Exhibit 10.1


    

      PROMISSORY
        NOTE

      
        	
                Borrower:
                  

              	
                Language
                  Access Network, LLC

                111
                  West Rich Street

                Suite
                  150

                Columbus
                  OH 43215

              	
                Lender:

              	
                Interim
                  Support, LLC

                111
                  West Rich Street

                Suite
                  150

                Columbus
                  OH 43215

              
	 	 	 
	
                Principal
                  Amount: $1,000,00.00

              	 	 


      

      


      PROMISE
        TO PAY. Language Access Network, LLC. (“Borrower”) promises to pay to Interim
        Support, LLC (“Lender"), or order, in lawful money of the United States of
        America, the principal amount of One Million & 00/100 Dollars
        ($1,000,000.00), together with interest on the unpaid principal balance from
        October 11, 2007, until paid in full. 

       

      This
        revolving Note evidences an arrangement (the “Subject Commitment"') whereby
        Borrower may, on the date of this Note and thereafter until (but not including)
        October 11, 2008 {the ”Expiration Date") or such earlier date upon which the
        Subject Commitment is terminated or reduced to zero, obtain from lender,
        subject
        to the terms and conditions of this Note, such loans (each a "Subject Loan")
        as
        Borrower may from time to time properly request. The amount of the Subject
        Commitment shall be equal to the face amount of this Note, provided, that
        Borrower shall have the right, at any time and from time to time, to permanently
        reduce the amount of the Subject Commitment to any amount that is an integral
        multiple of One Thousand and no/100 dollars ($1,000.00) (the "Minimum Borrowing
        Amount”) by giving Lender not less than one (1) Banking Day's prior notice
        (which shall be irrevocable) of the effective date of the reduction, provided,
        that no reduction in the amount of the Subject Commitment shall be effective
        if,
        after giving effect to that reduction, the aggregate unpaid principal balance
        of
        the Subject Loans would exceed the amount of the Subject Commitment as so
        reduced. Regardless of any fee or other consideration received by lender,
        the
        Subject Commitment may be terminated pursuant to Default and the Lender's
        Rights. 

       

      Loan
        Requests; Disbursement. A Subject Loan is properly requested if requested
        orally
        or in writing not later than 2:00 p.m., Banking Office Time, of the Banking
        Day
        upon which that Subject Loan is to be made. Each request for a Subject Loan
        shall of itself constitute, both when made and when honored a representation
        and
        warranty by Borrower to Lender that Borrower is entitled to obtain the requested
        Subject Loan. Lender is hereby irrevocably authorized to make an appropriate
        entry on this Note, in a loan account on Lender's books and records, or both,
        whenever Borrower obtains a Subject Loan. Each such entry shall be prima
        facie
        evidence of the data entered, but the making of such an entry shall not be
        a
        condition to Borrower's obligation to pay. Lender is hereby directed, absent
        notice from Borrower to the contrary, to disburse the proceeds of each Subject
        Loan to Borrower's general checking account with Lender. Lender shall have
        no
        duty to follow, nor any liability for, the application of any proceeds of
        any
        Subject Loan. 

       

      Each
        Subject Loan shall be in an amount that is an integral multiple of the Minimum
        Borrowing Amount. Borrower shall not be entitled to obtain any Subject Loan
        (a)
        on or after the termination of the Subject Commitment or the reduction thereof
        to zero, (b) if either at the time of Borrower's request for that loan or
        when
        that request is honored there shall exist or would occur any Event of Default,
        (c) if any representation, warranty, or other statement (other than any
        expressly made as of a single date) made by any Person (other than Lender)
        in
        any Related Writing would, if made either as of the time of Borrower's request
        for that Subject Loan or as of the time when that request is honored, be
        untrue
        or incomplete in any respect, or (d) if after giving effect to that Subject
        Loan
        and all others for which requests are then pending, the aggregate unpaid
        principal balance of the Subject Loans would exceed the then amount of the
        Subject Commitment. 

