

<PAGE>

                     DISTRIBUTION SUPPORT AND LOAN AGREEMENT


                  THIS DISTRIBUTION SUPPORT AND LOAN AGREEMENT (this
"Agreement"), dated as of this 22nd day of August, 1996, between SAFEGUARD
SCIENTIFICS (DELAWARE), INC., a Delaware corporation ("Lender") and BRANDYWINE
OPERATING PARTNERSHIP, L.P., a Delaware limited partnership ("Borrower").

                                    RECITALS:

                  A. Lender's parent company, Safeguard Scientifics, Inc.
("Safeguard"), has entered into a certain letter of intent with Brandywine
Realty Trust ("BRT") and The Nichols Company ("TNC") dated March 20, 1996 (the
"Letter of Intent") which provides, inter alia, that Lender will advance certain
funds to Borrower.

                  B. Lender and Borrower now desire to set forth the terms and
conditions of such advances.

                  NOW, THEREFORE, in consideration of the foregoing Recitals and
the mutual covenants contained herein, Borrower and Lender, intending to be
legally bound, hereby agree as follows:

                                    ARTICLE I

                        DEFINITIONS AND ACCOUNTING TERMS

                  SECTION 1.1. Certain Defined Terms. As used in this Agreement,
the following terms shall have the following meanings (such meanings to be
equally applicable to both the singular and plural forms of the terms defined).
Any capitalized terms used but not defined herein shall have the respective
meanings given to such terms in the Operating Partnership Agreement.

                  "Advance Request" has the meaning given to such term in
Section 2.2.

                  "Advances" means funds advanced or deemed advanced by Lender
to Borrower under Section 2.1.

                  "Business Day" means a day other than a Saturday, Sunday or
other day on which federal savings banks located in Pennsylvania are authorized
or required to close.

                  "Closing Cost Advances" means any Advances made pursuant to
Section 2.1.2.



<PAGE>




                  "Collateral" has the meaning given to such term in 
Section 3.1.

                  "Event of Default" has the meaning given to such term in
Section 4.1.

                  "GAAP" means generally accepted accounting principles in
effect from time to time, applied in a consistent manner.

                  "GECC Letter of Credit" means that certain Letter of Credit
dated November 24, 1995 (LC#100921) in the amount of $1,500,000 issued by
MidLantic Bank, NA in respect of the GECC Loan on which Safeguard is the account
party.

                  "GECC Loan" means the loan made by GE Capital Corporation to
finance the acquisition of Lawrenceville Office Park, which is one of the
Portfolio A Properties.

                  "Horsham 6 Tenant Improvement Loan" means the $460,000 loan
advanced by Lender to finance certain tenant improvements to Horsham Business
Center Building 6, Pennsylvania, one of the Portfolio B Properties.

                  "Letter of Credit Advances" means any Advances made pursuant
to Section 2.1.4.

                  "Liquidation" means any payment or distribution of assets of
Borrower of any kind or character, whether in cash, property or securities, to
creditors upon any dissolution or winding up or total or partial liquidation or
reorganization of Borrower, whether voluntary or involuntary or in bankruptcy,
insolvency, receivership or other proceeding.

                  "Loan" has the meaning given to such term in Section 2.1.

                  "Maturity Date" has the meaning given to such term in Section
2.5.

                  "Meetinghouse Letter of Credit" means that certain Letter of
Credit dated July 12, 1993 (LC #100148) in the amount of $500,000 issued by
Continental Bank to New England Mutual Life Insurance Company in respect of the
mortgage indebtedness encumbering the Meetinghouse Business Center Properties
1-4, which are part of the Portfolio B Properties, on which Safeguard is the
account party.

                  "Note" has the meaning given to such term in Section 2.3.

                  "Operating Partnership Agreement" means the Agreement of
Limited Partnership of Brandywine Operating Partnership, L.P. of even date
herewith.

                  "Portfolio A Properties" has the meaning given to such term in
the Operating Partnership Agreement.


                                       -2-


<PAGE>



                  "Portfolio B Properties" has the meaning given to such term in
the Operating Partnership Agreement.

                  "Portfolio C Properties" has the meaning given to such term in
the Operating Partnership Agreement.

