JOINDER BY GUARANTORS



The  undersigned  hereby join in this  Agreement  in order to induce the Bank to
amend the Loan and hereby:


     (i)  acknowledge  the  continuing  validity  of their  guaranty to the Bank
          dated as of October  27, 1994 and  represent,  warrant and confirm the
          non-existence  of  any  offsets,  defenses  or  counterclaims  to  his
          obligations thereunder,  and waives their right to assert any set-off,
          counterclaim or crossclaim of any nature  whatsoever in any litigation
          relating to this Agreement, the other Loan Documents, said guaranty or
          otherwise  with  respect  to the  Loan  (provided,  however  that  the
          foregoing shall not be deemed a waiver of the right of the undersigned
          to assert any  compulsory  counterclaim  maintained  in a court of the
          United  States,  or of the State of New York if such  counterclaim  is
          compelled  under  local  law or  rule  of  procedure,  nor  shall  the
          foregoing be deemed a waiver of the right of the undersigned to assert
          any claim which would  constitute a defense,  setoff,  counterclaim or
          crossclaim of any nature  whatsoever  against the Bank in any separate
          action or proceeding);

     (ii) reacknowledge and reaffirm all of the terms and obligations  contained
          in said guaranty,  which shall remain in full force and effect for all
          the obligations of Hirsch  International  Corp. now or hereafter owing
          to the Bank pursuant to the terms and conditions of the Loan Documents
          as amended by this  Agreement and  acknowledge,  agree,  represent and
          warrant   that   no   oral  or   other   agreements,   understandings,
          representations  or warranties  exist with respect to said guaranty or
          with respect to the obligations of the undersigned thereunder,  except
          those specifically set forth in this Joinder;

     (iii)represent,  warrant and confirm  that no material  adverse  change has
          occurred in the financial  status of the undersigned  since the making
          of the Loan,  that there are no judgments  against the  undersigned in
          any  of  the  courts  of  the  United  States  and  that  there  is no
          litigation,  active,  pending or threatened,  against the  undersigned
          which might  adversely  affect the ability of the  undersigned  to pay
          when due any  amount  which may  become  payable  in  respect  of said
          guaranty;

     (iv) acknowledge  and agree that they have entered into and delivered  this
          Joinder of their own free will,  voluntarily  and without  coercion or
          duress of any kind, and have been  represented in connection  herewith
          by counsel of their choice and are fully aware of the terms  contained
          in this Joinder; and


     (v)  irrevocably   and   unconditionally   waives  and  the  Bank,  by  its
          acknowledgement  and  agreement  to this  Agreement,  irrevocably  and
          unconditionally  waives,  any and all  right  to  trial by jury in any
          action,  suit or  counterclaim  arising in connection  with, out of or
          otherwise relating to this Joinder, the Agreement,  said guaranty, and
          every other Loan Document heretofore, now or hereafter executed and/or
          delivered in connection  therewith,  the Loan or in any way related to
          this transaction or otherwise with respect to the Mortgaged Property.


                                                HAPL Leasing Co., Inc.

                                                By: /s/ Richard M. Richer
                                                    --------------------
                                                    Richard M. Richer
                                                    VP of Finance and Chief
                                                    Financial Officer


                                                 Pulse Microsystems, Ltd.

                                                 By: /s/ Richard M. Richer
                                                     ---------------------
                                                     Richard M. Richer
                                                     VP of Finance and Chief
                                                     Financial Officer


         Approved & Accepted

         The Chase Manhattan Bank

         By: /s/ Christopher G. Zimmerman
             ----------------------------
             Christopher G. Zimmerman, V.P.