       

      The
        unpaid principal balance of each Subject Loan shall at all times bear interest
        at the Contract Rate, provided, that so long as any principal of or accrued
        interest on any Subject Loan is overdue, all unpaid principal of each Subject
        Loan and all overdue interest on that principal shall bear interest at a
        fluctuating rate equal to two percent (2%) per annum above the rate that
        would
        otherwise be applicable, but in no case less than two percent (2%) per annum
        above the Prime Rate; provided further, that in no event shall any principal
        of
        or interest on any Subject Loan bear interest at any time after Maturity
        at a
        lesser rate than the rate applicable thereto immediately after Maturity.
        The
        "Contract Rate" shall at all times be a fluctuating rate equal to two and
        no one
        hundredths of one percent (2.00%) per annum plus the Index, provided, that
        in
        the event the Index is unavailable as a result of Lender's good faith
        determination of the occurrence of one of the events specified in the section
        labeled "LIBOR Unavailable", the "Contract Rate" shall be a fluctuating rate
        equal to the Prime Rate. 

       

      Interest
        on each Subject Loan shall be payable in arrears on December 1, 2007, and
        on the
        first day of each month thereafter, at Maturity, and on demand thereafter.
        The
        Index rate shall be adjusted by Lender, as necessary, at the end of each
        Banking
        Day during the term hereof. 

       

      LIBOR
        Unavailable. Notwithstanding any provision or inference to the contrary,
        the
        Contract Rate shall not be based on the Index if Lender shall determine in
        good
        faith that (a) any governmental authority has asserted that it is unlawful
        for
        Lender to fund, make, or maintain loans bearing interest based on the Index,
        or
        (b) circumstances affecting the market selected by Lender for the purpose
        of
        funding the Subject Loans make it impracticable for Lender to determine the
        Index. Lender's books and records shall be conclusive (absent obvious error)
        as
        to whether Lender shall have determined that the Contract Rate is prohibited
        from being based on the Index. If the Contract Rate is prohibited from being
        based on the Index as a result of the occurrence of one of the events referenced
        in this section, then, and in each such case, notwithstanding any provision
        or
        inference to the contrary, the then outstanding principal balance of this
        Note
        shall upon lender giving Borrower notice of Lender's determination of the
        occurrence of such an event, bear interest at a Contract Rate based on the
        Prime
        Rate including the applicable spread described above. 

       

      Each
        Subject Loan shall be due and payable in full upon the Expiration Date.


       

      Unless
        otherwise agreed or required by applicable law, payments will be applied
        first
        to any accrued unpaid interest; then to principal; then to any unpaid collection
        costs; and then to any late charges. The annual interest rate for this Note
        is
        computed on a 365/360 basis; that is, by applying the ratio of the annual
        interest rate over a year of 360 days, multiplied by the outstanding principal
        balance, multiplied by the actual number of days the principal balance is
        outstanding. Borrower will pay Lender at Lender's address shown above or
        at such
        other place as Lender may designate in writing.


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      


      VARIABLE
        INTEREST RATE.
        The
        interest rate on this Note is subject to change from time to time based on
        changes in an index which is the One Month LIBOR "One Month LIBOR” means, with
        respect to a loan, the rate per annum (rounded upwards, if necessary, to
        the
        next higher 1/16 of 1 %) determined by Lender and equal to the average rate
        per
        annum at which deposits (denominated in United States dollars) in an amount
        similar to the principal amount of that loan and with a maturity of one (1)
        month are offered at 11 :00 A.M London time (or as soon thereafter as
        practicable) on the Date of Reference by banking institutions in the London,
        United Kingdom market. as such interest rate is referenced
        and reported by the British Bankers Association on Reuters Screen L1BOR01
        Page
        or, if the same is unavailable, any other generally accepted authoritative
        source of such interest rate as Lender may reference from time to time (the
        "Index"), Lender will tell Borrower the current Index rate upon Borrower's
        request The interest rate change will not occur more often than each change
        in
        One Month LIBOR Borrower understands that Lender may make loans based on
        other
        rates as well. The interest rate to be applied to the unpaid principal balance
        during this Note will be at a rate of 2,000 percentage points over the Index.
        NOTICE: Under no circumstances will the interest rate on this Note be more
        than
        the maximum rate allowed by applicable law. Whenever increases occur in the
        interest rate, Lender, at its option, may do one or more of the following:
        (A)
        increase Borrower's payments to ensure Borrower's loan will pay off by its
        original final maturity date, (B) increase Borrower's payments to cover accruing
        interest, (C) increase the number of Borrower's payments, and (D) continue
        Borrower's payments at the same amount and increase Borrower's final payment.
        