                  "Preferred Equity Position" means BRT's capital contribution
in Borrower of $3,937,000, in exchange for Units of Class B Limited Partnership
Interests in Borrower, as reduced from time to time by distributions treated as
a return of capital as provided in the Operating Partnership Agreement.

                  "Preferred Return" means BRT's 9.5% annual, cumulative, non-
compounding preferred rate of return on the Preferred Equity Position,
calculated as provided in the Operating Partnership Agreement.

                  "Preferred Return Advances" means any Advances made pursuant
to Section 2.1.3.

                  "Prime Rate" means the "prime rate" as reported by the Wall
Street Journal, which presently defines the term as "the base rate on corporate
loans posted by at least 75% of the nation's 30 largest banks." If at any time
the Wall Street Journal ceases to report such prime rate or changes its
definition, Lender shall have the right to select a substituted rate that Lender
determines, in the exercise of its reasonable commercial discretion, to be most
comparable to the prime rate as reported and defined by the Wall Street Journal
today. Such substituted rate shall, upon the sending of written notice to
Borrower, constitute the "Prime Rate."

                  "Qualified Offering" means the time at which BRT completes a
public or private offering of debt or equity securities generating either: (a)
at least $35,000,000 of net unrestricted cash proceeds at a price per share no
less than the book value of BRT's common stock on the last day of the quarter
immediately preceding the quarter in which the Qualified Offering occurs; or (b)
net unrestricted cash proceeds of at least $25,000,000, but less than
$35,000,000, at a price per share of not less than $5.50, as adjusted in
accordance with customary practice for stock splits, stock combinations and
stock dividends occurring after the date hereof.

                  "Refinancing" means a refinancing of the Portfolio A
Properties, Portfolio B Properties, and/or Portfolio C Properties of the
Borrower, or any of them, that results in net proceeds sufficient for repayment
of the Loan.

                  "Transaction Documents" means this Agreement, the Note and
each other document, instrument, certificate, or agreement reflecting the
transactions described in the Operating Partnership Agreement.


                                       -3-


<PAGE>



                  "Working Capital Advances" means any Advances made pursuant to
Section 2.1.1.

                  "Working Capital Advances Period" has the meaning given to
such term in Section 2.1.1.

                  SECTION 1.2. Accounting Terms. All accounting terms not
specifically defined herein shall be construed, and all financial data submitted
pursuant to this Agreement shall be prepared, in accordance with GAAP.

                                   ARTICLE II

                                    THE LOAN

                  SECTION 2.1. The Loan. Subject to the terms and conditions
hereinafter provided, Borrower may request (and in the case of Letter of Credit
Advances shall be deemed to have requested), and Lender shall make (and in the
case of Letter of Credit Advances shall be deemed to have made), advances to
Borrower in such amounts as will not exceed the following amounts (collectively,
the "Loan"):

                           2.1.1. Working Capital Advances. From time to time
         from the date hereof until the earlier to occur of the Maturity Date or
         January 31, 1998 (the "Working Capital Advances Period"), up to the
         aggregate principal amount of Seven Hundred Thousand Dollars
         ($700,000), to be used for working capital needs of a Portfolio B
         Property or a Portfolio C Property in excess of cash flow and available
         reserves for the operation of the relevant Property, as reduced by any
         monies advanced by Lender after the date hereof in respect of amounts
         drawn under the Meetinghouse Letter of Credit. Borrower may borrow,
         repay amounts borrowed and reborrow during the Working Capital Advances
         Period.

                           2.1.2. Closing Cost Advances. From time to time until
         December 31, 1996, amounts calculated as provided in the next sentence
         to be used to pay the Borrower's 50% share of the transfer taxes on the
         Portfolio B Properties contributed to Borrower by Lender on the date
         hereof, which share is presently estimated at $172,000, and the other
         closing costs incurred by Borrower in acquiring the Portfolio A
         Properties, the Portfolio B Properties and the Portfolio C Properties
         contributed to Borrower by Lender on the date hereof directly and via
         the contribution of partnership interests in the Title Holding
         Partnerships that own such Properties. The amount of such expenses to
         be funded with loans by Lender under this Section 2.1.2 shall be the
         percentage obtained by multiplying the amount of such expenses by a
         fraction, the numerator of which is the number of Class A Units issued
         on the date hereof under the Operating Partnership Agreement and the
         denominator of which is the sum of the number of Class A Units and
         Class B Units so issued on the date hereof. Lender's total advances
         under this Section 2.1.2 shall not exceed $400,000.

