<PAGE>

                                                                    EXHIBIT 10.3


                                PROMISSORY NOTE
                                ---------------


$1,500,000.00                                            Raleigh, North Carolina
                                                               February 13, 2001


     FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, the
undersigned, Tangram Enterprise Solutions Inc., a Pennsylvania corporation
("Maker"), hereby agrees to pay to Axial Technology Holding AG, a Swiss
registered company, or order ("Payee"), the principal sum of One Million Five
Hundred Thousand Dollars ($1,500,000.00), without interest thereon.  Unless
stated otherwise in this Note, all sums owing hereunder must be paid in lawful
money of the United States of America. This Note is given in connection with
that certain Asset Purchase Agreement dated February 13, 2001, as amended by the
First Addendum to the Asset Purchase Agreement dated as of February 13, 2001 by
and among Maker, Payee and Wyzdom Solutions Inc., a California corporation.

     Maker shall pay Payee the aggregate amount of $1,500,000.00, without
offset, payable in three installments as follows: (1) $300,000.00 on February
13, 2002; (2) $500,000.00 on February 13, 2003; and (3) $700,000.00 on February
13, 2004.  In the event that any installment is not paid within ten (10) days
after the date such installment is due, Maker agrees to pay the installment
amount together with a late charge equal to the interest thereon from the due
date of such installment until paid in full at the rate of twelve percent (12%)
per annum, compounded monthly; provided that interest hereunder shall not exceed
the maximum rate allowed by law.  Privilege is reserved of Maker paying this
Note in full or in part at any time prior to any installment date without
penalty.

     If Maker shall (a) fail to pay when due any sums payable hereunder; or (b)
file a petition for bankruptcy, make a general assignment for the benefit of
creditors, or apply for the appointment of a receiver, trustee, or custodian,
then Payee may, in its sole discretion, declare all sums owing under this Note
immediately due and payable; provided, however, that if any document related to
this Note provides for automatic acceleration of payment of sums owing
hereunder, all sums owing hereunder shall be automatically due and payable in
accordance with the terms of that document.

     With respect to the first installment due on February 13, 2002 only, Maker
may elect to provide, in lieu of a cash payment of the installment amount due, a
number of shares of Maker's common stock equivalent in aggregate value to the
amount of such installment, the value of each such share to be deemed equal to
eighty percent (80%) of the average NASDAQ closing price during the twenty (20)
trading days immediately prior to the due date of the first installment.

     If any attorney is engaged by Payee to enforce or construe any provision of
this Note as a consequence of any default, with or without the filing of any
legal action or proceeding, then Maker shall immediately pay on demand all
attorneys' fees and other costs incurred by Payee,
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together with interest thereon from the date of such demand until paid in full
at the rate of twelve percent (12%) per annum, compounded monthly; provided that
interest hereunder shall not exceed the maximum rate allowed by law.

     All statements of account rendered by Payee to the Maker shall be presumed
to be accurate and correct and shall constitute an account stated between Payee
and Maker, unless within ten (10) business days after the verified receipt date
of any such statement of account to Maker's address appearing on Payee's
records, Maker furnishes Payee with a written objection to such statement
specifying the error or errors contained in such statement.

     No previous waiver and no failure or delay by Payee in acting with respect
to the terms of this Note shall constitute a waiver of any breach, default, or
failure of condition pursuant to this Note or the obligations secured thereby.
A waiver of any term of this Note must be made in writing and shall be limited
to the express written terms of such waiver.  In the event of any
inconsistencies between the terms of this Note and the terms of any other
document related to this Note, the terms of this Note shall prevail.

     Each right, power and remedy of Payee as provided for in this Note or now
or hereafter existing at law or in equity or by statute or otherwise shall be
cumulative and concurrent and shall be in addition to every other right, power,
or remedy provided for in this Note or now or hereafter existing at law or in
equity or by statute or otherwise, and the exercise or beginning of the exercise
by the Payee of any one or more of such rights, powers, or remedies shall not
preclude the simultaneous or later exercise by the Payee of any or all such
other rights, powers, or remedies.



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     Maker waives presentment, demand, notice of dishonor, notice of default or
delinquency, notice of acceleration, notice of balloon payment, notice of
protest and nonpayment, notice of costs, expenses or losses and interest
thereon, notice of interest on interest and late charges, and diligence in
taking any action to collect any sums owing under this Note.  Time is of the
essence with respect to every provision hereof.  This Note shall be construed
and enforced in accordance with the laws of the State of North Carolina without
regard to its conflict of law provisions.  Maker hereby consents to the
jurisdiction of the state and federal courts located in Raleigh, North Carolina.
Any action, proceeding or complaint filed or instituted to enforce any provision
of this Note may be brought in the state or federal courts in Raleigh, North
Carolina.


                                             "MAKER"

                                             Tangram Enterprise Solutions Inc.,
                                             a Pennsylvania corporation


                                             By: /s/ Norman L. Phelps
                                                 ------------------------------
                                                 Norman L. Phelps,
                                                 President and CEO

ATTEST


By: /s/ John N. Nelli
    -----------------------------------
   John N. Nelli,  Assistant Secretary



     (CORPORATE SEAL)