       

      PREPAYMENT.
        Borrower
        may pay without penalty all or a portion of the amount owed earlier than
        it is
        due Early payments will not, unless agreed to by Lender in writing, relieve
        Borrower of Borrower's obligation to continue to make payments under the
        payment
        schedule Rather, early payments will reduce the principal balance due and
        may
        result in Borrower’s making fewer payments. Borrower agrees not to send Lender
        payments marked "paid in full", "without recourse", or similar language.
        If
        Borrower sends such a payment, Lender may accept it without losing any of
        Lender's rights under this Note, and Borrower will remain obligated to pay
        any
        further amount owed to Lender. All written communications concerning disputed
        amounts, including any check or other payment instrument that indicates that
        the
        payment constitutes "payment in full" of the amount owed or that is tendered
        with other conditions or limitations or as full satisfaction of a disputed
        amount must be mailed or delivered to: Interim Support, LLC, 111 Rich Street
        Suite 150, Columbus, OH 43215. 

       

      LATE
        CHARGE.
        If a
        payment is 10 days or more late, Borrower will be charged 5.000% of the unpaid
        portion of the regularly scheduled payment or $20.00, whichever is greater,
        

       

      INTEREST
        AFTER DEFAULT.
        Upon
        default, including failure to pay upon final maturity, the interest rate
        on this
        Note shall be increased by adding a 2.000 percentage point margin ("Default
        Rate
        Margin"). The Default Rate Margin shall also apply to each succeeding interest
        rate change that would have applied had there been no default. However, in
        no
        event will the interest rate exceed the maximum interest rate limitations
        under
        applicable law. 

       

      DEFAULT.
        Each of
        the following shall constitute an event of default ("Event of Default") under
        this Note: 

       

      Payment
        Default.
        Borrower
        fails to make any payment when due under this Note. 

       

      Other
        Defaults.
        Borrower
        fails to comply with or to perform any other term, obligation, covenant or
        condition contained in this Note or in any of the related documents or to
        comply
        with or to perform any term, obligation, covenant or condition contained
        in any
        other agreement between Lender and Borrower. 

       

      False
        Statements.
        Any
        warranty, representation or statement made or furnished to Lender by Borrower
        or
        on Borrower's behalf under this Note or the related documents is false or
        misleading in any material respect either now or at the time made or furnished
        or becomes false or misleading at any time thereafter.

       

      LENDER’S
        RIGHTS.
        Upon
        default, Lender may declare the entire unpaid principal balance under this
        Note
        and all accrued unpaid interest immediately due, and then Borrower will pay
        that
        amount; provided, however that in the case of an Event of Default of the
        type
        described in the "Insolvency" subsection above, such acceleration shall be
        automatic and not optional. 

       

      ATTORNEYS'
        FEES; EXPENSES.
        Lender
        may hire or pay someone else to help collect this Note if Borrower does not
        pay.
        Borrower will pay Lender that amount. This includes, subject to any limits
        under
        applicable law, Lender's attorneys' fees and Lender's legal expenses, whether
        or
        not there is a lawsuit, including attorneys' fees, expenses for bankruptcy
        proceedings (including efforts to modify or vacate any automatic stay or
        injunction), and appeals. If not prohibited by applicable law. Borrower also
        will pay any court costs in addition to all other sums provided by law.


       

      JURY
        WAIVER.
        Lender
        and Borrower hereby waive the right to any jury trial in any action, proceeding,
        or counterclaim brought by either Lender or Borrower against the other.


       

