Exhibit 10

                                 LOAN AGREEMENT



                  THIS  AGREEMENT  made and entered  into as of this 12th day of
August, 1999, by and between SOFTWARE  TECHNOLOGY,  INC., a Florida corporation,
whose address is 1225 Evans Road,  Melbourne,  Florida  32904 (the  "Borrower"),
EXIGENT  INTERNATIONAL,  INC.,  a Delaware  corporation,  and  FOTOTAG,  INC., a
Delaware  corporation,  (the  "Guarantors"),  and THE HUNTINGTON  NATIONAL BANK,
whose address is 685 S. Babcock Street, Melbourne, Florida 32901 (the "Lender").

                              W I T N E S S E T H:

                  WHEREAS,  Borrower has negotiated  with Lender for a revolving
line  of  credit  loan  in  the   principal   amount  of  TWO  MILLION   DOLLARS
($2,000,000.00)  (the  "Loan" or  "Revolving  Loan") to be used by  Borrower  to
refinance and obtain  additional credit to be secured by collateral as described
in Exhibit "A",  attached  hereto and made a part hereof by reference.  The Loan
will be guaranteed by the Guarantors.

                  WHEREAS,  Borrower,  Guarantors  and Lender wish to enter into
this  Agreement  in  order  to  set  forth  the  terms  and  conditions  of  the
disbursement of said Loan.

                  NOW,  THEREFORE,  in  consideration  of the premises set forth
above and the sum of TEN DOLLARS  ($10.00)  each to the other in hand paid,  the
receipt and sufficiency of which is hereby  acknowledged,  Borrower,  Guarantors
and Lender do hereby agree as follows:


                                    ARTICLE I
                                 LOAN DOCUMENTS


                  Prior  to  any  disbursements,   Borrower  shall  execute  and
deliver,  or cause  to be  executed  and  delivered,  to  Lender  the  following
documents (hereinafter collectively and together with this Agreement referred to
as "Loan Documents"), all in a form satisfactory to Lender:

                  A.  Note.  Promissory  Note for Line of  Credit  of even  date
herewith  payable  to the  order of the  Lender  executed  by  Borrower,  in the
principal amount of TWO MILLION AND 00/100 DOLLARS ($2,000,000.00)  (referred to
as "Note").

                  B. Uniform  Commercial  Code-Financing  Statements  (Local and
State). Uniform Commercial  Code-Financing Statements (local and state) covering
all of Borrower's  assets  including,  but not limited to: accounts,  inventory,
deposit accounts, general intangibles,  contract rights, leasehold improvements,
machinery,  equipment,  intellectual property,  instruments,  documents, chattel
paper, trade names, trademarks and patents.

                  C. Guaranties.  The unqualified and unconditional  guaranty of
EXIGENT  INTERNATIONAL,  INC.,  a Delaware  corporation,  and  FOTOTAG,  INC., a
Delaware corporation.


<PAGE>


                  D.  Security  Agreement.   As  security  for  payment  of  the
indebtedness  evidenced by the Note,  the Borrower  shall execute and deliver to
the Lender a Security Agreement of even date herewith (the "Security Agreement")
pursuant to which the Borrower shall grant the Lender a second security interest
in all of the  assets  of the  Borrower  described  in the  Security  Agreement.
Borrower agrees that all of the  Liabilities of Borrower  arising under the Loan
Agreement shall be secured by the Collateral.  Borrower  further agrees that the
Lender shall have sole discretion as to the manner of application of the sale or
the  disposition  of the Collateral and shall be entitled to conduct one or more
sales of the  Collateral in addition to all other rights and remedies  contained
herein. As additional security for payment of the indebtedness evidenced by this
Loan, the Guarantors  shall execute an  unconditional  guarantee in favor of the
Lender described in Paragraph C. above.

                  E. Other Documents. Such other documents as may be required by
Lender in accordance with the terms of the Loan Commitment  dated August 6, 1999
executed by Lender and Borrower in connection with the Loan ("Loan Commitment").


                                   ARTICLE II
                         REPRESENTATIONS AND WARRANTIES


                  In order to induce the Lender to make the Loan,  the  Borrower
and Guarantors make the following representations and warranties:

                  A. Borrower is a corporation  duly organized,  existing and in
good  standing  under the laws of the State of  Florida,  and has the  corporate
power to own property and to carry out its businesses now being  conducted,  and
is duly qualified as a foreign  corporation to do business in every jurisdiction
in the United  States of America in which the nature of its business  makes such
qualification   necessary  and  is  in  good  standing  in  such  jurisdictions.
Guarantors are corporations duly organized,  existing and in good standing under
the laws of the State of Delaware.  Borrower and  Fototag,Inc.  are wholly-owned
subsidiaries of Exigent International, Inc.

                  B. Borrower is duly authorized under all applicable provisions
of law to execute and  deliver the Note and to execute,  deliver and perform the
Loan  Agreement and the Security  Agreement,  all  corporate  action on its part
required for the lawful  execution,  delivery and  performance  thereof has been
duly taken and the Loan Agreement, the Security Agreement and the Note, upon the
due  execution  and  delivery  thereof,   will  be  the  valid  and  enforceable
instruments and obligations of Borrower in accordance with their terms.  Neither
the execution of the Loan Agreement,  the Security Agreement not the creation or
issuance of the Note, nor the fulfillment of or compliance with their provisions
and terms will conflict with, or result in a breach of the terms,  conditions or
provisions of, or constitute a violation of or default under any applicable law,
regulation,  order,  writ or decree of the charter or bylaws of the  Borrower or
any agreement or instrument to which Borrower is now a party or create any lien,
charge or encumbrance upon any of the property or assets of Borrower pursuant to
the terms of any  agreement  or  instrument  to which  Borrower is a party or by
which it is bound other than the security interest contemplated hereby.

                  C.  No  written  approval  of  any  federal,  state  or  local
governmental  authority  is  necessary  to  carry  out  the  terms  of the  Loan
Agreement,  the Security  Agreement or the Note and no consents or approvals are
required  in the  making or  performance  of the Loan  Agreement,  the  Security
Agreement or the Note.

