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                                                                    EXHIBIT 10.2

INITIALS     NOTE DATE    MATURITY DATE   NOTE AMOUNT     LOAN NUMBER
--------     ---------    -------------   -----------     -----------
  JG          08/16/04      08/16/05       $500,000

RATE           INDEX (w/Margin)         LOAN PURPOSE
----         --------------------       ------------
3.25%        WSJ Prime minus 1.00%       Commercial

                             For Creditors Use Only

                                 PROMISSORY NOTE
                       (Commercial - Draw- Variable Rate)

DATE AND PARTIES. The date of this Promissory Note (Note) is AUGUST 16, 2004.
The parties and their addresses are:

LENDER:

NEXITY BANK
300 PARKBROOKE PLACE, SUITE 370
WOODSTOCK, GEORGIA 30189
678-556-0700

BORROWER

NORTHSIDE BANK, IN ORGANIZATION
HWY 141
NORCROSS, GA. 30092

1. DEFINITIONS. As used in this Note, the terms have the following meanings:

      A. PRONOUNS. The pronouns "I," "me," and "my" refer to each Borrower
signing this Note, individually and together with their heirs, successors and
assigns, and each other person or legal entity (including guarantors, endorsers,
and sureties) who agrees to pay this Note. "You" and "Your" refer to the Lender,
with its participants or syndicators, successors and assigns, or any person or
company that acquires an interest in the Loan.

      B. NOTE. Note refers to this document, and any extensions, renewals,
modifications and substitutions of this Note.

      C. LOAN. Loan refers to this transaction generally, including obligations
and duties arising from the terms of all documents prepared or submitted for
this transaction generally, including obligations and duties arising from the
terms of all documents prepared or submitted for this transaction such as
applications, security agreements, disclosures or notes, and this Note.

      D. PROPERTY. Property is any property real, personal or intangible, that
secures any performance of the obligations of this Loan.

      E. PERCENT. Rates and rate change limitations are expressed as annualized
percentages.

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2. PROMISE TO PAY. For value received, I promise to pay you or your order, at
your address, or at such other location as you may designate, amounts advanced
from time to time under the terms of this Note up to the maximum total principal
balance of $500,000.00 (Principal), plus interest from the date of disbursement,
on the unpaid outstanding Principal balance until this Note matures or this
obligation is accelerated.

3. ADVANCES. Advances under this Note are made according to the following terms
and conditions.

   A. REQUESTS FOR ADVANCES. My requests are a warranty that I am in compliance
with all the Loan documents. When required by you for a particular method of
advance, my requests for an advance must specify the requested amount and the
date and be accompanied with any agreements, documents, and instruments that you
require for the Loan. Any payment by you of any check, share draft or other
charge may, at your option, constitute an advance on the Loan to me. All
advances will be made in United States dollars. I will indemnify you and hold
you harmless for your reliance on any request for advances that you reasonably
believe to be genuine. To the extent permitted by law, I will indemnify you and
hold you harmless when the person making any request represents that I
authorized this person to request an advance even when this person is
unauthorized or this person's signature is not genuine. I or anyone I authorize
to act on my behalf may request advances by the following methods.

   B. Advance Limitations. In addition to any other Loan conditions, requests
for, and access to, advances are subject to the following limitations.

      (1) OBLIGATORY ADVANCES. You will make all Loan advances subject to this
Agreement's terms and conditions.

      (2) ADVANCE AMOUNT. Subject to the terms and conditions contained in this
Note, advances will be made in exactly the amount I request.

      (3) DISBURSEMENT OF ADVANCES. On my fulfillment of this Note's terms and
conditions, you will disburse the advance in any manner as you and I agree.

      (4) CREDIT LIMIT. I understand that you will not ordinarily grant a
request for an advance that would cause the unpaid principal of my Loan to be
greater than the Principal limit. You may, at your option, grant such a request
without obligating yourselves to do so in the future.

      (5) RECORDS. Your records will be conclusive evidence as to the amount of
advances, the Loan's unpaid principal balances and the accrued interest.

4. INTEREST. Interest will accrue on the unpaid Principal balance of this note
at the rate of 3.250 percent (Interest Rate) until AUGUST 17, 2004, after which
time it may change as described in the Variable Rate subsection.

