$775,000.00 May 30, 2003
For value received, U.S. HOME SYSTEMS, INC., as principal ("Borrower"), promises to pay to the order of
THE FROST NATIONAL BANK, a national banking association ("Lender") at P.O. Box 1600, San Antonio,
Texas 78296, or at such other address as Lender shall from time to time specify in writing, the principal sum of
SEVEN HUNDRED SEVENTY-FIVE THOUSAND AND 00/100 DOLLARS ($775,000), in legal and
lawful money of the United States of America, with interest on the outstanding principal from the date advanced
until paid at the rate set out below. Interest shall be computed on a per annum basis of a year of 360 days and for
the actual number of days elapsed, unless such calculation would result in a rate greater than the highest rate
permitted by applicable law, in which case interest shall be computed on a per annum basis of a year of 365 days
or 366 days in a leap year, as the case may be.
1. Payment Terms. Principal shall be due and payable in monthly payments of $16,145.83 each, payable on the
30th day of each calendar month, beginning June 30, 2003, and continuing regularly thereafter until May 30,
2007, when the entire amount hereof, principal and interest then remaining unpaid, shall be then due and payable.
Interest, computed upon the unpaid principal balance hereof, shall be due and payable monthly as it accrues, on
the same dates as, but in addition to, said payments of principal; interest being calculated on the unpaid principal
each day principal is outstanding and all payments made credited to any collection costs and late charges, to the
discharge of the interest accrued and to the reduction of the principal, in such order as Lender shall determine.
2. Late Charge. If a payment is made 10 days or more late, Borrower will be charged, in addition to interest, a
delinquency charge of (i) 5% of the unpaid portion of the regularly scheduled payment, or (ii) $250.00, whichever
is less. Additionally, upon maturity of