                  D. The audited  consolidated balance sheet of the Borrower and
Guarantors,  as of December 31, 1998,  is true and correct and the  consolidated
balance sheet of Borrower and Guarantors,  dated as of July 2, 1999, and related
statement  of  income  for the  quarter  then  ended,  a copy of which  has been
provided  to the  Lender,  is true and  correct,  subject  to  normal,  year end
adjustments  and fairly  presents  the  financial  condition of the Borrower and
Guarantors,  all in accordance  with Generally  Accepted  Accounting  Principles
consistently  applied  and since July 2, 1999,  no  material  adverse  change in
Borrower's  and  Guarantors'  financial  condition  or  business  operation  has
occurred.



<PAGE>


                  E. Except as previously disclosed to Lender in writing,  there
are no pending or threatened actions or proceedings before any court, arbitrator
or governmental or administrative body or agency which may materially  adversely
affect the  properties,  business  or  condition,  financial  or  otherwise,  of
Borrower or Guarantors or in any way adversely  affect or call into question the
power and the authority of Borrower to enter into or perform the Loan Agreement,
the Note or the Security Agreement.

                  F. No part of the  proceeds of advances  made  pursuant to the
Loan Agreement  will be or have been used to purchase or carry,  or to reduce or
retire any loan  incurred to purchase or carry,  any margin  stocks  (within the
meaning of Regulation U of the Board of Governors of the Federal Reserve System)
or to extend credit to others for the purpose of purchasing or carrying any such
margin stocks.  Borrower is not engaged in the business of extending  credit for
the purpose of purchasing or carrying  such margin  stocks.  If requested by the
Lender,  Borrower shall furnish to the Lender,  in connection with the loan made
hereunder,  a statement in conformance  with the requirements of Federal Reserve
Form U-l referred to in said Regulation. In addition, no part of the proceeds of
the loan  made  hereunder  will be used for the  purchase  of  commodity  future
contracts  (or margins  therefor for short sales) for any commodity not required
for the normal raw material inventory of the Borrower.

                  G.  Borrower  is now solvent and able to pay its debts as they
mature and Borrower now owns  property  whose fair salable value is greater than
the amount required to pay its Indebtedness.

                  H.  Borrower  has not  incurred  any  material or  accumulated
funding deficiency within the meaning of the Employee Retirement Income Security
Act of  1974 or any  liability  to the  Pension  Benefit  Guarantee  Corporation
established  under  such  Act (or  any  successor  thereto  under  such  Act) in
connection  with any employee  benefit plan  established  or  maintained  by the
Borrower.

                  I. Each of the  representations and warranties of the Borrower
contained in the Security  Agreement are hereby reaffirmed in all respects as of
the date hereof.

                  J.  Neither  this  Loan  Agreement  nor any  other  Agreements
contains any misrepresentation or untrue statement of fact or omits to state any
material  fact  necessary to make any of such  agreements,  reports,  schedules,
certificates or instruments not misleading.

                  K. Borrower has good,  indefeasible and merchantable  title to
the  Collateral,  free and clear of all liens,  claims,  security  interests and
encumbrances.

                  L. Borrower has good and  marketable  title to its  properties
and assets,  including the properties and assets  reflected in the balance sheet
described above,  except for such assets as have been disposed of since the date
of said  financial  statements as no longer used or useful in the conduct of its
business or as have been disposed of in the ordinary course of business, and all
such properties and assets are free and clear of all liens, mortgages,  pledges,
encumbrances or charges.

                  M.  Borrower is not a party to nor is it bound by any contract
or agreement  or subject to any charter or other  corporate  restrictions  which
adversely affects the business, properties or condition, financial or otherwise,
of Borrower except as disclosed in the financial statements referenced above and
note thereto.

                  N.  Borrower  owns,  possesses  or has  the  right  to use all
necessary patents,  licenses,  trademarks,  trademark rights, trade names, trade
name  rights  and  copyrights  material  to the  conduct of its  businesses  now
conducted,  without known conflict with any patent,  license,  trademark,  trade
name or copyright of any other Person.



<PAGE>


                  The  effectiveness  of this Loan Agreement shall be subject to
the continuing  accuracy of all  representations  and warranties of the Borrower
and Guarantors  contained herein.  Each advance made to Borrower pursuant to the
Loan Agreement  shall  constitute an automatic  warranty and  representation  by
Borrower and Guarantors to the Lender that there does not exist a Default or any
Event of Default or any event or condition  which,  with  notice,  lapse of time
and/or the making of such  advance,  would  constitute a Default or any Event of
Default  and a  reaffirmation  as of  the  date  of  said  request  of  all  the
representations and warranties of Borrower and Guarantors  contained in the Loan
Agreement. Borrower and Guarantors covenant, warrant and represent to the Lender
that all representations and warranties of Borrower and Guarantors  contained in
this Loan Agreement shall be true at the time of execution of the Loan Agreement
and  the  Other  Agreements  and  shall  survive  the  execution,  delivery  and
acceptance  thereof by the parties  thereto and the closing of the  transactions
described therein or related thereto.


                                   ARTICLE III
                              CONDITIONS OF CLOSING


                  The  effectiveness  of the Loan Agreement  shall be subject to
the fulfillment of the following conditions precedent to the first advance under
the Loan:

                  A.  Borrower  shall  have  delivered  to the  Lender the fully
executed  Security  Agreement,  Note,  financing  statements  and other letters,
instruments  and documents as Lender shall require,  including,  but not limited
to, a Certificate of good standing of the Borrower certified by the Secretary of
State or other appropriate  governmental  authority accompanied by a certificate
from the  appropriate  officer of Borrower  certifying that the copy attached to
such  certificate  of the  Articles of  Incorporation  is complete  and that the
Articles of Incorporation have not been amended, annulled,  rescinded or revoked
since  the  date  they  were  certified  by the  Secretary  of  State  or  other
appropriate  governmental  authority,  a copy of the bylaws of the  Borrower  in
effect on the date of the Loan Agreement  accompanied  by a certificate  from an
appropriate  officer of Borrower that the copy is true and complete and that the
Bylaws have not been amended,  annulled,  rescinded or revoked since the date of
the  Bylaws  or  the  last  amendment  reflected  in the  copy,  if  any,  and a
certificate  of the Secretary  certifying  the names and true  signatures of the
Borrower authorized to sign the Loan Agreement, the Security Agreement, the Note
and any Other Agreements to be executed and delivered hereunder.

