For value received MARANI BRANDS, INC., a Nevada corporation (the "Company"), hereby promises to
pay to the order of LOUIS R. LOPEZ, a resident of the State of California and his successors and/or assigns
(the "Holder"), the principal sum of FIFTY THOUSAND U.S. DOLLARS ($50,000.00), and to pay interest on
the outstanding principal amount of this Note, all as provided for in this Note.
1. Payment of Principal. The outstanding principal amount of this Note shall be payable upon the date
that the Company completes an equity financing of greater than $1,000,000 (the "Maturity Date").
2. Interest. Interest shall accrue on the outstanding principal amount of this Note at a rate of eight
percent (8%) per annum (calculated on the basis of a year comprised of 12 months of 30 days), and shall be
payable on the Maturity Date.
3. Events of Default. Upon the occurrence of any of the following events (each an "Event of Default"),
the outstanding principal of this Note together with all accrued and unpaid interest shall become
automatically due and payable:
the Company fails to pay the principal amount of this Note or interest on such principal
amount when any such amount is due and payable hereunder; or
the Company shall default or breach in its observance or performance of any covenant
contained in this Note or, on its part to be observed or performed by the Company; or
the Company admits its inability to, or fails generally or is generally unable to, pay its
debts as such debts become due, or files any petition or action for relief under any bankruptcy, reorganization,
insolvency or moratorium law or any other law for the relief of, or relating to, debtors, now or hereafter in effect,
or makes a general assignment for the benefit of creditors, or applies for or consents to the appointment of any
custodian, receiver, trustee (or other similar official) for the Company any of its properties or assets, or takes any