Security Agreement                                                         WELLS
                                                                           FARGO


Date

03/28/2002
Debtor
Secured Party

Patient Infosystems, Inc.                            Wells Fargo Bank Iowa, N.A.


Street Address                                       Street Address

46 Prince Street                                     666 Walnut
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City, State, Zip Code
Zip Code

Rochester, NY  14607                                 Des Moines, IA  50309
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1.   Security Interest and Collateral.  To secure the payment and performance of
     each and every debt, liability and obligation of every type and description
     which Debtor may now or at any time  hereafter owe to Secured Party whether
     such debt,  liability or obligation  now exists or is hereafter  created or
     incurred,  whether it is currently  contemplated  by the Debtor and Secured
     Party,   whether  any  documents  evidencing  it  refer  to  this  Security
     Agreement,   whether  it  arises  with  or  without  any  documents   (e.g.
     obligations to Secured Party created by checking  overdrafts),  and whether
     it is or may be  direct or  indirect,  due or to become  due,  absolute  or
     contingent,  primary or secondary,  liquidated or  unliquidated,  or joint,
     several or joint and several; (all such debts,  liabilities and obligations
     being herein  collectively  referred to as  "Obligations"),  Debtor  hereby
     grants  Secured  Party a security  interest  (herein  called the  "Security
     Interest")  in the  following  property  (herein  called the  "Collateral")
     (check applicable boxes and complete information):

     (a)  INVENTORY

          X    All inventory of Debtor,  whether now owned or hereafter acquired
               and wherever located;

     (b)  EQUIPMENT, FARM PRODUCTS AND CONSUMER GOODS:

          X    All equipment of Debtor, whether now owned or hereafter acquired,
               including  but not limited to all  present and future  machinery,
               vehicles,  furniture,  appliances,  fixtures,  manufacturing  and
               processing   equipment,   farm  machinery  and  equipment,   shop
               equipment, office and record-keeping equipment, computer hardware
               and software,  parts and tools, goods and types of goods of every
               kind and description,

          The following equipment or types of equipment:

          All farm products of Debtor,  whether now owned or hereafter acquired,
          including  but not limited to (i) all poultry and  livestock and their
          young,  products  thereof and produce  thereof,  all holding marks and
          brands and  branding  irons of Debtor  that at any time cover any such
          livestock,  and, if the  livestock  includes  sheep,  all wool pulled,
          clipped  or  shorn  therefrom,  (ii)  all  crops,  whether  annual  or
          perennial,  and the products  thereof (THIS SECURITY  AGREEMENT COVERS
          CROPS NOW GROWING. THIS SECURITY AGREEMENT ALSO COVERS FUTURE CROPS TO
          BE GROWN IN THE CURRENT YEAR OR ANY HEREAFTER),  (iii) all feed, seed,
          fertilizer, medicines and other supplies used or produced by Debtor in
          farming operations, and (iv) all rights to crop insurance payments and
          storage  payments  and all  rights to  payments  of any type under any
          government  agricultural diversion,  assistance,  support or incentive
          program,  Farm  Services  Agency  program  and  any  other  government
          agricultural  program.  The  real  estate  concerned  with  the  above
          described crops growing or to be grown is:

          and the name of the record owner(s) is:


     The following consumer goods or types of consumer goods:

     (C)  ACCOUNTS AND OTHER RIGHTS TO PAYMENT:

          X    All accounts and each and every right of Debtor to the payment of
               money,  whether  such  right to payment  now exists or  hereafter
               arises,  whether such  accounts or other rights to payment  arise
               out of a sale,  lease  or  other  disposition  of  goods or other
               property by Debtor, out of a rendering of services by Debtor, out
               of a loan by  Debtor,  out of the  overpayment  of taxes or other
               liabilities of Debtor,  or otherwise arises under any contract or
               agreement,  whether  such right to  payment is or is not  already
               earned by performance, and howsoever such right to payment may be
               evidenced,   together   with  all  other  rights  and   interests
               (including all liens and security  interests) which Debtor may at
               any time have by law or agreement  against any account  debtor or
               other  obligor  obligated to make any such payment or against any
               of the  property of such  account  debtor or other  obligor;  all
               including  but  not  limited  to  all  present  and  future  debt
               instruments,   chattel  papers,   contract   rights,   loans  and
               obligations receivable, tax refunds, unearned insurance premiums,
               rebates, and negotiable documents.