                  B. The  Borrower  shall  provide the Lender with a list of all
Indebtedness at the time of closing.

                  C. All instruments and documents  incident to the issuance and
delivery of the Note shall be reasonably  satisfactory  in form and substance to
the Lender and Lender's  counsel and the Lender shall have received the executed
Loan  Agreement,  the Security  Agreement and all other  documents  which it may
reasonably request in connection therewith and copies of resolutions of Borrower
authorizing  the   transactions   contemplated  by  the  Loan  Agreement,   such
resolutions  and  other  documents,   when  appropriate,   to  be  certified  by
appropriate corporate or governmental authorities.

                  D. The Lender  shall have  received  the  Guaranty  Agreements
executed by the Guarantors.

                  The  effectiveness  of the Loan  Agreement  shall  be  further
subject  to  the  fulfillment  of  the  following  conditions  precedent  to any
subsequent advance to Borrower under this Loan:

                  1.  The  Lender  shall  have  received  at  the  time  of  any
subsequent advance such other approvals, opinions or documents as the Lender may
reasonably request.

                  2. No event has occurred or is continuing or would result from
such  advance  that would  constitute a Default or Event of Default as set forth
below.

                  3.  The  continuing   accuracy  of  all   representations  and
warranties of the Borrower contained herein.


<PAGE>



                                   ARTICLE IV
                              AFFIRMATIVE COVENANTS


                  The Borrower  further agrees that, so long as any  Liabilities
remain unpaid to Lender, it will comply with the following requirements:

                  A. As soon as practicable, in any event within forty-five (45)
days after the end of each calendar  quarter of each calendar  year,  deliver or
cause to be delivered to the Lender a consolidated balance sheet of Borrower and
Guarantors as at the last day of such quarter and related consolidated statement
of  income  for  such  quarter  and  cumulative  year to date for  Borrower  and
Guarantors,  setting  forth  in  each  case  comparative  form  figures  for the
corresponding  period in the preceding  calendar Year, all in reasonable  detail
certified  by an  authorized  officer  of  Borrower  to have  been  prepared  in
accordance with Generally Accepted Accounting Principles applied on a consistent
basis, subject to changes resulting from normal year-end adjustments.

                  B. As soon as practicable  and in any event within ninety (90)
days after the end of each Fiscal Year, deliver to the Lender (i) a consolidated
balance sheet of Borrower and  Guarantors as at the end of such Fiscal Year, and
related  consolidated  statements of income and retained earnings and changes in
financial  position for such Fiscal Year, setting forth in each case comparative
form figures for the  corresponding  period in the preceding Fiscal Year, all in
reasonable  detail and  satisfactory in scope to the Lender and certified by and
containing an unqualified opinion of a nationally recognized firm of independent
certified public accountants,  and (ii) management letters, if any, delivered to
the Borrower by such  independent  certified public  accountants,  in connection
with their examination of such financial statements.

                  C.  Together  with each  delivery of those  items  required by
Paragraphs A. and B., above,  Borrower  shall deliver to the Lender an officer's
certificate setting forth: (i) to the best of his knowledge,  Borrower has kept,
observed,  performed  and  fulfilled  each and every  agreement  binding  on and
contained  in this  Loan  Agreement  and is not at the  time in  default  of the
keeping, observance,  performance or fulfillment of any of the terms, provisions
and conditions hereof, and (ii) that no Default or Event of Default, as has been
specified  below,  has  occurred or  specifying  all such  Defaults or Events of
Default which they may have knowledge.

                  D.  With  reasonable   promptness,   deliver  such  additional
financial  or other  date as the Lender may  reasonably  request.  The Lender is
hereby  authorized  to deliver a copy of any  financial  statements or any other
information  relating to the business  operations or financial  condition of the
Borrower and  Guarantors  which may be furnished to it or come to its  attention
pursuant to this Loan Agreement or otherwise,  to any regulatory  body or agency
having  jurisdiction over the Lender or to any Person which shall, or shall have
the right or obligation,  to succeed to all or any part of the Lender's interest
in the Note or Other Agreements.

                  E. Promptly pay or cause to be paid all taxes, assessments and
other  governmental  charges  that may  lawfully be levied or assessed  upon the
income or profits of Borrower; provided, however, Borrower shall not be required
to pay any such tax,  assessment,  charge, levy or claim so long as the validity
thereof  shall be actively  contested in good faith by proper  proceedings;  but
provided further that any such tax,  assessment,  charge, levy or claim shall be
paid,  stayed  or bonded  forthwith  upon the  commencement  of  proceedings  to
foreclose any lien securing the same.

                  F.  Do  or  cause to be done all things  necessary to preserve
and to keep in full force and effect its  corporate existence and rights.