      WAIVERS;
        REMEDIES; APPLICATION OF PAYMENTS.
        Lender
        may from time to time in its discretion grant waivers and consents in respect
        of
        this Note or any other Related Writing or assent to amendments thereof, but
        no
        such waiver, consent, or amendment shall be binding upon Lender unless set
        forth
        in a writing (which writing shall be narrowly construed) signed by Lender.
        No
        course of dealing in respect of, nor any omission or delay in the exercise
        of,
        any right, power. or privilege by Lender shall operate as a waiver thereof,
        nor
        shall any single or partial exercise thereof preclude any further or other
        exercise thereof or of any other, as each such right, power, or privilege
        may be
        exercised either independently or concurrently with others and as often and
        in
        such order as Lender may deem expedient. Without limiting the generality
        of the
        foregoing, neither Lender's acceptance of one or more late payments or charges
        nor Lender's acceptance of interest on overdue amounts at the respective
        rates
        applicable thereto shall constitute a waiver of any right of Lender Each
        right,
        power, or privilege specified or referred to in this Note is in addition
        to and
        not in limitation of any other rights, powers, and privileges that Lender
        may
        otherwise have or acquire by operation of law, by other contract, or otherwise
        Lender shall be entitled to equitable remedies with respect to each breach
        or
        anticipatory repudiation of any provision of this Note, and Borrower hereby
        waives any defense which might be asserted to bar any such equitable remedy
        Lender shall have the right to apply payments in respect of the indebtedness
        evidenced by this Note with such allocation to the respective parts thereof
        and
        the respective due dates thereof as Lender in its sole discretion may from
        time
        to time deem advisable. 

       

      NOTICES
        AND OTHER COMMUNICATIONS.
        Each
        notice, demand, or other communication, whether or not received, shall be
        deemed
        to have been given to Borrower whenever Lender shall have mailed a writing
        to
        that effect by certified or registered mail to Borrower at Borrower's mailing
        address (or any other address of which Borrower shall have given Lender notice
        after the execution and delivery of this Note); however, no other method
        of
        giving actual notice to Borrower is hereby precluded Borrower hereby irrevocably
        accepts Borrower's appointment as each Obligor's agent for the purpose of
        receiving any notice, demand, or other communication to be given by Lender
        to
        each such Obligor pursuant to any Related Writing Lender shall be entitled
        to
        assume that any knowledge possessed by any Obligor other than Borrower is
        possessed by Borrower Each communication to be given to Lender shall be in
        writing unless this Note expressly permits that communication to be made
        orally,
        and in any case shall be given to Lender at Lender's banking office (or any
        other address of which Lender shall have given notice to Borrower after the
        execution and delivery this Note) Borrower hereby assumes all risk arising
        out
        of or in connection with each oral communication given by Borrower and each
        communication given or attempted by Borrower in contravention of this section,
        Lender shall be entitled to rely on each communication believed in good faith
        by
        Lender to be genuine. 


      
        
          
          

        

        
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      GENERAL
        PROVISIONS.
        If any
        part of this Note cannot be enforced, this fact will not affect the rest
        of the
        Note Borrower does not agree or intend to pay. and Lender does not agree
        or
        intend to contract for, charge, collect, take, reserve or receive (collectively
        referred to herein as "charge or collect") any amount in the nature of interest
        or in the nature of a fee for this loan, which would in any way or event
        (including demand, prepayment, or acceleration) cause Lender to charge or
        collect more for this loan than the maximum Lender would be permitted to
        charge
        or collect by federal law or the law of the State of Ohio (as applicable),
        Any
        such excess interest or unauthorized fee shall, instead of anything stated
        to
        the contrary, be applied first to reduce the principal balance of this loan,
        and
        when the principal has been paid in full, be refunded to Borrower, Lender
        may
        delay or forgo enforcing any of its rights or remedies under this Note without
        losing them Borrower and any other person who signs, guarantees or endorses
        this
        Note, to the extent allowed by law, waive presentment, demand for payment
        and
        notice of dishonor. Upon any change in the terms of this Note and unless
        otherwise expressly stated in writing, no party who signs this Note, whether
        as
        maker, guarantor, accommodation maker or endorser, shall be released from
        liability. All such parties agree that Lender may renew or extend (repeatedly
        and for any length of time) this loan or release any party or guarantor or
        collateral; or impair, fail to realize upon or perfect Lender's security
        interest in the collateral; and take any other action deemed necessary by
        Lender
        without the consent of or notice to anyone. All such parties also agree that
        Lender may modify this loan without the consent of or notice to anyone other
        than the party with whom the modification is made. The obligations under
        this
        Note are joint and several. 

