$149,987.25 San Diego, California April 18, 2000
FOR VALUE RECEIVED, the undersigned, John Hildebrandt (the "Borrower") promises to pay to PriceSmart,
Inc., a Delaware corporation, (the "Company"), or order, the principal amount of one hundred forty nine
thousand, nine hundred eighty seven dollars and twenty five cents ($149,987.25) with interest from the date
hereof on the unpaid principal balance under this Note at the rate of six percent (6%) per annum (on the basis of
a 360-day year and the actual number of days elapsed). The principal amount of this Note shall be due and
payable on or before the earlier of six years from the date of this Note, or the date on which the indebtedness
under this Note is accelerated as provided for under this Note or the Pledge Agreement (as defined below). The
interest payable under this Note shall be payable in bi-monthly installments throughout the term of this Note. Any
accrued and unpaid interest under this Note shall be due and payable concurrently with principal.
Borrower agrees that, while Borrower is employed by the Company, all bi-monthly interest payments under this
Note shall be made to the Company or its order in regular bi-monthly payroll deductions, beginning May 5,
2000. All payments under this Note shall be made to the Company or its order in lawful money of the United
States of America at the offices of the Company at its then principal place of business or at such other place as
the Company or any holder hereof shall designate for such purpose from time to time.
Each payment under this Note shall be applied in the following order:
(i) to the payment of costs and expenses provided for under this Note or the Pledge Agreement; (ii) to the
payment of accrued and unpaid interest; and (iii) to the payment of outstanding principal. The Company and each
holder hereof shall have the continuing and exclusive right to apply or reverse and reapply any and all payments
under this Note.
This Note may be prepaid in wh