<PAGE>


                  G. At its  sole  cost  and  expense,  keep  and  maintain  the
Collateral  insured for its full insurable  value against loss or damage,  fire,
theft,  explosion and all other hazards and risk  ordinarily  insured against by
other owners or users of such  properties  in similar  businesses,  and maintain
adequate workers' compensation insurance,  and notify the Lender promptly of any
event or  occurrence  causing a  material  loss or  decline  in the value of the
Collateral  and the estimated (or actual,  if available)  amount of such loss or
decline. All policies of insurance shall be in form and with insurers recognized
as adequate by prudent  business  persons and all such policies shall be in such
amounts as may be  satisfactory  to the Lender.  Upon  request,  Borrower  shall
deliver  to the  Lender  the  original  (or  certified  copy) of each  policy of
insurance  and evidence of payment of all premiums  therefor.  Such  policies of
insurance shall contain an endorsement,  in form and substance acceptable to the
Lender, showing loss payable to the Lender. Such endorsement,  or an independent
instrument  furnished to the Lender,  shall provide that the insurance companies
will give the Lender at least thirty (30) days prior  written  notice before any
such policy or policies of  insurance  shall be altered or canceled  and that no
act or default of Borrower  or any other  person  shall  affect the right of the
Borrower to loss or damage.  Borrower  hereby  directs all  insurers  under such
policies of insurance where loss or damage exceeds $25,000 under any such policy
of insurance to pay all proceeds payable  hereunder  directly to the Lender.  So
long as no Default or Event of Default  exists  hereunder,  at the option of the
Borrower,  in the case of insurance  proceeds arising from the loss or damage of
building and  equipment,  the  proceeds may be used to replace or restore  same.
Should the  Borrower  elect not to replace or  restore  the lost  property,  any
insurance  proceeds  shall be applied  first to any accrued  interest due to the
Lender,  then to the principal  balance of the  liabilities in such order as the
Borrower may direct.  Borrower  irrevocably makes,  constitutes and appoints the
Lender (and all officers,  employees or agents designated by the Lender) as such
Borrower's  true and lawful  attorney (and  agent-in-fact),  effective  from and
after the  occurrence  of a Default  or Event of  Default,  for the  purpose  of
making,  settling  and  adjusting  such claim under the  policies  of  insurance
(providing  that the Lender shall consult with Borrower prior to finally making,
settling or adjusting  claims under such policies of  insurance),  endorsing the
name of Borrower on any check,  draft or instrument or other item or payment for
the proceeds of such policies of insurance and for making all determinations and
decisions with respect to such policies of insurance.  In the event Borrower, at
any time or times  hereafter,  shall fail to  maintain  any of the  policies  of
insurance  required  above or to pay any  premium  in  whole or in part  related
thereto, then the Lender, without waiving or releasing any obligation or default
by Borrower  hereunder,  may (but shall be under no  obligation to do so) at any
time or times  hereafter  obtain and take any other action with respect  thereto
which the Bank deems advisable.  All sums so disbursed by the Lender,  including
reasonably  attorneys'  fees,  court costs,  expenses and other charges relating
thereto,  shall be  payable,  on demand  by  Borrower  and  shall be  additional
Liabilities  hereunder  secured by the  Collateral.  The  Lender  agrees to give
Borrower  notice  of  payment  of each and every  premium  paid by  Borrower  to
insurers as required hereunder.

                  H.  Maintain  its  property  in good order and repair and from
time to time  make all  needful  and  proper  repairs,  renewals,  replacements,
additions and improvements thereto.

                  I. Keep true books of record and account in which  full,  true
and correct entries will be made of all of its dealings and transactions and set
up on its  books  such  reserves  as  may  be  required  by  Generally  Accepted
Accounting Principles.

                  J. Conform to and duly observe all laws, regulations and other
valid  requirements  of any regulatory  authority with respect to the conduct of
its business.



<PAGE>


                  K. Upon any officer of the Borrower  obtaining  knowledge of a
Default or Event of Default hereunder or under any other obligation of Borrower,
cause such officer or individual, as the case may be, to properly deliver to the
Lender a  certificate  certifying  the nature  thereof,  the period of existence
thereof, and whatever action the Borrower proposes to take with respect thereto.

                  L. Upon any officer of the Borrower  obtaining  knowledge of a
material  litigation,  dispute or  proceedings  being  instituted  or threatened
against  Borrower,  or any  attachment,  levy,  execution or other process being
instituted against any assets of Borrower, cause such officer or individual,  as
the case may be, to promptly  give the Bank written  notice of such  litigation,
dispute, proceeding, levy, execution or other process.

                  M. Use it best efforts to comply with all of the  requirements
of the Employee  Retirement Income Security Act of 1974 (ERISA) applicable to it
and  furnished to the Lender a statement of the principal  financial  officer of
Borrower  describing in reasonable  detail any  Reportable  Event (as defined in
ERISA).

                  N.  Continue  at all times to  maintain  its  chief  executive
offices and principal place of business at Melbourne, Brevard County, Florida.

                  O. Maintain its primary  operating  banking  accounts with the
Lender.

                  P. With respect to the  consolidated  financial  statements of
Borrower and the  Guarantors,  maintain the  following  financial  ratios in the
amounts indicated below:

                           1. Maximum Total Liabilities  divided by Tangible Net
Worth of 2.25:l.0 at fiscal year end December 3l, l999
and quarterly thereafter.

                           2.  Minimum  Working  Capital  of   $2,000,000.00  at
September 30, 1999 and each quarter thereafter.

                           3. Minimum Current Ratio of l.30:l.0 at September 30,
1999 and each quarter thereafter.

                           4. Minimum Debt Service Coverage l.20 times at fiscal
year end December 31, 2000, and annually thereafter.



                                    ARTICLE V
                               NEGATIVE COVENANTS


                  Except for any currently  existing matter which has previously
been  disclosed  to Lender or  unless  Lender  otherwise  consents  in  writing,
Borrower covenants and further agrees that from the date hereof until payment in
full of the principal and interest under the Note,  unless the Lender  otherwise
consents in writing, it will not;

                  A.  Incur, create, assume or permit to exist any  Indebtedness
in  excess  of  $100,000.00  other  than the Indebtedness to the Lender.

                  B.  Incur,  create,  assume or  permit to exist any  mortgage,
pledge,  security interest,  encumbrance,  lien or other charge of any kind upon
any of its  properties or assets of any  character  under  conditional  sales or
other  title  retention   agreements  in  excess  of  $100,000.00  except  those
mortgages, liens and security interests granted in favor of the Lender.

