$500,000 January 3, 2001 San Carlos, California
FOR VALUE RECEIVED, the undersigned Borrower promises to pay to Liberate Technologies, Inc.
("Liberate") at its principal executive offices the principal sum of five hundred thousand dollars ($500,000),
together with interest from the date of this Note on the unpaid principal balance, upon the terms and conditions
1. TERM AND AMORTIZATION. The principal balance of this Note, together with interest accrued and
unpaid to date, shall be due and payable at the close of business on the second anniversary of the date of this
Note. The entire principal balance of this Note, together with interest accrued and unpaid to date, shall be due
and payable 60 days after the Borrower's employment with Liberate terminates.
2. RATE OF INTEREST. Interest shall accrue under this Note on any unpaid principal balance at the rate of
5.90% per annum, compounded annually.
3. PREPAYMENT. Prepayment of principal and interest may be made at any time, without penalty.
4. NOTE DUE AND PAYABLE. The entire unpaid principal sum and unpaid interest under this Note shall
become immediately due and payable upon:
(a) The failure of the Borrower to pay when due the principal balance and accrued interest on this Note and the
continuation of such default for more than 30 days; or
(b) The insolvency of the Borrower, the commission of an act of bankruptcy by the Borrower, the execution by
the Borrower of a general assignment for the benefit of creditors, or the filing by or against the Borrower of a
petition in bankruptcy or a petition for relief under the provisions of the federal bankruptcy act or another state or
federal law for the relief of debtors and the continuation of such petition without dismissal for a period of 90 days
5. SECURITY. This Note shall be secured by real property located at [Confidential Data] San Mateo,
California, or such successor property as the parties mutually designate. Independent of su