Promissory Note

Amount Amount of Balance Notation Date of Loan Payment Outstanding by - ---- ------- ------- ----------- --

by Tridex Corp
May 1st, 1998


                                                                    EXHIBIT 10.3
                                 PROMISSORY NOTE


$8,000,000                                                 Stamford, Connecticut
                                                                  April 17, 1998

            For value received, TRIDEX CORPORATION, ULTIMATE TECHNOLOGY
CORPORATION, TRIDEX NC, INC. and PROGRESSIVE SOFTWARE, INC. (the "Borrowers"),
hereby jointly and severally promise, to pay to the order of FLEET NATIONAL
BANK, (the "Bank") at the office of the Bank at One Landmark Square, Stamford,
Connecticut 06901, for the account of the appropriate Lending Office of the
Bank, the principal sum of EIGHT MILLION DOLLARS ($8,000,000) or, if less, the
amount of Working Capital Loans made by the Bank to the Borrowers pursuant to
the Credit Agreement referred to below, in lawful money of the United States of
America and in immediately available funds, on the date(s) and in the manner
provided in said Credit Agreement. The Borrowers also promise to pay interest on
the unpaid principal balance hereof, for the period such balance is outstanding,
at said principal office for the account of said Lending Office, in like money,
at the rates of interest as provided in the Credit Agreement referred to below,
on the date(s) and in the manner provided in said Credit Agreement.

            The date and amount of each Working Capital Loan made by the Bank to
the Borrowers under the Credit Agreement referred to below, and each payment of
principal thereof, shall be recorded by the Bank on its books and, prior to any
transfer of this Note (or, at the discretion of the Bank, at any other time),
endorsed by the Bank on the schedule attached hereto or any continuation
thereof.

            This is the Working Capital Note referred to in that certain Credit
Agreement (as amended from time to time the "Credit Agreement") dated of even
date herewith among the Borrowers and the Bank and evidences the Working Capital
Loans made by the Bank thereunder. All terms not defined herein shall have the
meanings given to them in the Credit Agreement.

            The Credit Agreement provides for the acceleration of the maturity
of this Note upon the occurrence of certain Events of Default and for
prepayments on the terms and conditions specified therein.

            The Borrowers waive presentment, notice of dishonor, protest and any
other notice or formality with respect to this Note.

                                       195



            This Note shall be governed by, and interpreted and construed in
accordance with, the laws of the State of Connecticut.

            THE BORROWERS AND THE BANK MUTUALLY HEREBY KNOWINGLY, VOLUNTARILY
AND INTENTIONALLY WAIVE THE RIGHT TO A TRIAL BY JURY IN RESPECT OF ANY CLAIM
BASED HEREON, ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS NOTE OR ANY OTHER
LOAN DOCUMENTS CONTEMPLATED TO BE EXECUTED IN CONNECTION HEREWITH OR ANY COURSE
OF CONDUCT, COURSE OF DEALINGS, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR
ACTIONS OF ANY PARTY. THIS WAIVER CONSTITUTES A MATERIAL INDUCEMENT FOR THE BANK
TO ACCEPT THIS NOTE AND MAKE THE WORKING CAPITAL LOANS.

                                       TRIDEX CORPORATION


                                       By
                                         -------------------------------------
                                         George T. Crandall
                                         Treasurer


                                       ULTIMATE TECHNOLOGY CORPORATION


                                       By
                                         -------------------------------------
                                         George T. Crandall
                                         Treasurer


                                       PROGRESSIVE SOFTWARE, INC.


                                       By
                                         -------------------------------------
                                         Daniel Bergeron
                                         Treasurer


                                       TRIDEX NC, INC.


                                       By
                                         -------------------------------------
                                         Daniel Bergeron
                                         Treasurer


                                       196
Amount Amount of Balance Notation Date of Loan Payment Outstanding By - ---- ------- ------- ----------- --
197