     (d)  GENERAL INTANGIBLES:

          X    All general intangibles of Debtor, whether now owned or hereafter
               acquired, including, but not limited to, certificates of deposit,
               applications for patents, patents, copyrights,  trademarks, trade
               secrets,  good will,  trade names,  customer  lists,  permits and
               franchises, and the right to use Debtor's name, together with all
               other  intangible  property rights such as the right to redeem or
               accept  payment  under an annuity  contract  or a  non-negotiable
               certificate of deposit issued by a bank.

     (e)  OTHER:

          Regardless  of which  boxes are checked  above,  this  Agreement  also
          covers all  substitutions  and replacements for and products of any of
          the foregoing property not constituting consumer goods and proceeds of
          any and all of the foregoing property  including,  but not limited to,
          insurance  proceeds and any rights of  subrogation  resulting from the
          damage  or  destruction  thereof,  and,  in the  case of all  tangible
          Collateral,  together with all accessions  and,  except in the case of
          consumer goods, together with (i) all accessories, attachments, parts,
          equipment and repairs now or hereafter  attached or affixed to or used
          in connection  with any such goods,  and (ii) all warehouse  receipts,
          bills of lading and other documents of title now or hereafter covering
          such goods.

2.   Representations, Warranties and Agreements. Debtor represents, warrants and
     agrees that:

     (a)  Debtor is a(n) Corporation ;

     (b)  The  collateral  will be used  primarily  for __  personal,  family or
          household purposes; __ agricultural purposes; X business purposes;

     (c)  __ If any  part  or all of the  tangible  Collateral  will  become  so
          related to  particular  real  estate as to become a fixture,  the real
          estate concerned is:                      ;
                                --------------------
          and the name of the record owner is:                     ;
                                               --------------------
     (d)  Debtor's chief executive office is located at:                    ;
                                                        --------------------

          or, if left blank,  at the address of Debtor shown at the beginning of
          this Agreement. If Debtor is an individual,  the Debtor's residence is
          at the address of Debtor shown at the beginning of this Agreement.

3.   Additional Representations,  Warranties and Agreements.  Debtor represents,
     warrants and agrees that:

     (a)  Debtor  has (or  will  have at the  time  Debtor  acquires  rights  in
          Collateral   hereafter   arising)  absolute  title  to  each  item  of
          Collateral  free  and  clear  of all  security  interests,  liens  and
          encumbrances,  except  the  Security  Interest,  and will  defend  the
          Collateral  against  all claims or demands of all  persons  other than
          Secured  Party.  Debtor  will not  sell or  otherwise  dispose  of the
          Collateral or any interest  therein  without the prior written consent
          of Secured  Party,  except that,  until the  occurrence of an Event of
          Default and the  revocation by Secured  Party of Debtor's  right to do
          so, Debtor may sell any inventory constituting Collateral to buyers in
          the ordinary  course of business and use and comsume any farm products
          constituting  Collateral in Debtor's farming  operation.  If Debtor is
          not an individual, this Agreement has been duly and validly authorized
          by all necessary action of the Debtor's governing body.

     (b)  Debtor will not perrmit any tangible  Collateral  to be located in any
          state (and,  if county  filing is required,  in any county) in which a
          financing  statement  covering such  Collateral is required to be, but
          has not in fact been, filed in order to perfect the Security Interest.

     (c)  Each  account  and right to  payment  and each  instrument,  document,
          chattel  paper  and  other   agreement   constituting   or  evidencing
          Collateral  is (or will be when arising or issued) the valid,  genuine
          and legally enforceable obligation,  subject to no defense, set-off or
          counterclaim  (other  than  those  arising in the  ordinary  course of
          business) of the account  debtor of other  obligor named therein or in
          Debtor's  records  pertaining  thereto as being  obligated to pay such
          obligation.  Debtor will neither agree to any material modification or
          amendment nor agree to any cancellation of any such obligation without
          Secured  Party's prior written  consent,  and will not subordinate any
          such  right to payment to claims of other  creditors  of such  account
          debtor or other obligor.