                  C. Lend or  advance  money,  credit or  property  in excess of
$50,000.00 to any employee, officer, director,  stockholder, or affiliate except
in the ordinary course of the Borrower's business.



<PAGE>


                  D. Guarantee,  assume,  endorse or otherwise  become or remain
liable in connection  with the obligations  (including the accounts  payable) of
any other  Person,  in excess of  $50,000.00,  other  than the  endorsements  of
negotiable  instruments  in the  ordinary  course of  business  for  deposit  or
collection.

                  E. Enter into any  transaction  that  materially and adversely
affects the Collateral or Borrower's ability to repay the Liabilities or permit,
other  than in the  ordinary  course  of  business,  or agree to any  extension,
compromise  or  settlement  or make any  change or  modification  of any kind or
nature with respect to any account including any terms relating thereto.

                  F. Merge or  consolidate  with any other  corporation or sell,
lease,  transfer or  otherwise  dispose of all or a  substantial  portion of its
assets, outside of the normal course of business.




                                   ARTICLE VI
                               SPECIFIC PROVISIONS


                  A.  Revolving  Loan  Amount.   The  maximum  principal  amount
outstanding  under the Revolving Loan at any time shall not exceed the lesser of
the  Borrowing  Base (as  defined  in  Exhibit 1 below) or Two  Million  Dollars
($2,000,000.00).  On or before the first  business day of each  calendar  month,
Borrower shall furnish to the Lender,  in a form  satisfactory to the Lender,  a
current  Borrowing Base  Certificate  with all  calculations  and  documentation
necessary to determine the current  Borrowing  Base and the  Borrowing  Base set
forth therein  shall be deemed the Borrowing  Base until receipt and approval by
Lender of a new Borrowing Base Certificate.

                  B.  Revolving Loan Rate.  Except upon a Default,  the interest
rate for the Revolving Loan may be adjusted from time to time as follows:

                           1.  If   Borrower's   most  recent  Form  10Q  report
furnished to Lender indicates the following ratios:
Total  Liabilities to Total Net Worth less than 1.50:1.0 and Working  Capital in
excess  of  $2,500,000.00,  then the  interest  rate  otherwise  stated  for the
Revolving Loan shall be reduced by 0.50% for the subsequent calendar quarter.

                           2.  If   Borrower's   most  recent  Form  10Q  report
furnished to Lender indicates the following ratios:
Total  Liabilities to Total Net Worth less than 1.00:1.0 and Working  Capital in
excess  of  $3,500,000.00,  then the  interest  rate  otherwise  stated  for the
Revolving Loan shall be reduced by 0.75% for the subsequent calendar quarter.


                           3. For any calendar quarter,  Borrower may elect that
the applicable interest rate under the Revolving
Loan for such calendar  quarter will be the Prime Rate or the Daily  Fluctuating
LIBO  Rate plus  2.50% (as such  terms  are  defined  in the Note) by  providing
written  notice of such  election to Lender at least  fifteen (l5) days prior to
the end of the preceding calendar quarter;  otherwise,  the applicable  interest
rate for the  preceding  calendar  quarter shall  continue to be the  applicable
interest rate for the subsequent calendar quarter.


                                   ARTICLE VII
                                     DEFAULT

                  If  any  one or  more  of the  following  events  (hereinafter
referred to as "Events of Default") shall occur:



<PAGE>


                  A.  If Borrower defaults in the  payment  of  the  Liabilities
when due and payable or declared due and payable; or

                  B.  If  Borrower  defaults  in the  payment  of  principal  or
interest on any other  Liability,  including  any guarantee of  indebtedness  of
another  Person,  beyond any period of grace provided with respect thereto or in
the  performance  of any other  agreement,  term or  condition  contained in any
agreement under which any such  Indebtedness  is created,  if the effect of such
default is to cause or permit the holder or holders of such  Indebtedness  (or a
trustee  on behalf of such  holder or  holders)  to cause such  Indebtedness  to
become due prior to its stated maturity; or

                  C. If Borrower  defaults in the  performance  or observance of
any  agreement  or covenant  contained  herein or  contained in any of the Other
Agreements; or

                  D. If any  representation  or warranty made by Borrower herein
or in any  writing  furnished  in  connection  with or  pursuant  to  this  Loan
Agreement or any Other  Agreements  shall be false or misleading in any material
respect on the date as of which made; or

                  E. In the event of the liquidation or dissolution of Borrower,
or  suspension  of the business of Borrower or filing by Borrower of a voluntary
petition or an answer seeking reorganization, arrangement or readjustment of its
debts or for any other relief under the Bankruptcy Code, as amended or under any
other insolvency act or law, state or federal, now or hereafter existing, or any
other action of Borrower indicating its consent to, approval of, or acquiescence
in any such  petition or  proceeding  the  application  by Borrower  for, or the
appointment by consent or acquiescence  of, a receiver,  trustee or custodian of
Borrower, for all or substantial part of its property; the making by Borrower of
an  assignment  for the benefit of  creditors;  the inability of Borrower or the
admission by Borrower in writing of its ability to pay its debts as they mature;
or

                  F. In the  event  of the  filing  of an  involuntary  petition
against Borrower in bankruptcy seeking reorganization, arrangement, readjustment
of its debts or for any other relief under the Bankruptcy  Code, as amended,  or
under  any other  insolvency  act or law,  state or  federal,  now or  hereafter
existing; or the involuntary appointment of a receiver, a trustee or a custodian
of Borrower for all or a  substantial  part of its  property;  the issuance of a
warrant of attachment,  execution or a similar  process  against any substantial
part of the  property  of Borrower  and the  continuance  of any such  foregoing
events for sixty (60) days undismissed or undischarged; or

                  G. If any order is entered in any proceeding  against Borrower
decreeing  the  dissolution  or split up of Borrower  and such order  remains in
effect more than sixty (60) days; or

                  H. If any report,  certificate,  financial  statement or other
instrument  delivered  to the  Lender by or in behalf  of  Borrower  is false or
misleading in any material respect at the time given; or