       

      DEFINITIONS.
        As used
        in this Note, except where the context clearly requires otherwise, 

       

      "Bank
        Debt" means, collectively, all Debt to Lender, whether incurred directly
        to
        Lender or acquired by it by purchase, pledge, or otherwise, and whether
        participated to or from Lender in whole or in part; 

       

      "Banking
        Day" means any day (other than any Saturday, Sunday or legal holiday) on
        which
        Lender's banking office is open to the public for carrying on substantially
        all
        of its banking functions; 

       

      "Banking
        Office Time" means, when used with reference to any time, that time determined
        at the location of Lender's banking office; 

       

      "Date
        of
        Reference" means, on any Banking Day, a date which is two (2) Eurodollar
        Banking
        Days prior to the Banking Day in question; 

       

      "Debt"
        means, collectively, all obligations of the Person or Persons in question,
        including, without limitation, every such obligation whether owing by one
        such
        Person alone or with one or more other Persons in a joint, several, or joint
        and
        several capacity, whether now owing or hereafter arising, whether owing
        absolutely or contingently, whether created by lease, loan, overdraft, guaranty
        of payment, or other contract, or by quasi-contract, tort, statute, other
        operation of law, or otherwise; 

       

      "Eurodollar
        Banking Day" means any Banking Day on which banks in the London Interbank
        Market
        deal in United States dollar deposits and on which banking institutions are
        generally open for domestic and international business at the place where
        Lender's banking office is located and in New York City; 

       

      "Maturity"
        means, when used with reference to any Subject Loan, the date (whether occurring
        by lapse of time, acceleration, or otherwise) upon which that Subject Loan
        is
        due; 

       

      "Note"
        means this promissory note (including, without limitation, each addendum,
        allonge, or amendment, if any, hereto); 

       

      "Obligor"
        means any Person who, or any of whose property, shall at the time in question
        be
        obligated in respect of all or any part of the Bank Debt of Borrower and
        (in
        addition to Borrower) includes, without limitation, co makers, indorsers,
        guarantors, pledgors, hypothecators, mortgagors, and any other Person who
        agrees, conditionally or otherwise, to assure such other Obligor's creditors
        or
        any of them against loss; 

       

      "Person”
        means an individual or entity of any kind including, without limitation,
        any
        association, company, cooperative, corporation, partnership, trust, governmental
        body, or any other form or kind of entity; 

       

      "Prime
        Rate" means the fluctuating rate per annum which is publicly announced from
        time
        to time by Lender as being its so called "prime rate" or "base rate" thereafter
        in effect, with each change in the Prime Rate automatically, immediately,
        and
        without notice changing the Prime Rate thereafter applicable hereunder, it
        being
        acknowledged that the Prime Rate is not necessarily the lowest rate of interest
        then available from Lender on fluctuating-rate loans; 

       

      “Proceeding"
        means any assignment for the benefit of creditors, any case in bankruptcy,
        any
        marshalling of any Obligor's assets for the benefit of creditors, any moratorium
        on the payment of debts or any proceeding under any law relating to
        conservatorship, insolvency, liquidation, receivership, trusteeship, or any
        similar event, condition, or other thing; 

       

      "Related
        Writing" means this Note and any indenture, note, guaranty, assignment,
        mortgage, security agreement, subordination agreement, notice, financial
        statement, legal opinion, certificate, or other writing of any kind pursuant
        to
        which all or any part of the Bank Debt of Borrower is issued, which evidences
        or
        secures all or any part of the Bank Debt of Borrower, which governs the relative
        rights and priorities of Lender and one or more other Persons to payments
        made
        by, or the property of,.any Obligor, which is delivered to Lender pursuant
        to
        another such writing, or which is otherwise delivered to Lender by or on
        behalf
        of any Person (or any employee, officer, auditor, counsel, or agent of any
        Person) in respect of or in connection with all or any part of the Bank Debt
        of
        Borrower; and the foregoing definitions shall be applicable to the respective
        plurals of the foregoing defined terms. 

       

      PRIOR
        TO
        SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS
        NOTE
        INCLUDING THE VARIABLE INTEREST RATE PROVISIONS BORROWER AGREES TO THE TERMS
        OF
        THE NOTE 

       

      BORROWER
        ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE, 

       

      BORROWER:

       

      
        	
                Language
                  Access Network, LLC.

              
	
                By:

              	/s/
                Michael Guirlinger
	 	
                Michael
                  Guirlinger, CEO/COO

                Language
                  Access Network