     (d)  Debtor will (i) keep all tangible  Collateral in good repair,  working
          order and condition, normal depreciation excepted, and will, from time
          to time,  replace any worn,  broken or defective  parts thereof;  (ii)
          promptly  pay all  taxes  and  other  governmental  charges  levied or
          assessed  upon or  against  any  Collateral  or upon  or  against  the
          creation,  perfection or continuance of the Security  Interest;  (iii)
          keep all Collateral  free and clear of all security  interests,  liens
          and encumbrances except the Security Interest;  (iv) at all reasonable
          times,  permit  Secured  Party or its  representatives  to  examine or
          inspect any Collateral,  wherever located, and to examine, inspect and
          copy Debtor's  books and records  pertaining to the Collateral and its
          business and financial  condition and to discuss with account  debtors
          and other  obligors  requests  for  verifications  of amounts  owed to
          Debtor;  (v) keep  accurate and  complete  records  pertaining  to the
          Collateral and pertaining to Debtor's business and financial condition
          and  submit to Secured  Party such  periodic  reports  concerning  the
          Collateral  and Debtor's  business and financial  condition as Secured
          Party may from time to time reasonably  request;  (vi) promptly notify
          Secured Party of any loss of or material  damage to any  Collateral or
          of any adverse change,  known to Debtor, in the prospect of payment of
          any sums due on or under any  instrument,  chattel  paper,  or account
          constituting  Collateral;  (vii)  if  Secured  Party  at any  time  so
          requests  (whether the request is made before or after the  occurrence
          of an Event  of  Default),  promptly  deliver  to  Secured  Party  any
          instrument,  document or chattel paper constituting  Collateral,  duly
          endorsed or assigned by Debtor;  (viii) at all times keep all tangible
          Collateral insured against risks of fire (including so-called extended
          coverage), theft, collision (in case of Collateral consisting of motor
          vehicles)  and such other risks and in such  amounts as Secured  Party
          may reasonably request, with any loss payable to Secured Party (to the
          extent of its interest and with the commitment of the issuer to notify
          Secured Party before cancellation (DEBTOR HAS THE OPTION OF FURNISHING
          THE REQUIRED  INSURANCE EITHER THROUGH EXISTING  POLICIES OF INSURANCE
          OWNED  OR  CONTROLLED  BY  DEBTOR  OR  OF  PROCURING  AND   FURNISHING
          EQUIVALENT   INSURANCE   COVERAGES   THROUGH  ANY  INSURANCE   COMPANY
          AUTHORIZED TO TRANSACT  BUSINESS IN THE STATE NAMED AS PART OF SECURED
          PARTY'S  ADDRESS  ABOVE.  IF  DEBTOR  FAILS TO  FURNISH  THE  REQUIRED
          INSURANCE OR MAINTAIN THE REQUIRED  INSURANCE IN FORCE,  SECURED PARTY
          MAY (BUT NEED NOT) PROCURE THE REQUIRED INSURANCE AT DEBTOR'S EXPENSE,
          AND  THE  COST  OF  THE  REQUIRED  INSURANCE  WILL  BE  ADDED  TO  THE
          OBLIGATIONS.  IF SECURED PARTY IS LOCATED IN TEXAS AND SHOULD  PROCURE
          SUCH  REQUIRED  INSURANCE  AT A PREMIUM OR RATE OF CHARGE NOT FIXED OR
          APPROVED BY THE STATE BOARD OF  INSURANCE,  SECURED PARTY SHALL NOTIFY
          THE DEBTOR AND THE DEBTOR SHALL HAVE THE OPTION FOR A PERIOD OF 5 DAYS
          FROM THE DATE OF THIS AGREEMENT OF FURNISHING  THE REQUIRED  INSURANCE
          COVERAGE THROUGH ANY INSURANCE COMPANY AUTHORIZED TO TRANSACT BUSINESS
          IN THE STATE OF TEXAS);  (ix) from time to time execute such financing
          statements and effective  financing  statements,  and furnish lists of
          potential  buyers of farm  products  as Secured  Party may  reasonably
          require  in  order  to  perfect  the  Security  Interest  and,  if any
          Collateral consists of a motor vehicle,  execute such documents as may
          be  required  to  have  the  Security  Interest  properly  noted  on a
          certificate of title;  (x) pay when due or reimburse  Secured Party on
          demand for all costs of collection of any of the  Obligations  and all
          other  out-of-pocket  expenses  (including in each case all reasonable
          attorneys'  fees)  incurred by Secured  Party in  connection  with the
          creation, perfection, satisfaction, protection, defense or enforcement
          of the Security  Interest or the  creation,  continuance,  protection,
          defense  or  enforcement  of  this  Agreement  or  any  or  all of the
          Obligations,   including   expenses  incurred  in  any  litigation  or
          bankruptcy,  receivership  or  insolvency  proceedings;  (xi) execute,
          deliver or endorse any and all  instruments,  documents,  assignments,
          security  agreements  and other  agreements and writings which Secured
          Party may at any time reasonably request in order to secure,  protect,
          perfect or enforce the Security  Interest and Secured  Party's  rights
          under this  Agreement;  (xii) not use the  Collateral for hire, use or
          keep any Collateral, or permit it to be used or kept, for any unlawful
          purpose or in violation of any federal,  state or local law,  statute,
          ordinance,  or insurance  policy;  (xiii) permit  Secured Party at any
          time and from time to time to send requests (both before and after the
          occurrence  of an  Event  of  Default)  to  account  debtors  or other
          obligors for verification of amounts owed to Debtor;  (xiv) not permit
          any tangible Collateral to become part of or to be affixed to any real
          property  without first  assuring to the  reasonable  satisfaction  of
          Secured  Party that the Security  Interest will be prior and senior to
          any interest or lien then held or thereafter acquired by any mortgagee
          of such  real  property  or the  owner or  purchaser  of any  interest
          therein; (xv) upon Secured Party's request, obtain a waiver or consent
          from the  owner  and any  mortgagee  of any real  property  where  the
          Collateral  may be located that  provides  that the Security  Interest
          will at all times be senior to any such interest or lien; and (xvi) if
          any Collateral consists of farm products, if applicable,  sell, cosign
          or  transfer  the  Collateral  only to those  persons  whose names and
          addresses have been furnished to Secured Party as potential  buyers of
          farm  products.  If Debtor at any time fails to perform or observe any
          agreement  contained  in  this  Section,  and if  such  failure  shall
          continue for a period of ten calendar  days after  Secured Party gives
          Debtor  written  notice  thereof  (or,  in the case of the  agreements
          contained in clauses (viii) and (ix) of this Section, immediately upon
          the  occurrence  of such  failure,  without  notice or lapse of time),
          Secured Party may (but need not) perform or observe such  agreement on
          behalf  and in the name,  place and stead of Debtor  (or,  at  Secured
          Party's  option,  in Secured  Party's own name) and may (but need not)
          take any and all other actions which Secured Party may reasonably deem
          necessary  to  cure  or  correct  such  failure  (including,   without
          limitation,  the  payment  of  taxes,  the  satisfaction  of  security
          interests,  liens,  or  encumbrances,  the  performance of obligations
          under  contracts or agreements with account debtors or other obligors,
          the  procurement  and  maintenance  of  insurance,  the  execution  of
          financing  statements,   the  endorsement  of  instruments,   and  the
          procurement of repairs,  transportation or insurance);  and, except to
          the extent that the effect of such payment would be to render any loan
          or  forbearance  of money  usurious  or  otherwise  illegal  under any
          applicable law. Debtor shall thereupon pay Secured Party on demand the
          amount of all moneys  expended and all costs and  expenses  (including
          reasonable  attorneys'  fees)  incurred by Secured Party in connection
          with or as a result of Secured  Party's  performing or observing  such
          agreements or taking such actions, together with interest thereon from
          the date  expended or incurred by Security  Party at the highest  rate
          then  applicable  to  any  of  the  Obligations.   To  facilitate  the
          performance  or  observance  by Secured  Party of such  agreements  of
          Debtor,  Debtor hereby  irrevocably  appoints  (which  appointment  is
          coupled with an  interest)  Secured  Party,  or its  delegate,  as the
          attorney-in-fact of Debtor with the right (but not the duty) from time
          to time to create, prepare,  complete,  execute,  deliver,  endorse or
          file,  in the name and on behalf of Debtor,  any and all  instruments,
          documents, financing statements,  applications for insurance and other
          agreements and writings required to be obtained,  executed,  delivered
          or endorsed  by Debtor  under this  Section  and the Section  entitled
          "Lock Box,  Collateral  Account."  Unless not  permitted by applicable
          law,  Debtor hereby  irrevocably  authorizes  Secured Party to create,
          prepare,  complete,  execute  and  file,  in the name and on behalf of
          Debtor,  such  financing  statements as may be required to perfect the
          Security Interest.