   A. INTEREST AFTER DEFAULT. If you declare a default under the terms of this
Loan, including for failure to pay in full at maturity, you may increase the
Interest Rate payable on the outstanding Principal balance of this Note. In such
event, interest will accrue on the outstanding Principal balance at 18.000
percent until paid in full.

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   B. MAXIMUM INTEREST AMOUNT. Any amount assessed or collected as interest
under the terms of this note or obligation will be limited to the Maximum Lawful
Amount of interest allowed by state or federal law. Amounts collected in excess
of the Maximum Lawful Amount will be applied first to the unpaid principal
balance. Any remainder will be refunded to me.

   C. STATUTORY AUTHORITY. The amount assessed or collected on this Note is
authorized by the Georgia usury laws under Ga. Code title 7, Ch. 4.

   D. ACCRUAL. During the scheduled term of this Loan interest accrues using an
Actual/360 days counting method.

   E. VARIABLE RATE. The Interest Rate may change during the term of this
transaction.

      (1) INDEX. Beginning with the first Change Date, the Interest Rate will be
based on the following index: the highest base rate on corporate loans posted by
at least 75% of the nation's 30 largest banks that The Wall Street Journal
publishes as the Prime Rate. The Current Index is the most recent index figure
available on each Change Date. You do not guaranty by selecting this Index, or
the margin, that the Interest Rate on this Note will be the same rate you charge
on any other loans or class of loans you make to me or other borrowers. If this
Index is no longer available, you will substitute a similar index. You will give
me notice of your choice.

      (2) CHANGE DATE. Each date on which the Interest Rate may change is called
a Change Date. The Interest Rate may change AUGUST 17, 2004 and daily
thereafter.

      (3) CALCULATION OF CHANGE. On each Change Date, you will calculate the
Interest Rate, which will be the current Index minus 1.0 percent. The result of
this calculation will be rounded up to the nearest .001 percent. Subject to any
limitations, this will be the Interest Rate until the next Change Date. The new
Interest Rate will become effective on each Change Date. The Interest Rate and
other charges on this Note will never exceed the highest rate or charge allowed
by law for this Note.

      (4) EFFECT OF VARIABLE RATE. A change in the Interest Rate will have the
following effect on the payments: The amount of scheduled payments and the
amount of the final payment will change.

5. REMEDIAL CHARGES. In addition to interest or other finance charges, I agree
that I will pay these additional fees based on my method and pattern of payment.
Additional remedial charges may be described elsewhere in this Note.

   A. LATE CHARGE. If a payment is more than 10 days late, I will be charged
5.000 percent of the Unpaid Portion of Payment. I will pay this late charge
promptly but only once for each late payment.

6. PAYMENT. I agree to pay this Note in installments of accrued interest
beginning SEPTEMBER 16, 2004, and then on the 16TH day of each month thereafter.
I agree to pay the entire unpaid Principal and any accrued but unpaid interest
on AUGUST 16, 2005. Payments will be rounded up to the nearest $.01. With the
final payment I also agree to pay any additional fees or charges owing and the
amount of any advances you have made to others on my behalf. Payments scheduled
to be paid on the 29th, 30th or 31st day of a

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month that contains no such day will, instead, be made on the last day of such
month. Each payment I make on this Note will be applied first to interest that
is due then to principal that is due, and finally to any charges that I owe
other than principal and interest. If you and I agree to a different application
of payments, we will describe our agreement on this Note. The actual amount of
my final payment will depend on my payment record.

7. PREPAYMENT. I may prepay this Loan in full or in part at any time. Any
partial prepayment will not excuse any later scheduled payments until I pay in
full.

8. LOAN PURPOSE. This is a business-purpose loan transaction.

9. ADDITIONAL TERMS. Finance Reports: Upon Nexity's request, Borrower, if a
business entity agrees to furnish within one hundred-twenty days after each of
its fiscal year-ends during the term of this loan its balance sheet and the
related statements of income and retained earnings. The reports shall be
audited, if available, or supplemented by the Borrower's tax return if not
audited. Borrower and guarantor's also agrees to provide any other financial
information as may be requested by Nexity from time to time. If the Borrower is
an individual, Borrower is required to provide Nexity financial information as
requested, and in any event a current personal financial statement and tax
return annually. In the event an extension has been filed, a copy will be
provided to Nexity. Failure to comply with this request could result in the
acceleration of the loan and/or demand for payment in full.

