THIS PROMISSORY NOTE (THE "SECURITIES") HAS BEEN ACQUIRED FOR INVESTMENT FOR
THE HOLDER'S OWN ACCOUNT AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION
WITH ANY DISTRIBUTION OF SECURITIES. THE SECURITIES HAVE NOT BEEN REGISTERED
OR QUALIFIED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("SECURITIES ACT") OR
UNDER ANY STATE SECURITIES LAWS ("BLUE SKY LAWS"). AN OFFER TO SELL OR
TRANSFER OR THE SALE OR TRANSFER OF THE SECURITIES IS UNLAWFUL UNLESS MADE
PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR PERMIT, AS APPLICABLE,
UNDER THE SECURITIES ACT OR APPLICABLE BLUE SKY LAWS OR UNLESS AN EXEMPTION
FROM REGISTRATION AND/OR QUALIFICATION UNDER THE SECURITIES ACT AND
APPLICABLE BLUE SKY LAWS IS AVAILABLE OR AN OPINION OF COUNSEL, OR OTHER
EVIDENCE REASONABLY SATISFACTORY TO THE COMPANY, IS PROVIDED TO THE
COMPANY TO THE EFFECT THAT SUCH REGISTRATION OR QUALIFICATION IS NOT
REQUIRED UNDER THE SECURITIES ACT AND APPLICABLE BLUE SKY LAWS.
ROOMSYSTEM TECHNOLOGIES, INC.
February 15, 2000
FOR VALUE RECEIVED, the undersigned, RoomSystem Technologies, Inc., a Nevada corporation ("Maker"),
promises to pay to the order of Ash Capital, LLC, a Utah limited liability company ("Lender"), the principal sum
of Five Hundred Thousand Dollars ($500,000)("Loan Amount ") pursuant to the terms set forth below.
1. TERM. The Note shall mature on May 31, 2000 (the "Maturity Date").
2. INTEREST; PRINCIPAL PAYMENTS. The Note shall bear simple interest at the rate of ten percent (10%)
per annum, payable on the Maturity Date. Interest shall be calculated on the basis of a three hundred and sixty
(360) day year, based on the actual number of days elapsed. Interest not paid when due shall be added to the
unpaid principal balance and shall thereafter bear interest at the same rate as principal. All payments (including
prepayments) hereunder are to be applied first to the payment of accrued interest and the remaining balance shall
be applied to the payment of principal.