4.   Lock Box,  Collateral  Account.  If Secured  Party so  requests at any time
     (whether  before or after the  occurrence  of an Event of Default),  Debtor
     will  direct  each of its account  debtors to make  payments  due under the
     relevant  account or chattel  paper  directly  to a special  lock box to be
     under the control of Secured  Party.  Debtor hereby  authorizes and directs
     Secured  Party  to  deposit  into  a  special   collateral  account  to  be
     established and maintained  with Secured Party all checks,  drafts and cash
     payments,  received  in said  lock box.  All  deposits  in said  collateral
     account shall  constitute  proceeds of Collateral  and shall not constitute
     payment of the Obligations.  At its option, Secured Party may, at any time,
     apply finally collected funds on deposit in said collateral  account to the
     payment of the  Obligations  in such order of  application as Secured Party
     may determine,  or permit debtor to withdraw all or any part of the balance
     on  deposit  in said  collateral  account.  If a  collateral  account is so
     established,  Debtor  agrees that Debtor will  promptly  deliver to Secured
     Party, for deposit into said collateral  account,  all payments on accounts
     and chattel paper received by Debtor.  All such payments shall be delivered
     to Secured Party in the form received except for Debtor's endorsement where
     necessary.  Until so deposited,  all payments on accounts and chattel paper
     received by Debtor shall be held in trust by Debtor for and as the property
     of Secured Party and shall not be commingled  with any funds or property of
     Debtor.