10. DEFAULT. I will be in default if any of the following occur:

   A. PAYMENTS. I fail to make a payment in full when due.

   B. INSOLVENCY OR BANKRUPTCY. I make an assignment for the benefit of
creditors or become insolvent, either because my liabilities exceed my assets or
I am unable to pay my debts as they become due; or I petition for protection
under federal, state or local bankruptcy, insolvency or debtor relief laws, or
am the subject of a petition or action under such laws and fail to have the
petition or action dismissed within a reasonable period of time not to exceed 60
days.

   C. BUSINESS TERMINATION. I merge, dissolve, reorganize, end my business or
existence, or a partner or majority owner dies or is declared legally
incompetent.

   D. FAILURE TO PERFORM. I fail to perform any condition or to keep any promise
or covenant of this Note.

   E. OTHER DOCUMENTS. A default occurs under the terms of any other transaction
document.

   F. OTHER AGREEMENTS. I am in default on any other debt or agreement I have
with you.

   G. MISREPRESENTATION. I make any verbal or written statement or provide any
financial information that is untrue, inaccurate, or conceals a material fact at
the time it is made or provided.

   H. JUDGMENT. I fail to satisfy or appeal any judgment against me.

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   I. FORFEITURE. The Property is used in a manner or for a purpose that
threatens confiscation by a legal authority.

   J. NAME CHANGE. I change my name or assume an additional name without
notifying you before making such a change.

   K. PROPERTY TRANSFER. I transfer all or a substantial part of my money or
property.

   L. PROPERTY VALUE. The Value of the Property declines or is impaired.

   M. MATERIAL CHANGE. Without first notifying you, there is a material change
in my business, including ownership, management, and financial conditions.

   N. INSECURITY. You reasonably believe that you are insecure.

11. WAIVERS AND CONSENTS. To the extent not prohibited by law, I waive protest,
presentment for payment, demand, notice of acceleration, notice of intent to
accelerate and notice of dishonor.

   A. ADDITIONAL WAIVERS BY BORROWER. In addition, I, and any party to this Note
and Loan, to the extent permitted by law, consent to certain actions you make
take, and generally waive defenses that may be available based on these actions
or based on the status of a party to this Note.

      (1) You may renew or extend payments on this Note, regardless of the
number of such renewals or extensions.

      (2) You may release any Borrower, endorser, guarantor, surety,
accommodation maker or any other co-signer.

      (3) You may release, substitute or impair any Property securing this Note.

      (4) You, or any institution participating in this Note, may invoke your
right of set-off.

      (5) You may enter into any sales, repurchases or participations of this
Note to any person in any amounts and I waive notice of such sales, repurchases
or participations.

      (6) I agree that any of us signing this Note as a Borrower is authorized
to modify the terms of this Note or any instrument securing, guarantying or
relating to this Note.

      (7) I agree that you may inform any party who guarantees this Loan of any
Loan accommodations, renewals, extensions, modifications, substitutions or
future advances.

   B. NO WAIVER BY LENDER. Your course of dealing, or your forbearance from, or
delay in, the exercise of any of your rights, remedies, privileges or right to
insist upon my strict performance of any provisions contained in this Note, or
other Loan documents, shall not be construed as a waiver by you, unless any such
waiver is in writing and is signed by you.

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12. REMEDIES. After I default, and after you give any legally required notice
and opportunity to cure the default, you may at your option do any one or more
of the following.

   A. ACCELERATION. You may make all or any part of the amount owing by the
terms of this note immediately due.

   B. SOURCES. You may use any and all remedies you have under state or federal
law or in any instrument securing this Note.

   C. INSURANCE BENEFITS. You may make a claim for any and all insurance
benefits or refunds that may be available on my default.

   D. PAYMENTS MADE ON MY BEHALF. Amounts advanced on my behalf will be
immediately due and may be added to the balance owing under the terms of this
Note, and accrue interest at the highest post-maturity interest rate.