                                       -4-


<PAGE>




                           2.1.3. Preferred Return Advances. From time to time
         until the earlier to occur of (i) the completion of a Qualified
         Offering (ii) the satisfaction in full of the GECC Loan, (iii) a
         Liquidation, or (iv) December 31, 2001, to the extent that Borrower is
         unable to distribute fully in any quarter the Preferred Return out of
         its other sources of cash available for such purposes under the
         Operating Partnership Agreement, up to the amount of such shortfall in
         the Preferred Return for such quarter but in no event shall the amount
         that Lender is required to advance under this Section 2.1.3 for any
         quarter exceed the aggregate amount payable for such quarter, if any,
         on the 775,000 common shares of BRT purchased by Safeguard or a
         wholly-owned subsidiary of Safeguard on the date hereof.

                           2.1.4. Letter of Credit Advances. Any and all monies
         paid by Lender on or after the date hereof in respect of amounts drawn
         under, or costs and expenses incurred in connection with, the GECC
         Letter of Credit and the Meetinghouse Letter of Credit (as the same may
         be replaced, reinstated or substituted from time to time) shall for all
         purposes hereof be treated as additional amounts advanced to Borrower
         hereunder which comprise part of the Loan. Lender shall confirm to
         Borrower in writing as to the date, amount and types of Letter of
         Credit Advances.

                  SECTION 2.2. Requests and Disbursements; Conditions Precedent.
On or before the date of any proposed Advance other than a Letter of Credit
Advance, Borrower shall submit to Lender a loan advance requisition in the form
of Exhibit 2.2 attached hereto (an "Advance Request"), including a detailed
breakdown of items to be funded. Within seven (7) days after receiving an
Advance Request, Lender shall make such Advance to Borrower by certified or bank
check or by wire transfer of immediately available funds to Borrower's account
at a bank designated by Borrower in the Advance Request; provided, however,
that:

                           2.2.1. Appraisals. If Lender shall so request, Lender
         shall have received at the time of any Working Capital Advance a
         written valuation of the Portfolio B Property or the Portfolio C
         Property for which such Advance is to be used, prepared by a
         Pennsylvania certified appraiser, in form and amount satisfactory to
         Lender; and

                           2.2.2. No Defaults. No Event of Default shall have
         occurred and be continuing or will result from the making of the
         Advance, and no event shall have occurred and be continuing that with
         notice or lapse of time or both would, if unremedied, be an Event of
         Default.

                  SECTION 2.3. Interest. Interest on the Advances shall accrue
at an annual rate equal to the Prime Rate and shall be payable quarterly in
arrears, on the first day of each calendar quarter and on the date on which any
repayment of the outstanding principal amount of an Advance is made pursuant to
this Agreement. Payment of interest shall be subordinated and subject in right
of payment to the prior payment in full of the Preferred

                                       -5-

<PAGE>



Return payable through the end of the period in respect of which such interest
is being paid. Computations of interest hereunder shall be made on the basis of
a year of 365 or 366 days, as the case may be, for the actual number of days
(including the first day but excluding the last day) elapsed.

                  SECTION 2.4. The Note. The obligation of Borrower to repay the
Advances shall be evidenced by the promissory note of Borrower (the "Note"),
dated the date of this Agreement, substantially in the form of Exhibit 2.4
attached hereto.

                  SECTION 2.5. Repayment of Certain Advances. Subject to the
provisions of Section 2.8, the outstanding amount of any and all Advances other
than the Preferred Return Advances made under the Loan, together with any
accrued but unpaid interest thereon, shall become due and payable on the
earliest to occur of the following (the "Maturity Date"):

                  (a)      The completion of a Qualified Offering;

                  (b) A Refinancing which generates sufficient funds for
repayment of such Advances with interest and of the Horsham 6 Tenant Improvement
Loan with interest;

                  (c)      A Liquidation;

                  (d) July 31, 1999, if at such time the Operating Partnership
has sufficient funds for repayment; or

                  (e)      December 31, 2001.

                  SECTION 2.6. Repayment of Preferred Return Advances. Subject
to the provisions of Section 2.8, the outstanding amount of any and all
Preferred Return Advances made under the Loan, together with any accrued but
unpaid interest thereon, shall become due and payable on the earliest to occur
of (i) the satisfaction in full of the GECC Loan, (ii) a Liquidation, (iii)
December 31, 2001, or (iv) the completion of a Qualified Offering.