5.   Collection Rights of Secured Party.  Notwithstanding Secured Party's rights
     under the Section entitled "Lock Box,  Collateral  Account" with respect to
     any and all debt instruments, chattel papers, accounts, and other rights to
     payment constituting Collateral (including proceeds), Secured Party may, at
     any time (both  before  and after the  occurrence  of an Event of  Default)
     notify any account debtor,  or any other person obligated to pay any amount
     due, that such chattel paper,  account,  or other right to payment has been
     assigned or  transferred  to Secured  Party for  security and shall be paid
     directly to Secure Party. If Secured Party so requests at any time,  Debtor
     will so notify such account  debtors and other obligors in writing and will
     indicate on all invoices to such account debtors or other obligors that the
     amount due is payable  directly to Secured Party. At any time after Secured
     Party or Debtor  gives such notice to an account  debtor or other  obligor,
     Secured  Party may (but need  not),  in its own name or in  Debtor's  name,
     demand,  sue for,  collect or  receive  any money or  property  at any time
     payable or receivable on account of, or securing,  any such chattel  paper,
     account,  or other right to payment,  or grant any  extension  to, make any
     compromise or settlement with or otherwise agree to waive, modify, amend or
     change  the  obligations  (including  collateral  obligations)  of any such
     account debtor or other obligor.

