$16,000.00 Los Angeles, California May 9, 1996
For good and valuable consideration, the receipt and sufficiency of which is acknowledged, the undersigned,
Tag-It ("Payor"), hereby promises to pay to Pacific Western ("Payee"), or order, the principal sum of Sixteen
Thousand ($16,000.00) with interest thereon at a rate of Seven and One Half percent (7.5%) per annum from
the date hereof, which amount has been or will be funded by Payee to Payor as follows: (a) Ten Thousand
Dollars ($10,000) on the date thereof; (b) Five Thousand Dollars ($5,000) on 5/31/96; (c) One Thousand
Dollars ($1,000) on 7/18/96. All payments on this Note shall be made at such address as the holder of this Note
may advise Payor in writing, in lawful money of the United States of America.
All interest and the entire principal amount of this Note shall be payable to Payee on the fifteenth day following
the date of delivery by Payee to Payor of written demand therefor, (the "Maturity Date"). This Note may be
prepaid in whole or in part at any time without penalty.
Payor hereby waives presentment for payment, protest, notice of protest and notice of non-payment of this Note.
In the event that any suit or proceeding is instituted by the holder of this Note for collection hereof, the holder of
this Note shall be entitled to repayment by the Payor of all costs and expenses incurred in connection therewith,
including court costs and attorneys' fees, regardless of whether a lawsuit is instituted. This Note may be extended
or renewed by the holder hereof, at the holder's option, but no such extension or renewal shall be effective unless
made in writing, and Payor acknowledges that it is not entitled to any such extension or renewal and has been
given no assurance of any nature with respect thereto. No failure on the part of the holder of this Note to
exercise, or delay in exercising, any right, remedy or privilege under this Note shall operate as a waiver thereof,
nor shall a single or partial exercise thereof pre