                  SECTION 2.7. Payments. Borrower shall make all payments of
principal and interest on the Loan to Lender by check at its offices at 103
Springer Building, 3411 Silverside Road, Wilmington, Delaware 19803, or at
Lender's option by wire transfer of funds immediately available to Lender to
Lender's account No. 5795135074 with PNC Bank Delaware, ABA No. 031 110 089,
Attention: Michael W. Miles, Assistant Treasurer. Whenever any payment to be
made hereunder shall be stated to be due on a day other than a Business Day,
such payment shall be made on the next succeeding Business Day, and such
extension of time shall in such case be included in the computation of payment
of interest hereunder or under the Note.

                  SECTION 2.8. Subordination to Preferred Equity Position In
Liquidation. Upon any Liquidation, the then outstanding amount of the Preferred
Equity Position plus any

                                       -6-

<PAGE>



then unpaid accrued Preferred Return thereon shall first be made or provided for
in full before any repayment is made on account of the Loan pursuant to Sections
2.5 or 2.6. Repayment of the outstanding balance of the Loan pursuant to
Sections 2.5 or 2.6 is not otherwise subordinate in right of payment to the
Preferred Equity Position.

                  SECTION 2.9. Maintenance of Letters of Credit. Safeguard shall
cause the GECC Letter of Credit and the Meetinghouse Letter of Credit, as the
same may be replaced, renewed, or substituted for from time to time, to remain
outstanding for the period and in such amounts as and to the extent required by
the governing loan documents as in effect on the date hereof, with such changes
thereto as may be approved by Safeguard, until the earlier of the Maturity Date
or the repayment of the loan secured by such letter of credit.

                  SECTION 2.10. Required Prepayment. If prior to a Qualified
Offering, the Partnership shall realize any Net Sales Proceeds or Net
Refinancing Proceeds from the sale or refinancing of a Portfolio A Property,
Portfolio B Property, Portfolio C Property or an Option Property, the
Partnership shall use such Net Sales Proceeds or Net Refinancing Proceeds to pay
such outstanding indebtedness of the Partnership to Lender hereunder and/or
under the Horsham 6 Tenant Improvement Loan, all as Lender shall designate.


                                   ARTICLE III

                                   COLLATERAL

                  SECTION 3.1. Security. (a) BRT and TNC each hereby grant to
Lender, as security for the performance and payment of all of Borrower's
liabilities hereunder and under the Note, a security interest under the Uniform
Commercial Code (i) in all of the Class A Units and Class B Units of Limited
Partnership Interest of the Borrower now owned or hereafter acquired by it, (ii)
in the respective general intangibles consisting of their rights to
distributions under the Operating Partnership Agreement (excluding as collateral
under both clauses (i) and (ii) BRT's rights to receive its Preferred Return and
returns of its Preferred Equity Position and BRT's rights to receive
distributions in respect of its Class C Units of Limited Partnership Interest
issued to it under the Operating Partnership Agreement), and (iii) in all
replacements, proceeds and products of the foregoing (collectively, the
"Collateral").

                           (b) If the Class A Units and the Class B Units of the
Borrower owned by BRT and TNC are or become evidenced by certificates, BRT and
TNC shall, at Lender's request in order to further perfect the security interest
granted in the Class A Units and Class B Units hereunder, deliver such
certificates to Lender, or an agent for Lender reasonably satisfactory to BRT
and TNC, duly endorsed in blank for transfer, to be held by Lender or its agent
as Collateral hereunder.


                                       -7-


<PAGE>



                           (c) The Borrower consents to the foregoing grants of
security interests in the Collateral by BRT and TNC, agrees to mark its books
and records to reflect such security interests, acknowledges the Lender's rights
in the Collateral, and agrees to be bound by all provisions hereof relating to
the Collateral.