<PAGE>


                  I.  If  an  uninsured   final   judgment,   which  with  other
outstanding  uninsured final judgments  against Borrower exceeds an aggregate of
$100,000  shall be rendered  against  Borrower and within thirty (30) days after
entry thereof such judgment shall not have been  discharged or executed  thereof
stayed pending appeal, or if within thirty (30) days after the expiration of any
such  stay such  judgment  shall not have  been  discharged;  then,  at any time
thereafter,  the  Lender  may,  at its  option,  declare  the Note and all other
Liabilities owing by the Borrower to the Lender to be forthwith due and payable,
whereupon the Note and any other such Liabilities shall forthwith become due and
payable,  without presentment,  demand, protest or other notice of any kind, all
of which  are  expressly  waived,  anything  contained  herein  or in the  Other
Agreements  to the  contrary  notwithstanding,  and in  addition  the Lender may
immediately  proceed  to  foreclose  all or part  of its  liens  on or  security
interest  in the  Collateral  in the  proceeds of such  foreclosure  against the
Liabilities  secured  thereby in such manner as it shall elect and  exercise its
rights under the Other Agreements and to do all other things provided for by law
or by this Agreement or by the Other Agreements.


                                  ARTICLE VIII
                               GENERAL PROVISIONS


                  A. The Borrower further agrees to reimburse the Lender for all
costs  and  out-of-pocket  expenses,  including  fees  of the  Lender's  special
counsel,  incurred in  connection  with the  preparation,  execution,  delivery,
modification,  waiver and  amendments of this Loan  Agreement,  the Note and the
related  documentation,  and also all reasonable expenses incurred by the Lender
(including  reasonable  attorneys'  fees) in the collection of any  Indebtedness
incurred hereunder in the event of default by Borrower.

                  B. Borrower agrees to pay any and all documentary,  intangible
stamp or excise  taxes now or after  payable in  respect of the Loan,  this Loan
Agreement or Other Agreements or any  modifications  thereof and hold the Lender
harmless with respect  thereto.  The Borrower further agrees that the Lender may
deduct from any advance the amount of any such  documentary or intangible  stamp
tax payable with respect to such  advance,  the decision of the Lender as to the
amount  thereof to be  conclusive,  absent  manifest  error.  Borrower gives the
Lender the  authority to debit its accounts  maintained  with the Lender for any
principal, interest, fees or other Liabilities becoming due hereunder.

                  C. This Loan Agreement sets forth the entire understanding and
agreement  of the parties  hereto in relation to the subject  matter  hereof and
supersedes any prior  negotiations  and agreements among the parties relative to
such subject matter. No promise, condition,  representation or warranty, express
or implied,  not herein set forth shall bind any party hereto,  and none of them
has relied on any such promise,  condition,  representation or warranty. Each of
the parties hereto acknowledges that, except as in this Loan Agreement otherwise
expressly  stated,  no  representations,  warranties or commitments,  express or
implied,  have been made by any other  party to the other.  None of the terms or
conditions of this Loan Agreement may be changed,  modified,  waived or canceled
orally or  otherwise,  except by  writing,  signed  by all the  parties  hereto,
specifying  such change,  modification,  waiver or cancellation of such terms or
conditions, or of any preceding or succeeding breach thereof.

                  D.  Notwithstanding  any other provision herein, the aggregate
interest  rate  charged  under  the  Note,  including  all  charges  or  fees in
connection  therewith  deemed in the nature of interest under Florida law, shall
not exceed the maximum  rate  allowed by law.  In the event the stated  interest
rate on the Note  together  with any other charge or fee deemed in the nature of
interest exceeds the maximum legal rate, then the Lender shall have the right to
make such adjustments as are necessary to reduce the aggregate  interest rate to
the maximum  legal rate.  The Borrower  waives any right to prior notice of such
adjustment  and further  agrees that such  adjustment  may be made by the Lender
subsequent to  notification  from Borrower that the aggregate  interest  charged
exceeds the maximum legal rate.

                  E. This Loan  Agreement,  the Security  Agreement and the Note
issued hereunder shall be governed in all respects by the laws of Florida.

                  F.  Should  any  one or more of the  provisions  of this  Loan
Agreement be determined to be illegal or  unenforceable as to one or more of the
parties, all other provisions nevertheless shall remain effective and binding on
the parties hereto.



<PAGE>


                  G. Borrower and Lender  hereby  consent and agree that, in any
actions  predicated  upon this  Agreement,  venue is  properly  laid in  Brevard
County,  Florida,  and that the Circuit Court for Brevard County,  Florida shall
have full  jurisdiction  to determine all issues arising out of or in connection
with the execution and  enforcement of this  Agreement.  Borrower  waives to the
fullest  extent  permitted  under the laws of the State of  Florida,  any right,
power or  privilege  to demand a jury trial  with  respect to any and all issues
arising out of or in connection  with the execution  and/or  enforcement of this
Agreement.

                  H. Borrower  warrants and  represents  to and  covenants  with
Lender  that,  on  and  after  the  date  of the  Note,  so  long  as any of the
indebtedness provided for herein remains unpaid:

                  (1)   Borrower,   on  behalf  of  Borrower  and  any  material
subsidiaries of Borrower (hereinafter  referred to as the "Organization"),  has:
(a) undertaken a detailed inventory,  review, and assessment of all areas within
and  affecting  the  Organization's   business  and  operations  that  could  be
materially and adversely  affected by the failure of the Organization to be Year
2000 Compliant (as hereinafter  defined) on a timely basis; (b) developed a plan
and time line for becoming  Year 2000  Compliant on a timely  basis;  and (c) to
date,  implemented  that plan in accordance with the specified  timetable in all
material respects; and

                  (2) The Organization reasonably anticipates that  the  Organi-
zation will be Year 2000 Compliant on a timely basis.