   E. TERMINATION. You may terminate my right to obtain advances and may refuse
to make any further extension of credit.

   F. SET-OFF. You may use the right of set-off. This means you may set-off any
amount due and payable under the terms of this Note against any right I have to
receive money from you. My right to receive money from you includes any deposit
or share account balance I have with your; any money owed to me on an item
presented to you or in your possession for collection or exchange; and any
repurchase agreement or other non-deposit obligation. "Any amount due and
payable under the terms of this Note" means the total amount to which you are
entitled to demand payment under the terms of this Note at the time you set-off.
Subject to any other written contract, if my right to receive money from you is
also owned by someone who has not agreed to pay this Note, your right of setoff
will apply to my interest in the obligation and to any other amounts I could
withdraw on my sole request or endorsement. Your right of set-off does not apply
to an account or other obligation where by rights arise only in a representative
capacity. It also does not apply to any Individual Retirement Account or other
tax-deferred retirement account.

      You will not be liable for the dishonor of any check when the dishonor
occurs because you set-off against any of my accounts. I agree to hold you
harmless from any such claims arising as a result of your exercise of your right
of set-off.

   G. WAIVER. Except as otherwise required by law, by choosing any one or more
of these remedies you do not give up your right to use any other remedy. You do
not waive a default if you choose not to use a remedy. By electing not to use
any remedy, you do not waive your right to later consider the event a default
and to use any remedies if the default continues or occurs again.

13. COLLECTION EXPENSES AND ATTORNEYS FEES. On or after Default, to the extent
permitted by law, I agree to pay all expenses of collection, enforcement or
protection of your rights and remedies under this Note. Expenses include, but
are not limited to, attorneys' fees, court costs, and other legal expenses. If
this debt is collected by or through an attorney after maturity, I agree to pay
15 percent of the Principal and interest owing as attorneys' fees. These
expenses are due and payable immediately.

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If not paid immediately, these expenses will bear interest from the date of
payment until paid in full at the highest interest rate in effect as provided
for in the terms of this Note. All fees and expenses will be secured by the
Property I have granted to you, if any. To the extent permitted by the United
States Bankruptcy Code, I agree to pay the reasonable attorneys' fees you incur
to collect this Debt as awarded by any court exercising jurisdiction under the
Bankruptcy Code.

14. WARRANTIES AND REPRESENTATIONS. I make to you the following warranties and
representations which will continue as along as this Note is in effect:

   A. POWER. I am duly organized, and validly existing and in good standing in
all jurisdictions in which I operate. I have the power and authority to enter
into this transaction and to carry on my business or activity as it is now being
conducted and, as applicable, am qualified to do so in each jurisdiction in
which I operate.

   B. AUTHORITY. The execution, delivery and performance of this Note and the
obligation evidenced by this Note are within my powers, have been duly
authorized, have received all necessary governmental approval, will not violate
any provision of law, or order of court or governmental agency, and will not
violate any agreement to which I am a party or to which I am or any of my
Property is subject.

   C. NAME AND PLACE OF BUSINESS. Other than previously disclosed in writing to
you I have not changed my name or principal place of business within the last 10
years and have not used any other trade or fictitious name. Without your prior
written consent, I do not and will not use any other name and will preserve my
existing name, trade names and franchises.

15. APPLICABLE LAW. This Note is governed by the laws of Georgia, the United
States of America and to the extent required, by the laws of the jurisdiction
whereby the Property is located. In the event of a dispute, the exclusive forum,
venue and place of jurisdiction will be in Georgia, unless otherwise required by
law.

16. JOINT AND INDIVIDUAL LIABILITY AND SUCCESSORS. My obligation to pay this
Loan is independent of the obligation of any other person who has also agreed to
pay it. You may sue me alone, or anyone else who is obligated on this Loan, or
any number of us together, to collect this Loan. Extending this Loan or new
obligations under this Loan, will not affect my duty under this Loan and I will
still be obligated to pay this Loan. The duties and benefits of this Loan will
bind and benefit the successors and assigns of you and me.

17. AMENDMENT, INTEGRATION AND SEVERABILITY. This Note may not be amended or
modified by oral agreement. No amendment or modification of this Note is
effective unless made in writing and executed by you and me. This Note is the
complete and final expression of the agreement. If any provision of this Note is
unenforceable, then the unenforceable provision will be severed and the
remaining provisions will still be enforceable.

18. INTERPRETATION. Whenever used, the singular includes the plural and the
plural includes the singular. The section headings are for convenience only and
are not to be used to interpret or define the terms of this Note.

