Exhibit 4.7

                                 PROMISSORY NOTE

$750,000.00                  Arlington, Texas                     August 3, 2001

         FOR VALUE RECEIVED, the undersigned, EMERGISOFT HOLDING, INC., a Nevada
corporation ("Maker"), promises to pay to the order of Woodcrest Capital, LLC, a
Texas limited  liability  company (herein  together with all subsequent  holders
hereof called  "Holder")  the principal sum of SEVEN HUNDRED FIFTY  THOUSAND AND
NO/100 DOLLARS ($750,000.00), or such lesser amount as may be advanced in lawful
money of the United States of America,  with interest  thereon  calculated  from
date until maturity at the rate per annum hereinafter  provided,  both principal
and interest payable at 3113 South University Drive, 6th Floor,  Suite 600, Fort
Worth, Texas 76109.

         Interest on the principal  balance  hereof from time to time  remaining
unpaid  prior to maturity  shall accrue at a rate per annum equal to ten percent
(10%),  calculated  on the basis of actual days elapsed over a year  composed of
360 days, or the maximum rate allowed by law.

         The  principal  and  accrued  interest  of this Note is  payable in one
installment on April 30, 2002.

         All past due principal  and interest  shall bear interest from maturity
at the rate of eighteen percent (18%) per annum, calculated, notwithstanding any
other provision hereof,  on a 365 or 366 day year, as applicable,  commencing on
the date on which demand for payment shall be made in writing.

         Until maturity,  Maker shall have the right to borrow,  at any time and
from time to time without premium or penalty, amounts up to but not exceeding at
any one time  outstanding  the above stated  principal  amount of this Note. The
advances  hereunder  made by Holder to Maker and all  payments of the  principal
thereof and  interest  thereon may be noted by Holder on the  schedule  attached
hereto,  or on a  continuation  of such  schedule  attached  hereto  or  similar
computer-generated  payment  schedule;  provided,  however,  that the failure of
Holder to make any such notation or any error in making such notation  shall not
limit or otherwise affect the obligations of Maker hereunder.

         Each maker,  surety,  endorser,  guarantor  and/or  other party  liable
hereon,  and all parties  assuming any payment hereof,  severally  waives grace,
presentment,  protest,  notice of every  type,  including,  without  limitation,
notice of default,  notice of intention to accelerate,  notice of  acceleration,
and notice of protest, and consents that time of payment may be extended without
notice. Each maker, surety, endorser, guarantor and/or other party liable hereon
agrees that their liability on this Note shall be joint and several with that of
any other  party  obligated  hereon,  shall not be  affected  by any  renewal or
extension of this Note, by any  indulgences,  or by any release or change in any
security for this Note, and hereby consents to any and all renewals, extensions,
indulgences,  releases or changes,  regardless of the number.  It is agreed that
the waiving by Holder of any default of Maker shall be limited to the particular
incident,  and shall not be  deemed  to waive any other  default  of the same or
other covenants  hereunder.  It is hereby  specially agreed that if this Note is
placed in the hands of an attorney  for  collection,  or if

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collected  by  suit or  through  bankruptcy  proceedings,  Maker  agrees  to pay
reasonable  attorney's  fees in addition to the  principal and interest then due
hereon, and together with all costs of collection.

         Regardless of any provision  contained in this Note,  the Holder hereof
shall never be entitled to receive,  collect or apply, as interest on this Note,
any  amount in excess of the  maximum  interest  permitted  by law on  corporate
obligations  (the "Maximum  Rate").  In determining  whether or not the interest
paid or payable under any specific  contingency  exceeds the Maximum Rate, Maker
and the Holder hereof shall, to the maximum extent  permitted  under  applicable
laws, (i) characterize any non-principal  payment as an expense,  fee or premium
rather than as interest,  (ii)  exclude  voluntary  prepayments  and the effects
thereof,  and (iii) amortize,  prorate,  allocate and spread,  in  proportionate
parts,  the total  amount of  interest  paid or  payable  throughout  the entire
contemplated  term of this  obligation  so that the  effective  interest rate is
uniform  throughout  the entire  term of this Note.  If the Holder  hereof  ever
receives,  collects or applies as  interest  any amount in excess of the Maximum
Rate,  then any such amount which would be excessive  interest shall be deemed a
partial  prepayment  of  principal,  and treated  hereunder as such;  and if the
principal  balance of the  indebtedness  evidenced hereby has been paid in full,
then the  Holder  hereof  shall  refund  to Maker the  amount of such  excessive
interest.

         If any of the terms of this Note  conflict in any respect with those of
any other document or instrument  referred to herein or executed,  in connection
herewith, the terms of this Note shall control.

         Any legal action or proceeding  against Maker with respect to this Note
may be  brought  in the  courts  of the State of Texas or the  United  States of
America in Texas.  By the  execution  and  delivery of this Note,  Maker  hereby
submits to each such  jurisdiction.  Nothing herein  contained  shall affect the
jurisdiction of any other court.

         EXECUTED as of the 3rd day of August, 2001.

                    EMERGISOFT HOLDING, INC.,
                    a Nevada corporation

                    By:      /s/Dan Witte
                    -------------------------------------
                    Name:    Dan Witte
                             Chief Operating Officer/ Chief
                             Financial Officer