                  (3) Borrower  shall deliver to Lender:  (a)  immediately  upon
becoming  aware of the existence of any condition or event which  constitutes or
will  constitute,  but for the  passage of time or giving of notice or both,  an
event of default, a written notice specifying the nature and period of existence
thereof  and what  action the  Organization  is taking or  proposes to take with
respect  thereto;   and  (b)  at  the  request  of  Lender,   such  information,
documentation  and materials as Lender may from time to time reasonably  require
including,  but not limited to, (i) the  Organization's  Year 2000 plan and time
line, (ii) any management or other letters from the  Organization's  accountants
addressing or mentioning the Organization's Year 2000 Compliance, and (iii) such
other information,  documentation and materials as Lender may reasonably request
from  time to time in  order  to  confirm  that the  Organization  is Year  2000
Compliant  and the  method(s)  used by the  Organization  to  become  Year  2000
Compliant.

                  As used  herein,  "Year  2000  Compliant"  shall mean that all
software,  embedded microchips and other processing capabilities utilized by the
Organization  or the  Organization's  key suppliers,  vendors and customers will
correctly process, sequence, and calculate,  without interruption,  all date and
date related data for all dates to, through and after January 1, 2000, including
leap year calculations,  and shall recognize,  store and transmit date data in a
format which clearly indicates the correct century.

                  IN  WITNESS  WHEREOF, Borrower and Lender have hereunto caused
these presents to be executed on the date first above written.

Signed, sealed and delivered             "BORROWER"
in the presence of:
                                         SOFTWARE TECHNOLOGY, INC., a
                                         Florida corporation

  /s/ Jeffery B. Weinress                By: /s/ Sally H. Ball
-----------------------------            --------------------------------
                                         Sally H. Ball, Treasurer

  /s/ Kristi Zugh
-----------------------------
Two witnesses as to Borrower
                                         (CORPORATE SEAL)




<PAGE>


Signed, sealed and delivered             "GUARANTORS"
in the presence of:
                                         EXIGENT INTERNATIONAL, INC., a
                                         Delaware corporation

  /s/Phil Hayes                          By:/s/ Jeffery B. Weinress
-----------------------------            --------------------------------
                                         Jeffery B. Weinress,
 /s/ Sally H. Ball                       Sr. Vice President andTreasurer
-----------------------------
Two witnesses as to Exigent
International, Inc.
                                         (CORPORATE SEAL)

                                         FOTOTAG, INC., a
                                         Delaware corporation

  /s/ Phil Hayes                         By: /s/ Sally H. Ball
-----------------------------            --------------------------------
                                         Sally H. Ball, Treasurer
  /s/ Jeffery B. Weinress
-----------------------------
Two witnesses as to Fototag, Inc.
                                         (CORPORATE SEAL)



                                         "LENDER"

                                         THE HUNTINGTON NATIONAL BANK


 /s/ Sally H. Ball                       By: /s/ Phil Hayes
-----------------------------            --------------------------------
                                         Name:  Phil Hayes
 /s/ Jeffery B. Weinress                 Title: AVP
-----------------------------
Two witnesses as to Lender



<PAGE>


                                   EXHIBIT "A"


         All of the  Debtor's  right,  title and  interest in and to each of the
following,  however  arising and whether now existing or  hereafter  acquired or
arising (the "Collateral"):


         (A) "Accounts"of Borrower,  which means and includes accounts,  general
intangibles,  chattel paper,  instruments  and  documents,  whether now owned or
hereafter acquired by Borrower.  "General Intangibles" shall mean all intangible
personal  property of Borrower  of every kind and nature  (other than  accounts,
chattel paper, documents and instruments) including, without limitation,  choses
in action,  causes of action,  corporate or other business records,  inventions,
designs, patents, patent applications,  trademarks,  trade names, trade secrets,
good will, copyrights,  registrations,  licenses,  franchises, deposit accounts,
contract rights,  leasehold improvements,  tax refund claims, computer programs,
and any  guarantee  claims,  security  interests  or other  security  held by or
granted  to  Borrower  to  secure  payment  by an  Account  Debtor of any of the
Accounts.  "Account  Debtor" means any person who is or who may become obligated
to Borrower under or on account of an Account.


         (B)  "Inventory"  of  Borrower,  which means and  includes  any and all
goods, merchandise and other personal property,  including,  without limitation,
goods in  transit,  wheresoever  located  and  whether  now  owned or  hereafter
acquired  by  Borrower  which is or may at any  time be held for sale or  lease,
furnished   under  any   contract   or  service   or  held  as  raw   materials,
work-in-process,  or supplies  or  materials  used or  consumed in a  Borrower's
business,  including,  without  limitation,  all such property the sale or other
disposition  of which has given rise to Accounts and which has been  returned to
or repossessed or stopped in transit by Borrower.


         (C) "Equipment" of Borrower,  which means and includes all fixtures and
equipment, including without limitation, furniture, vehicles and trade fixtures;


         (D) All monies,  residues and property of any kind,  now or at any time
or times  hereafter,  in the  possession  or under the  control of the Bank or a
bailee of Bank;


         (E) All accessions to, substitutions for and all replacements, products
and  proceeds  of the  foregoing,  including,  without  limitation,  proceeds of
insurance policies insuring the Collateral; and


         (F) All books  and  records  (including  without  limitation,  customer
lists, credit files, computer programs, print-outs, and other computer materials
and records) of Borrower pertaining to any of the foregoing.


         All of the property and interests in property  described in subsections
(A) through (F) and all other property and interests in personal  property which
shall,  from  time to time,  secure  the  Liabilities  are  herein  collectively
referred to as the "Collateral".

<PAGE>



                                    EXHIBIT 1

                                   Definitions


                  "Borrowing  Base"  will  consist  of up to 80%  of  "eligible"
accounts  receivable  plus the  lessor  of  either  $750,000.00  or up to 50% of
"eligible" contract receivables plus the lesser of either $l,500,000.00 or up to
50% of "eligible"  Costs in Excess of Billings minus the existing balance on the
$3,000,000.00  line of credit and the term debt  which has a current  balance of
approximately $408,000.00.

