BORROWER'S ENVIRONMENTAL INDEMNIFICATION

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BORROWER'S ENVIRONMENTAL INDEMNIFICATION

Banknorth, N.A.

102 West Main Street

New Britain, Connecticut 06050-0174

Gentlemen:

To induce Banknorth, N.A.. (hereinafter referred to as the "LENDER") to

make available to Borrower (i) a Term Loan in the amount of $5,000,000 to fund

the refinancing of certain financing facilities currently held by Borrower, (ii)

a Revolving Credit Loan in an amount not to exceed $5,000,000, to finance

Borrower's general working capital needs, (iii) and an interim Equipment Loan in

the amount of $1,500,000 (initially in the form of a line of credit and then

converting into a term loan) (collectively, the "LOAN") to the undersigned

(hereinafter referred to as the "BORROWER") which Loan is evidenced by (i) a

Revolving Credit Note, (ii) a Term Loan Note and (iii) an Equipment Loan Note

(collectively, the "NOTES") of even date herewith, in consideration thereof and

of any loans, advances or financial accommodations heretofore or hereafter

granted by the Lender to or for the account of the Borrower pursuant to said

NOTES, the Borrower hereby agrees, as to those certain pieces or parcels of land

known as 21 SPRING LANE, FARMINGTON, CONNECTICUT and 1790, 1798 and 1806 NEW

BRITAIN AVENUE, FARMINGTON, CONNECTICUT, together with all improvements now or

hereafter constructed thereon (collectively, the "PROPERTY"), as follows:

1. The Borrower will defend and indemnify the Lender and hold the Lender

harmless against all loss, liability, damage and expenses, including attorneys'

fees, in any way suffered, incurred or paid by the Lender, whether as a

mortgagee, a mortgagee-in-possession or a successor in interest to the Borrower

as owner of the Property by virtue of foreclosure or acceptance of a deed in

lieu of foreclosure, and all suits, claims, demands or judgments of any nature

arising out of or in connection with:

(a) the presence of any hazardous waste, haza