                  SECTION 3.2. Further Assurances. Each of BRT, TNC, and the
Borrower agree that from time to time, at its expense, it shall promptly execute
and deliver all further instruments and documents, and take all further action,
that may be necessary or desirable, or that Lender may request, in order to
perfect and protect any security interest granted or purported to be granted
hereby or to enable Lender to exercise and enforce its rights and remedies
hereunder with respect to any Collateral. Without limiting the generality of the
foregoing, each of BRT, TNC, and the Borrower shall execute and file such
financing or continuation statements, or amendments thereto, and such other
instruments, notices, and acknowledgements as may be necessary or desirable, or
as Lender may request, in order to perfect and preserve the security interests
granted or purported to be granted hereby.

                  SECTION 3.3. Financing Statements. Each of BRT and TNC hereby
authorizes Lender to file one or more financing or continuation statements, and
amendments thereto, relative to all or any part of the Collateral without the
signature of BRT or TNC where permitted by law. A carbon, photographic, or other
reproduction of this Agreement or any part thereof shall be sufficient as a
financing statement where permitted by law.

                                   ARTICLE IV

                                     DEFAULT

                  SECTION 4.1. Events of Default. Each of the following shall be
an event of default (an "Event of Default"):

                  (a) If Borrower shall fail to pay any principal or interest on
the Loan within ten days of its due date; or

                  (b) If Borrower shall be in default in any material respect
under any Transaction Document, and shall have failed to cure such default
within 30 days' after Lender has notified Borrower of such default in writing.

                  SECTION 4.2. Remedies. If any Event of Default shall occur and
be continuing, Lender may, without notice to Borrower except as specified below,
and in addition to other rights and remedies available to Lender, whether
available at law, in equity, under the other Transaction Documents or otherwise,
(a) terminate its obligations to make, and Borrower's ability to receive,
further Advances (except Letter of Credit Advances which are deemed made); (b)
declare the entire unpaid principal amount of all Advances actually made, and
all interest accrued and unpaid to be forthwith due and payable, without
presentment, demand, protest or further action or notice of any kind, all of
which are hereby

                                       -8-


<PAGE>



expressly waived by Borrower; (c) exercise all of the rights and remedies of a
secured party under the Uniform Commercial Code or any other applicable laws or
agreements with respect to all of the Collateral; provided, that, Borrower shall
use reasonable efforts to foreclose upon the Collateral in such manner that any
repayment of Loans with the proceeds of the Collateral is pro rated between BRT
and TNC, in accordance with the percentages that the Class A or Class B Units
issued to each such person under the Operating Partnership Agreement on the date
hereof bears to the total number of Class A and Class B Units issued to them
under the Operating Partnership Agreement on the date hereof, and provided
further that, the aggregate dollar amount of loans that Lender shall be entitled
to have repaid with the proceeds of the Collateral shall be equal to that amount
obtained by multiplying (x) the sum of the outstanding principal balance of the
Loan, plus all accrued, unpaid interest thereon and all expenses for which
Lender is entitled to be reimbursed hereunder by (y) a fraction, the numerator
of which is the number of Class A Units and Class B Units of Limited Partnership
Interests issued under the Operating Partnership Agreement on the date hereof to
all persons other than Safeguard and its wholly-owned subsidiaries, and the
denominator of which is the total number of Class A Units and Class B Units of
Limited Partnership Interests issued to all persons under the Operating
Partnership Agreement on the date hereof; and (d) sell the Collateral or any
part thereof in one or more parcels at public or private sale, for cash, on
credit, or for future delivery, and upon such other terms as Lender may deem
commercially reasonable, in connection with which each of BRT, TNC and Borrower
agrees that, to the extent notice of sale shall be required by law, at least
five business days' notice to Borrower of the time and place of any public sale
or the time after which any private sale is to be made shall constitute
reasonably notification. Lender shall not be obligated to make any sale of the
Collateral regardless of notice of sale having been given. Lender may adjourn
any public or private sale from time to time by announcement at the time and
place fixed therefor, and such sale may, without further notice, be made at the
time and place to which it was so adjourned.

                  SECTION 4.3. Application of Proceeds. All cash proceeds
received by Lender in respect of any sale of, collection from, or other
realization upon all or any part of the Collateral may, in the discretion of
Lender, be held by Lender (without interest) as collateral for, and/or then or
at any time thereafter applied (after payment of any amounts payable to Lender
pursuant to Section 4.4) in whole or in part by Lender against, all or any part
of the Loan in such order as Lender shall elect. Any surplus of such cash or
cash proceeds held by Lender and remaining after payment in full of all the Loan
shall be paid over to whosoever may be lawfully entitled to receive such
surplus.