                  "Eligible"  is defined as: (l)  Accounts  receivable:  amounts
that are less than 90 days from invoice date; (2) Contracts receivable:  amounts
that are  fully  recoverable  according  to  contract  terms  within  one  year.
Contracts  shall be  submitted to Lender  prior to funding  request  being made.
Eligibility  shall be determined by Lender in its sole discretion;  (3) Costs in
excess of  billings:  amounts that are to be billed as of the end of the current
month.  No advance will be made on accounts  whose  balance that is over 90 days
from invoice date is over 25% of the total account balance.

                  "Collateral" means all of the accounts,  inventory,  equipment
and other personal property of the Borrower described in the Security Agreement.

                  "Current  Assets" means cash and all other assets or resources
of the  Borrower  and the  Guarantors  that are expected to be realized in cash,
sold in the  ordinary  course of  business,  or  consumed  within one year,  all
determined  in  accordance  with  Generally  Accepted   Accounting   Principles,
including, but not limited to, inventory supported by outstanding import letters
of credit.

                  "Current  Liabilities"  means the amount of all liabilities of
the Borrower and the Guarantors  that by their terms are payable within one year
(including all indebtedness payable on demand or maturing not more than one year
from the date of computation and the current  portion of  Indebtedness  having a
maturity  date in  excess  of one  year),  all  determined  in  accordance  with
Generally  Accepted  Accounting  Principles,  including,  but  not  limited  to,
outstanding letters of credit.

                  "Tangible Net Worth" means the  depreciated  book value of all
assets of Borrower and Guarantors less:

                           (i) intangible assets,  such as (without  limitation)
         goodwill  (whether  representing  the excess of cost over book value of
         assets   acquired  or  otherwise),   capitalized   expenses,   patents,
         trademarks, trade names, copyrights,  franchises, licenses and deferred
         charges,  such as (without  limitation)  unamortized costs and costs of
         research and development.

                      (ii) Total Liabilities,

                     (iii) treasury stock, and

                      (iv)  advances  to   stockholders  or  affiliates  of  the
Borrower.

                  "Total   Liabilities"   means  the  aggregate  amount  of  all
liabilities (i.e., claims of creditors of Borrower and Guarantors that are to be
satisfied by the disbursement or utilization of corporate resources), including,
but not  limited  to, all  outstanding  import  letters  of credit and  negative
goodwill of Borrower and Guarantors.

                  "Current  Ratio"  means the ratio of Current Assets to Current
Liabilities.

                  "Default"  means any event  that,  with the  giving of notice,
lapse of time, or both, would become an Event of Default.



<PAGE>



                  "Fiscal Year" means the 12-month period of the Borrower ending
on  December  3l of each  Calendar  year and  commencing  on January lst of each
calendar year.

                  "Generally   Accepted   Accounting   Principles"  means  those
principles  of  accounting  set forth in  Opinions of the  Financial  Accounting
Standards  Board or the American  Institute of Certified  Public  Accountants or
which have other  substantial  authoritative  support and are  applicable in the
circumstances  as of the date of a report,  as such  principles are from time to
time supplemented and amended.

                  "Indebtedness"   means  with   respect  to  any  Person,   all
indebtedness of such Person for borrowed money,  all indebtedness of such Person
for the acquisition of property other than purchases of products and merchandise
in the ordinary course of business,  indebtedness secured by any lien, pledge or
other   encumbrance  on  the  property  of  such  Person  whether  or  not  such
indebtedness  is assumed,  all  liability of such Person by way of  endorsements
(other than for collection or deposit in the ordinary  course of business);  all
guarantees of  Indebtedness  of any other Person by such Person  (including  any
agreement, contingent or otherwise, to purchase any obligation representing such
indebtedness or property constituting security therefor, or to advance or supply
funds for such purpose or to maintain  working capital or other balance sheet or
income statement condition,  or any other arrangement in substance effecting any
of the foregoing); all leases and other items which in accordance with Generally
Accepted Accounting Principles are classified as liabilities on a balance sheet;
provided that in no event shall the term  Indebtedness  include  capital  stock,
surplus  and  retained  earnings,  minority  interest  in the  common  stock  of
Subsidiaries,  reserves for deferred income taxes and investment credits,  other
deferred credits and reserves, and deferred compensation obligations.

                  "Liabilities"   mean   all   liabilities,    obligations   and
indebtedness of any and every kind and nature  (including,  without  limitation,
interest,  charges,  expenses,  attorneys'  fees and other  sums  chargeable  to
Borrower  by the  Lender  and  future  advances  made to or for the  benefit  of
Borrower),  whether arising under this Loan Agreement, or arising under the Note
or arising under any of the Other  Agreements or acquired by the Lender and from
any other source,  whether heretofore,  now or hereafter owing,  arising, due or
payable from Borrower to the Lender and howsoever evidenced,  created, incurred,
acquired or owing,  whether primary,  secondary,  direct,  contingent,  fixed or
otherwise, including obligations of performance.

                  "Other Agreements" means the Note, the Guaranty Agreement, the
Security  Agreement and all agreements,  instruments  and documents,  including,
without limitation, note, guaranties,  mortgages, deeds to secure debt, deeds of
trust, chattel mortgages,  pledges, powers of attorney,  consents,  assignments,
contracts, notices, security agreements,  financing statements,  certificates of
title,   trust  account   agreements  and  all  other  Written  matters  whether
heretofore,  now or hereafter executed by or on behalf of Borrower and delivered
to the  Bank,  with  respect  to this Loan  Agreement,  or with  respect  to the
transactions contemplated by this Loan Agreement.

                  "Person" means an individual, partnership, corporation, trust,
unincorporated organization,  association,  joint venture or a government agency
or political subdivision thereof.

                  All accounting terms not specifically  defined herein shall be
construed in accordance with Generally Accepted Accounting Principles.

                  All of the terms  defined  in this Loan  Agreement  shall have
such defined meanings when used in the Other Agreements.