TERM NOTE

Exhibit 10.2

TERM NOTE

FOR VALUE RECEIVED, Micronetics, Inc. , a Delaware corporation with an address of 26 Hampshire Drive, Hudson, New Hampshire 03051 (the “Maker”), promises to pay to TD Banknorth, N.A. , a national banking association (the “Lender”), or to its order, at its place of business at 300 Franklin Street, Manchester, New Hampshire and a mailing address of P.O. Box 600, Manchester, New Hampshire Six Million and No/100ths Dollars ($6,000,000.00), together with interest in arrears on the unpaid principal balance from time to time outstanding and on all outstanding interest not paid when due, from the date hereof, until the entire principal amount due hereunder is paid in full, at the Adjustable Rate (as hereinafter defined). Interest shall be payable monthly, commencing on July 1, 2005, and on the same day of each month thereafter, or the next business day thereafter if such day is not a business day, and continuing monthly thereafter until this Note is paid in full. In each case, interest shall be calculated on the basis of the actual number of days elapsed over a year of 360 days.

Commencing on the date hereof, interest shall be charged at the Adjustable Rate.

As used herein, the following terms shall have the meanings set forth below:

“Adjustable Rate” shall mean an adjustable annual rate equal to two and one quarter percent (2.25%) above the One Month LIBOR (London Interbank Offering Rate). Such adjustments shall become effective on the first day of each month. Lender shall not be required to notify Borrower of adjustments in said interest rate.

“One Month LIBOR” means the rate for deposits in U.S. Dollars for a period equal to one month, as such rate appears on Telerate Page 3750 as of 11:00 AM, London time, on the day that is two business days prior to the adjustment date. If such rate does not appear on Telerate Page 3750, the rate for that adjustment date will be the arithmetic mean of the rates quoted by major banks in London, selected by the Lender, for a period equal to one month, as of 11:00 AM, London time, on the day that is two business days prior to the adjustment date.

“Telerate Page 3750” means the display designated as “Page 3750” on the Dow Jones Telerate Service (or such other page as may replace Page 3750 on that service or such other service as may be nominated by the British Bankers’ Association as the information vendor for the purpose of displaying British Bankers’ Association Interest Settlement Rates for U.S. Dollar Deposits).

“Maturity Date” shall mean that day which is seven (7) years from the date hereof.

So long as no Event of Default (as hereinafter defined) shall occur, in which event the Lender may elect to accelerate the maturity hereof, the principal balance of this Note together with any unpaid interest thereon, shall be due and payable as follows:

a. Commencing on July 1, 2005, a fixed monthly payment of principal as specified in the attached amortization schedule, together with accrued interest on the

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outstanding principal will be due on the first day of each month, subject to adjustment in accordance with the Following Business Day Convention. The “Following Business Day Convention” means the convention for adjusting any relevant date that would otherwise fall on a day that is not a Business Day so that the date will be the first following day that is a Business Day. “Business Day” means a day (other than Saturday, Sunday, or holiday) on which Lender is open and conducting its customary banking transactions in the State of New Hampshire.

b. Any unpaid principal or interest remaining unpaid on the Maturity Date shall be due and payable at that time.

The Maker may prepay this Note at any time, provided, however, if the Maker refinances this obligation with another financial institution, the Maker shall pay the Lender a fee equal to two percent (2.0%) of the principal balance being prepaid.

This Note is secured by a Term Loan And Security Agreement of the Maker of even date herewith (the “Security Agreement”) covering all of the business assets of the Maker, and together with any other instruments securing this Note, all being hereinafter collectively referred to as the “Security Instruments”. This Note is entitled to all of the benefits of the Security Instruments and specific reference is hereby made to such instruments for all purposes.

Upon the occurrence of any one of the following events (each of which events shall be an Event of Default hereunder):

(i) the failure of Maker to make any payment of principal or interest hereunder when due and the c