                                    ARTICLE V

                                  MISCELLANEOUS

                  SECTION 5.1. No Waiver; Cumulative Remedies. No failure or
delay on the part of Lender in exercising any right, power or remedy hereunder
shall operate as a waiver thereof; nor shall any single or partial exercise of
any such right, power or remedy preclude

                                       -9-


<PAGE>



any other or further exercise thereof or the exercise of any other right, power
or remedy hereunder. The rights, powers and remedies herein provided are
cumulative and not exclusive of any rights powers or remedies provided by law or
in equity. No waiver of any provision hereof, nor consent to any departure
therefrom, shall be effective unless the same shall be in writing and signed by
Lender, and then such waiver or consent shall be effective only in the specific
instance and for the specific purpose for which it was given.

                  SECTION 5.2. Notices. Unless this Agreement specifically
provides otherwise, all notices and other communications that this Agreement
requires or permits either party to give to the other shall be in writing and
shall be given to such party at its address or facsimile number specified on the
signature pages of this Agreement or at such other address or facsimile number
as shall be designated by such party in a notice to the other party complying
with the terms of this Section 5.2. Unless this Agreement specifically provides
otherwise, all notices and other communications shall be effective (a) if given
by mail, when received, (b) if given by facsimile, when such facsimile is
transmitted to the appropriate facsimile number and the sender receives
confirmation of transmission during normal business hours, or (c) if given by
any other means, when delivered at the appropriate address.

                  SECTION 5.3. Binding Effect. This Agreement shall become
effective when it shall have been executed by Borrower and Lender and thereafter
shall be binding upon and inure to the benefit of the parties and their
respective successors and permitted assigns, except that Borrower shall not have
the right to delegate its duties hereunder without the prior written consent of
Lender.

                  SECTION 5.4. Entire Agreement. This Agreement and the Note
represent the entire understanding and agreement of the parties with respect to
the subject matter hereof, and supersede any and all prior agreements and
understandings or representations, whether oral or written, by or between the
parties with respect to the subject matter hereof.

                  SECTION 5.5. Titles and Captions. All article and section
titles and captions contained in this Agreement are for convenience of reference
only and are not deemed a part of the context hereof.

                  SECTION 5.6. Interpretation. Except as otherwise indicated,
all agreements defined herein refer to the same as from time to time amended or
supplemented or the terms thereof waived or modified in accordance herewith and
therewith. In this Agreement, in the computation of a period of time from a
specified date to a later specified date, the word "from" means "from and
including" and the words "to" and "until" each means "to but excluding."

                  SECTION 5.7. Governing Law. This Agreement and the Note shall
be governed in all respects by the law of the Commonwealth of Pennsylvania.


                                      -10-


<PAGE>



                  SECTION 5.8. Indemnity and Expenses. Borrower agrees to
indemnify Lender from and against any and all claims, losses, and liabilities
growing out of or resulting from this Agreement (including, without limitation,
enforcement of this Agreement), except claims, losses, or liabilities resulting
from Lender's gross negligence or willful misconduct. Borrower shall upon demand
pay to Lender the amount of any and all reasonable expenses, including the
reasonable fees and disbursements of its counsel and of any experts and agents,
which Lender may incur in connection with (i) the custody, preservation, or the
sale of, collection from, or other realization upon, any of the Collateral, (ii)
the exercise or enforcement of any of the rights of Lender, or (iii) the failure
by Borrower, BRT or TNC to perform or observe any of the provisions hereof.

                  SECTION 5.9. Counterparts. This Agreement may be executed in
one or more counterparts, all of which taken together shall constitute one and
the same agreement.





                                      -11-


<PAGE>



                  IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first above written.