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19. NOTICE, FINANCIAL REPORTS AND ADDITIONAL DOCUMENTS. Unless otherwise
required by law, any notice will be given by delivering it or mailing it by
first class mail to the appropriate party's address listed in the DATE AND
PARTIES section, or to any other address designated in writing. Notice to one
party will be deemed to be notice to all parties. I will inform you in writing
of any change in my name, address or other application information. I will
provide you any financial statement or information you request. All financial
statements and information I give you will be correct and complete. I agree to
sign, deliver, and file any additional documents or certifications that you may
consider necessary to perfect, continue, and preserve my obligations under this
Loan and to confirm your lien status on any Property. Time is of the essence.

20. CREDIT INFORMATION. I agree to supply you with whatever information you
reasonably request. You will make requests for this information without undue
frequency, and will give me reasonable time in which to supply the information.

21. ERRORS AND OMISSIONS. I agree, if requested by you, to fully cooperate in
the correction, if necessary, in the reasonable discretion of you of any and all
loan closing documents so that all documents accurately describe the loan
between you and me. I agree to assume all costs including by way of illustration
and not limitation, actual expenses, legal fees and marketing loses for failing
to reasonably comply with your requests within thirty (30) days. I understand
that failure to comply with your requests could result in the immediate
acceleration and/or demand of the loan balance in full.

22. AGREEMENT TO ARBITRATE. You or I may submit to binding arbitration any
dispute, claim or other matter in question between or among you and me that
arises out of or relates to this Transaction (Dispute), except as otherwise
indicated in this section or as you and I agree to in writing. For purposes of
this section, this Transaction includes this Note and any other documents,
instruments and proposed loans or extensions of credit that relate to this Note.
You or I will not arbitrate any Dispute within any "core proceedings" under the
United States bankruptcy laws. You and I must consent to arbitrate any Dispute
concerning a debt secured by real estate at the time of the proposed
arbitration. You may foreclose or exercise any powers of sale against real
property securing a debt underlying any Dispute before, during or after any
arbitration. You may also enforce a debt secured by this real property and
underlying the Dispute before, during or after any arbitration. You or I may
seek provisional remedies at any time from a court having jurisdiction to
preserve the rights of or to prevent irreparable injury to you or me.
Foreclosing or exercising a power of sale, beginning and continuing a judicial
action or pursuing self-help remedies will not constitute a waiver of the right
to compel arbitration. The arbitrator will determine whether a Dispute is
arbitrable. A single arbitrator will resolve any Dispute, whether individual or
joint in nature, or whether based on contract, tort, or any other matter at law
or in equity. The arbitrator may consolidate any Dispute with any related
disputes, claims or other matters in question not arising out of this
Transaction. Any court having jurisdiction may enter a judgment or decree on the
arbitrator's award. The judgment or decree will be enforced as any other
judgment or decree. You and I acknowledge that the agreements, transactions or
the relationships which result from the agreements or transactions between and
among you and me involve interstate commerce. The United States Arbitration Act
will govern the interpretation and enforcement of this section. The American
Arbitration Association's Commercial Arbitration Rules, in effect on the date of
this Note, will govern the selection of the arbitrator and the arbitration
process, unless otherwise agreed to in this Note or another writing.

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23. WAIVER OF TRIAL FOR ARBITRATION. You and I understand that the parties have
the right or opportunity to litigate any Dispute through a trial by judge or
jury, but that the parties prefer to resolve Disputes through arbitration
instead of litigation. If any Dispute is arbitrated, you and I voluntarily and
knowingly waive the right to have a trial by jury or judge during the
arbitration.

24. SIGNATURES. By signing under seal, I agree to the terms contained in this
Note. I also acknowledge receipt of a copy of this Note.

BORROWER:

NORTHSIDE BANK, IN ORGANIZATION

By _____________________________________  By ___________________________________
         Glenn N. Burns                           William B. Hix

By _____________________________________  By ___________________________________
         Eldon P. Carman                          Charles O. Shultz

By _____________________________________  By ___________________________________
         Robert J. Cox                            William Smith

By _____________________________________  By ___________________________________
         Sandra Gail Doyle                        Orlando Wilson

Georgia Promissory Note 1996 Bankers Systems, Inc., St. Cloud, MN C

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