6.   Assignment  of  Insurance.  Debtor  hereby  assigns  to Secured  Party,  as
     additional security for the payment of the Obligations,  any and all moneys
     (including but not limited to proceeds of insurance and refunds of unearned
     premiums) due or to become due under,  and all other rights of Debtor under
     or with  respect  to,  any and  all  policies  of  insurance  covering  the
     Collateral,  and Debtor hereby directs the issuer of any such policy to pay
     any such  moneys  directly  to  Secured  Party.  Both  before and after the
     occurrence of an Event of Default, Secured Party may (but need not), in its
     own name or in Debtor's name, execute and deliver proofs of claim,  receive
     all such moneys, endorse checks and other instruments  representing payment
     of such  moneys,  and  adjust,  litigate,  compromise  or release any claim
     against the issuer of any such policy.

7.   Events of Default.  Each of the following  occurrences  shall constitute an
     event of default under this  Agreement  (herein called "Event of Default"):
     (i) any amount payable under the Obligations is not paid when due,  whether
     through  lapse  of  time  or  acceleration,  after  giving  effect  to  any
     applicable grace period  therein;(ii)  Debtor is otherwise in default under
     the terms of the Obligations; (iii) Grantor fails to observe or perform any
     of the covenants,  agreements or conditions contained in this Agreement; or
     (iv)  Any  representation  or  warranty  in  this  Agreement  is  false  or
     materially misleading.

8.   Remedies upon Event of Default.  Upon the occurrence of an Event of Default
     under the Section  entitled "Events of Default" and at any time thereafter,
     Secured  Party may  exercise  any one or more of the  following  rights and
     remedies:  (i) declare all unmatured  Obligations to be immediately due and
     payable,  and the same shall  thereupon  be  immediately  due and  payable,
     without  presentment  or other notice or demand;  (ii) exercise and enforce
     any or all rights and remedies  available  upon default to a secured  party
     under the Uniform  Commercial Code,  including but not limited to the right
     to take possession of any Collateral,  proceeding  without judicial process
     or by judicial  process  (without a prior hearing or notice thereof,  which
     Debtor hereby expressly waives),  and the right to sell, lease or otherwise
     dispose  of any or all of  the  Collateral,  and in  connection  therewith,
     Secured  Party may  require  Debtor  to make the  Collateral  available  to
     Secured  Party  at a place  to be  designated  by  Secured  Party  which is
     reasonably  convenient  to both  parties,  and if  notice  to Debtor of any
     intended disposition of Collateral or any other intended action is required
     by law in a particular  instance,  such notice shall be deemed commercially
     reasonable  if  given  in the  manner  specified  in the  Section  entitled
     "Miscellaneous"  at least ten  calendar  days prior to the date of intended
     disposition  or other  action;  (iii)  exercise or enforce any or all other
     rights or remedies  available to Secured Party by law or agreement  against
     the  Collateral,  against  Debtor or against any other  person or property.
     Secured Party is hereby granted a nonexclusive,  worldwide and royalty-free
     license  to  use  or  otherwise  exploit  all  trademarks,  trade  secrets,
     franchises,  copyrights  and  patents of Debtor  that  Secured  Party deems
     necessary or appropriate to the disposition of any Collateral.

9.   Other Personal Property.  Unless at the time Secured Party takes possession
     of any  tangible  Collateral,  or within 7 days  thereafter,  Debtor  gives
     written  notice to Secured  Party of the  existence of any goods,  paper or
     other  property of Debtor,  not affixed to or  constituting  a part of such
     Collateral,  but which are located or found upon or within such Collateral,
     describing such property,  Secured Party shall not be responsible or liable
     to Debtor for any action taken or omitted by or on behalf of Secured  Party
     with respect to such property  without actual knowledge of the existence of
     any such property or without actual  knowledge that it was located or to be
     found upon or within such Collateral.

