Exhibit 10.1
                                 PROMISSORY NOTE

$1,755,710.65                                Executed at Broward County, Florida
                                                                November 5, 2002

            FOR VALUE RECEIVED, Le@p Technology, Inc., a Delaware corporation
with a principal place of business at 5601 N. Dixie Highway, Suite 411, Fort
Lauderdale, Florida 33334 ("Maker"), promises to pay to the order of the M. Lee
Pearce 1998 Irrevocable Trust, or its registered assigns (the "Payee"), the
principal sum of ONE MILLION SEVEN HUNDRED FIFTY-FIVE THOUSAND SEVEN HUNDRED TEN
DOLLARS AND SIXTY-FIVE CENTS ($1,755,710.65), together with interest at the
"Prime Rate" (as hereinafter defined), as announced from time to time), due and
payable in one lump sum of principal and interest on January 15, 2004. "Prime
Rate" shall mean the prime commercial lending rate set forth in the "Money
Rates" section of The Wall Street Journal, as announced from time to time.
Principal and interest shall be payable to the Payee at the following address:
16 La Gorce Circle, Miami Beach, FL 33141, or such other place as the Payee may
designate.

            This Promissory Note (this "Note") is issued subject to the
following additional terms and conditions:

            1. Type of Payment. Payment of both principal and interest shall be
made in currency of the United States of America which at the time of payment
shall be legal tender for the payment of public and private debts.

            2. Manner of Payment. Payment shall be made to Payee at the Payee's
address set forth above or such other place as Payee may designate in writing.

            3. Interest on Overdue Payments. From and after the date which is
fifteen (15) days after the date upon which any payment of principal hereunder
becomes due and payable, if the same is not timely paid, interest shall be
payable on all sums outstanding hereunder at fifteen percent (15%) per annum.

            4. Miscellaneous.

                  (A) This Note shall be binding upon the Maker and its
successors and assigns.

                  (B) If any provision hereof shall be held invalid or
unenforceable by any court of competent jurisdiction or as a result of future
legislative action, such holding or action shall be strictly construed and shall
not affect the validity or effect of any other provision hereof.

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                  (C) The validity, interpretation and effect of this Note shall
be exclusively governed by, and construed in accordance with, the laws of the
State of Florida, excluding the "conflict of laws" rules thereof.

                  (D) This Note may not be amended or modified, nor shall any
waiver of any provision hereof be effective, except by an instrument in writing
executed by the Maker and Payee.

                  (E) In case suit shall be brought for the collection hereof,
or if it is necessary to place the same in the hands of an attorney for
collection, the Maker agrees to pay reasonable attorneys' fees and costs for
making such collections.

            IN WITNESS WHEREOF, the Maker has caused this Note to be executed as
of the day and year first above written.

                                                LE@P TECHNOLOGY, INC.

                                                By :   /s/ Timothy Lincoln
                                                       -------------------
                                                Name:  Timothy Lincoln
                                                Title: Corporate Officer