(THIS NOTE IS SUBORDINATED AND UNSECURED)
$800,000.00 February 28, 2000 San Francisco, California
FOR VALUE RECEIVED, Crown Services, Inc., a Delaware corporation (the "Borrower") hereby promises to
pay to Gateway Advisors, Inc., a Delaware corporation (the "Lender"), or order, at such location as the Lender
shall direct in writing from time to time, the principal sum of Eight Hundred Thousand Dollars ($800,000.00) with
interest to accrue from the date of this Note on the amounts of principal remaining from time to time unpaid until
said principal sum is paid, with interest calculated at the fixed rate of eight percent (8 %) per annum.
The entire balance of principal and interest owing hereunder shall be due and payable on April 1, 2000 (the
"Maturity Date"), provided, however, that all unpaid principal and accrued interest will become immediately
payable in the event Borrower raises gross proceeds of $3,000,000 from the sale of its capital stock, after the
date of this Note.
If suit is brought to collect this Note, the Lender, at Lender's option, shall be entitled to collect from Borrower all
reasonable costs and expenses of suit, including, but not limited to, reasonable attorneys' fees.
Borrower may prepay at any time or from time to time any portion or all of the principal amount outstanding
under this Note without penalty.
Borrower waives presentment, demand for performance, notice of nonperformance, protest, notice of protest
and notice of dishonor.
2. CHOICE OF LAW AND VENUE
This Note shall be deemed to have been made in the State of California and the validity of this Note, the
construction, interpretation, and enforcement hereof, and the rights of the parties hereto, shall be determined
under, governed by, and construed in accordance with the internal laws of the State of California, without regard
to principles of conflicts of law. BORROWER AND LENDER EACH WAIVE ANY RIGHT EACH MAY
HAVE TO ASSERT THE DOCTRINE OF FORUM NON CONVENIENS OR TO OBJECT