10   Miscellaneous.  This Agreement does not contemplate a sale of accounts,  or
     chattel paper.  Debtor agrees that each  provision  whose box is checked is
     part of this Agreement.  This Agreement can be waived,  modified,  amended,
     terminated or discharged,  and the Security Interest can be released,  only
     explicitly in a writing signed by Secured Party. A waiver signed by Secured
     Party shall be effective only in the specific instance and for the specific
     purpose given. Mere delay or failure to act shall not preclude the exercise
     or enforcement of any of Secured Party's rights or remedies. All rights and
     remedies  of  Secured  Party  shall  be  cumulative  and  may be  exercised
     singularly or concurrently,  at Secured Party's option, and the exercise or
     enforcement of any one such right or remedy shall neither be a condition to
     nor bar the exercise or enforcement  of any other.  All notices to be given
     to Debtor  shall be deemed  sufficiently  given if  delivered  or mailed by
     registered  or  certified  mail,  postage  prepaid,  to Debtor at  Debtor's
     address  set forth  above or at the most  recent  address  shown on Secured
     Party's records. Secured Party's duty of care with respect to Collateral in
     its  possession  (as imposed by law) shall be deemed  fulfilled  if Secured
     Party exercises  reasonable care in physically  safekeeping such Collateral
     or, in the case of  Collateral  in the custody or possession of a bailee or
     other third  person,  exercises  reasonable  care in the  selection  of the
     bailee  or other  third  person,  and  Secured  Party  need  not  otherwise
     preserve,  protect, insure or care for any Collateral.  Secured Party shall
     not be  obligated  to preserve  any rights  Debtor may have  against  prior
     parties, to realize on the Collateral at all or in any particular manner or
     order, or to apply any cash proceeds of Collateral in any particular  order
     of  application.  This  Agreement  shall be  binding  upon and inure to the
     benefit  of  Debtor  and  Secured   Party  and  their   respective   heirs,
     representatives,  successors  and assigns and shall take effect when signed
     by Debtor and  delivered  to Secured  Party,  and Debtor  waives  notice of
     Secured Party's acceptance hereof. Secured Party may execute this Agreement
     if appropriate for the purpose of filing,  but the failure of Secured Party
     to  execute  this  Agreement  shall not affect or impair  the  validity  or
     effectiveness  of this Agreement.  A photographic or other  reproduction of
     this  Agreement or of any  financing  statement  signed by the Debtor shall
     have the same  force and  effects as the  original  for all  purposes  of a
     financing  statement.  Except to the extent otherwise required by law, this
     Agreement shall be governed by the internal laws of the state named as part
     of Secured  Party's  address above. If any provision or application of this
     Agreement is held unlawful or unenforceable in any respect, such illegality
     or unenforceability shall not affect other provisions or applications which
     can be given  effect,  and this  Agreement  shall  be  construed  as if the
     unlawful or unenforceable provision or application had never been contained
     herein or prescribed hereby. All representations  and warranties  contained
     in this Agreement shall survive the execution,  delivery and performance of
     this  Agreement  and the creation and payment of the  Obligations.  If this
     Agreement  is signed by more than one person as Debtor,  the term  "Debtor"
     shall refer to each of them  separately and to both or all of them jointly;
     all such  persons  shall be  bound  both  severally  and  jointly  with the
     other(s);  and the  Obligations  shall include all debts,  liabilities  and
     obligations  owed to  Secured  Party  by any  Debtor  solely  or by both or
     several or all Debtors  jointly or jointly and severally,  and all property
     described in the Section entitled  "Security Interest and Collateral" shall
     be included as part of the  Collateral,  whether it is owned  jointly or by
     both or all  Debtors  or is owned  in whole or in part by one (or  more) of
     them.

THIS WRITTEN  AGREEMENT  REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES WITH
RESPECT TO THE  COLLATERAL  AND MAY NOT BE  CONTRADICTED  BY  EVIDENCE OF PRIOR,
CONTEMPORANEOUS,  OR SUBSEQUENT  ORAL  AGREEMENTS  OF THE PARTIES.  THERE ARE NO
UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES WITH RESPECT TO THE COLLATERAL.




Signatures
Debtor's Name

Patient Infosystems, Inc.


Signature                                  Signature
X        /s/ Kent A. Tapper                X

Name and Title (if applicable)             Name and Title (if applicable)
Vice President of Financial Planning

Signature                                  Signature
X                                          X

Name and Title (if applicable)             Name and Title (if applicable)


Bank's Name
Wells Fargo Bank Iowa, N.A.

Signature
/s/ Randy Stromley

Title
Randy Stromley, Vice President