originated and maintained in documentary  form.  Neither party
will  contest  the  admissibility  of copies of  E-Documents  under  either  the
business records  exception to the hearsay rule or the best evidence rule on the
basis that the  E-Documents  were not  originated or  maintained in  documentary
form.

Neither party will be liable to the other for any special, incidental, exemplary
or consequential  damages arising from or as a result of any delay,  omission or
error in the electronic  transmission  or receipt of any E-Document  pursuant to
this  paragraph 13, even if either party has been advised of the  possibility of
such damages.  In the event Customer  requests IBM Credit to effect a withdrawal
or debit of funds from an account of Customer,  then in no event will IBM Credit
be liable for any amount in excess of any amount incorrectly debited,  except in
the event of IBM Credit's gross negligence or willful misconduct.  No party will
be liable for any failure to perform its obligations  pursuant to this paragraph
14 in connection with any E-Document, where such failure results from any act of
God or other cause beyond such party's


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reasonable control (including, without limitation, any mechanical, electronic or
communications failure) which prevents such party from transmitting or receiving
E-Documents.

CUSTOMER RECIPIENT FOR INTERNET TRANSMISSIONS:

(PLEASE PRINT)

NAME OF  CUSTOMER'S  DESIGNATED  CENTRAL  CONTACT  AUTHORIZED TO RECEIVE IDS AND
PASSWORDS:

David Salav

E-MAIL ADDRESS: dsalav@vizacom.com

PHONE NUMBER: 631 - 981 - 5500

         14. Time is of the essence in this  Agreement.  This  Agreement will be
effective  from the date of its  acceptance  at IBM  Credit's  office.  Customer
acknowledges receipt of a true copy and waives notice of IBM Credit's acceptance
of it. If IBM Credit advances funds under this  Agreement,  IBM Credit will have
accepted it. This  Agreement will remain in force until one of the parties gives
notice  to  the  other  that  it is  terminated.  If  Customer  terminates  this
Agreement,  IBM Credit may declare all or any part of the indebtedness  Customer
owes IBM Credit due and payable  immediately.  If this  Agreement is terminated,
Customer will not be relieved from any  obligations to IBM Credit arising out of
IBM  Credit's  advances  or  commitments  made  before  the  effective  date  of
termination.  IBM Credit's rights under this Agreement and IBM Credit's interest
and title in present and future Letters of Credit will remain valid, binding and
enforceable  until all  Customer's  indebtedness  to IBM Credit is paid in full.
This Agreement  shall be binding upon and inure to the benefit of IBM Credit and
the Customer and their  respective  successors and assigns;  provided,  that the
Customer shall have no right to assign this Agreement  without the prior written
consent of IBM Credit.  This  Agreement  will  protect and bind IBM Credit's and
Customer's respective heirs, representatives,  successors and assigns. It can be
varied  only by a document  signed by IBM  Credit's  and  Customer's  authorized
representatives.  If any  provision  of this  Agreement  or its  application  is
invalid or  unenforceable,  the remainder of this Agreement will not be impaired
or affected and will remain binding and enforceable.  This Agreement is executed
with the  authority  of  Customer's  Board of  Directors,  and with  shareholder
approval, if required by the law, if Customer is a corporation or if Customer is
a limited  liability  company,  with the  authority of authorized  members.  All
notices IBM Credit  sends to Customer  will be  sufficiently  given if mailed or
delivered to Customer at Customer's address first written above.

         15.  The laws of the  State of New York  will  govern  this  Agreement.
Customer agrees that venue for any lawsuit will be in the State or Federal Court
within the county, parish, or district where IBM Credit's office, which provides
the financial  accommodations,  is located.  Customer hereby waives any right to
change the venue of any action.

         16. If Customer has previously  executed any security  agreements  with
IBM Credit,  Customer  agrees that this  Agreement is intended only to amend and
supplement such written  agreements,  and will not be deemed to be a novation or
termination of such written agreements. In the event the terms of this Agreement
conflict with the terms of any prior security agreement that Customer previously
executed  with  IBM  Credit,  the  terms  of  this  Agreement  will  control  in
determining the agreement between Customer and IBM Credit.

         17.  CUSTOMER  WAIVES ANY STATUTORY RIGHT TO NOTICE OR HEARING PRIOR TO
IBM CREDIT'S DRAW UPON THE LETTER OF CREDIT. CUSTOMER FURTHER WAIVES ANY AND ALL
RIGHTS OF SETOFF CUSTOMER MAY HAVE AGAINST IBM CREDIT.  CUSTOMER AGREES THAT ANY
PROCEEDING IN WHICH CUSTOMER,  OR IBM CREDIT OR ANY OF IBM CREDIT'S  AFFILIATES,
OR CUSTOMER'S OR IBM CREDIT'S ASSIGNS ARE PARTIES,  AS TO ALL MATTERS AND THINGS
ARISING DIRECTLY OR INDIRECTLY OUT OF THIS AGREEMENT, OR THE RELATIONS AMONG THE
PARTIES  LISTED  IN  THIS  PARAGRAPH  WILL BE  TRIED  IN A  COURT  OF  COMPETENT
JURISDICTION  BY A JUDGE  WITHOUT A JURY.  EACH PARTY TO THIS  AGREEMENT  HEREBY
WAIVES ANY RIGHT TO A JURY TRIAL IN ANY SUCH PROCEEDING.


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ATTEST:

/s/ Alan Schoenbart                                     PWR Systems, Inc.
-------------------                                     Customer
Secretary
                                                        By: /s/ David Salav
Print Name: Alan  Schoenbart                                ---------------

                                                        Print Name:  David Salav

                     (CORPORATE SEAL)                   Title: President


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                       E-BUSINESS SCHEDULE A ("SCHEDULE A)

CUSTOMER NAME: _____________________________________________

EFFECTIVE DATE OF THIS SCHEDULE A:  __________________________

E-DOCUMENTS AVAILABLE TO SUPPLIERS:

Invoices

Payment Report/Remittance Advisor

E-DOCUMENTS AVAILABLE TO CUSTOMER:

Invoices

Remittance Advisor

Transaction Approval

Billing Statement

Payment Planner

Auto Cash

Statements of Transaction

Common Dispute Form



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