BRANDYWINE OPERATING                           Address:     
PARTNERSHIP, L.P.                              --------                
                                               Two Greentree Center, Ste.100  
By:      BRANDYWINE REALTY                     Marlton, New Jersey 08053     
         TRUST, its general partner            Facsimile No.: 609-797-0425   
                                               Attention: Gerard H. Sweeney  
         By: /s/ Gerard H. Sweeney
            ---------------------------------          
         Name: Gerard H. Sweeney               
         Title: President



SAFEGUARD SCIENTIFICS                          Address:                       
(DELAWARE), INC.                               --------               
                                               103 Springer Building          
                                               3411 Silverside Road           
By: /s/ Donald R. Caldwell                     Wilmington, Delaware 19803    
   ----------------------------                Facsimile No.:  302-478-3667   
Name: Donald R. Caldwell                       Attention:  Michael W. Miles,  
Title: President                                        Assistant Treasurer   
                                                
                                               

                  Each of the undersigned have caused this Agreement to be
executed by their respective officers thereunto duly authorized, as of the date
first above written, for the sole purpose of being bound by the provisions of
Article III and Article IV; provided, however, that no recourse shall be had
against the undersigned, or any of their respective shareholders, trustees,
directors, officers or employees, with respect to any obligation hereunder other
than with respect to the Collateral.

BRANDYWINE REALTY TRUST                         Address:            
                                                --------               
                                                Two Greentree Center, Suite 100
By: /s/ Gerard H. Sweeney                       Marlton, NJ  08953             
   --------------------------                   Facsimile No.:  609-792-0925   
Name: Gerard H. Sweeney                         Attention:  Gerard H. Sweeney  
Title: President                                
                                                

THE NICHOLS COMPANY                             Address: 
                                                --------                       
                                                16 Campus Boulevard, Suite 150  
                                                Newtown Square, PA  19073       
By: /s/ Anthony A. Nichols                      Facsimile No.:  610-325-5622  
   --------------------------                   Attention:  John P. Gallagher  
Name: Anthony A. Nichols                         
Title: President                                                                
                                                






                                      -12-


<PAGE>





                  The undersigned has executed this Agreement solely for the
purpose of being bound by the provisions of Section 2.9 hereof.

SAFEGUARD SCIENTIFICS, INC.                    Address
                                               --------
                                               800 The Safeguard Building
By: /s/ Glenn T. Reiger                        435 Devon Park Drive     
   ---------------------------                 Wayne, PA  19087     
Name: Glenn T. Reiger                          Attention:  Glenn Rieger   
Title: Vice President                                         

                                      -13-


<PAGE>



                                   EXHIBIT 2.2

                             FORM OF ADVANCE REQUEST




                                     [DATE]


Safeguard Scientifics, Inc.
800 The Safeguard Building
435 Devon Park Drive
Wayne, PA 19087
Attention:

Ladies and Gentlemen:

                  We hereby request that you advance to us pursuant to Section
2.1 of that certain Loan Agreement to which we are parties dated as of
_____________, 1996 (the "Agreement") the amount of $________.

                  The undersigned hereby certifies as follows:

                  1. The amounts and uses of the proposed Advance are more
specifically described on Exhibit A attached hereto.

                  [2. If the Advance is to be a Working Capital Advance, an
appraisal of the relevant Property has been delivered to you as required by
Section 2.2.1 of the Agreement.]

                  All capitalized terms used herein and not otherwise defined
shall have the meanings set forth in the Agreement.

                                       Very truly yours,

                                       BRANDYWINE OPERATING PARTNERSHIP, L.P.

                                       By:  Brandywine Realty Trust, its
                                            general partner


                                            By:_____________________________,
                                                     Authorized Officer

                                      -14-


<PAGE>


                                    EXHIBIT A                

                          BREAKDOWN OF PROPOSED ADVANCE

Description                                                          Amount
- -----------                                                          ------  
                           A. Working Capital Advances

[Describe working capital advances needed in excess
of cash flow and available reserves]                               $__________

                            B. Closing Cost Advances

[Identify transfer tax or other closing cost]                      $__________

                          C. Preferred Return Advances

[Cash Shortfall for quarter ending ___________]                    $__________





                                      -15-


<PAGE>



                                   EXHIBIT 2.4

                                  FORM OF NOTE

$_______                                                  ______________, 199_

                  On or before _____________, the undersigned promises to pay to
the order of _____________________________ ("Lender") the principal sum of
___________________________ Dollars ($_______), in the installments, at the
times, and with interest at the rates provided by a Loan Agreement between the
undersigned and Lender dated of even date herewith, to which this Note is
subject.

                                      BRANDYWINE OPERATING PARTNERSHIP, L.P.


                                      By:   Brandywine Realty Trust, its
                                            general partner


                                            By:_____________________________,
                                                     Authorized Officer


                                      -16-
