<PAGE>

                                                                   EXHIBIT 10.14


                                 PROMISSORY NOTE
<TABLE>
----------------------------------------------------------------------------------------------------------------------------------
<S>                <C>              <C>              <C>            <C>       <C>               <C>           <C>         <C>
   PRINCIPAL       LOAN DATE         MATURITY        LOAN NO        CALL      COLLATERAL        ACCOUNT       OFFICER     INITIALS
 $1,000,000.00     06-05-2000       06-05-2001                                                                 JKG
----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
Reference in the shaded area are for lender's use only and do not limit the
applicability of this document to any particular loan or item.
--------------------------------------------------------------------------------

<TABLE>

<S>                                              <C>
Borrower:  Futurus Financial Services, Inc.      Lender:  THE BANKERS BANK
           1570 Holcomb Bridge Road, Suite 120            2410 PACES FERRY ROAD
           Roswell, GA  30076                             600 PACES SUMMIT
                                                          ATLANTA, GA 30339
</TABLE>

================================================================================
<TABLE>
   <S>                               <C>                        <C>
   Principal Amount: $1,000,000.00   Initial Rate:  9.000%      Date of Note: June 5, 2000
</TABLE>

   PROMISE TO PAY. FUTURUS FINANCIAL SERVICES, INC. ("BORROWER") PROMISES TO PAY
   TO THE BANKERS BANK ("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) OR SO MUCH AS MAY BE OUTSTANDING, TOGETHER WITH INTEREST ON
   THE UNPAID OUTSTANDING PRINCIPAL BALANCE OF EACH ADVANCE. INTEREST SHALL BE
   CALCULATED FROM THE DATE OF EACH ADVANCE UNTIL REPAYMENT OF EACH ADVANCE.

   PAYMENT. BORROWER WILL PAY THIS LOAN IN ONE PAYMENT OF ALL OUTSTANDING
   PRINCIPAL PLUS ALL ACCRUED UNPAID INTEREST ON JUNE 5, 2001. IN ADDITION,
   BORROWER WILL PAY REGULAR QUARTERLY PAYMENTS OF ACCRUED UNPAID INTEREST
   BEGINNING SEPTEMBER 5, 2000, AND ALL SUBSEQUENT INTEREST PAYMENTS ARE DUE
   ON THE SAME DAY OF EACH QUARTER AFTER THAT. Borrower will pay Lender at
   Lender's address shown above or at such other place as Lender may
   designate in writing. Unless otherwise agreed or required by applicable
   law, payments will be applied first to accrued unpaid interest, then to
   principal, and any remaining amount to any unpaid collection costs and
   late charges.

   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 Prime rate as
   published in the Money Rates section of the Wall Street Journal. (the
   "Index"). If two or more rates exist, then the highest rate will prevail.
   Lender will tell Borrower the current Index rate upon Borrower's request.
   Borrower understands that Lender may make loans based on other rates as well.
   The interest rate change will not occur more often than each day. THE INDEX
   CURRENTLY IS 9.500% PER ANNUM. THE INTEREST RATE TO BE APPLIED TO THE UNPAID
   PRINCIPAL BALANCE OF THIS NOTE WILL BE AT A RATE OF 0.500 PERCENTAGE POINTS
   UNDER THE INDEX, RESULTING IN AN INITIAL ANNUAL RATE OF SIMPLE INTEREST OF
   9.000%. NOTICE: Under no circumstances will the interest rate on this Note be
   more than the maximum rate allowed by applicable law.

   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 of accrued unpaid interest. Rather, they will reduce the
   principal balance due.

   LATECHARGE. If a payment is 15 DAYS OR MORE LATE, Borrower will be charged
   $100.00.

   DEFAULT. Borrower will be in default if any of the following happens: (a)
   Borrower fails to make any payment when due. (b)Borrower breaks any promise
   Borrower has made to Lender, or Borrower falls to comply with or to perform
   when due any other term, obligation, covenant, or condition contained in this
   Note or any agreement related to this Note, or in any other agreement or loan
   Borrower has with Lender. (c) Any representation or statement made or
   furnished to Lender by Borrower or on Borrower's behalf is false or
   misleading in any material respect either now or at the time made or
   furnished. (d) Borrower becomes insolvent, a receiver is appointed for any
   part of Borrower's property, Borrower makes an assignment for the benefit of
   creditors, or any proceeding is commenced either by Borrower or against
   Borrower under any bankruptcy or insolvency laws. (a) Any creditor tries to
   take any of Borrower's property on or in which Lender has a lien or security
   interest. This includes a garnishment of any of Borrower's accounts with
   Lender. (f) Any guarantor dies or any of the other events described in this
   default section occurs with respect to any guarantor of this Note. (g) A
   material adverse change occurs in Borrower's financial condition, or Lender
   believes the prospect of payment or performance of the Indebtedness is
   impaired. (h) Lender in good faith deems itself insecure.

   LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal
   balance on this Note and all accrued unpaid interest immediately due, without
   notice, and then Borrower will pay that amount. Upon default, including
   failure to pay upon final maturity, Lender, at its option, may also, if
   permitted under applicable law, increase the variable interest rate on this
   Note 3.000 percentage points. The interest rate will not exceed the maximum
   rate permitted by applicable law. Lender may hire or pay someone else to help
   collect this Note if Borrower does not pay. Borrower also will pay Lender
   that amount. This includes, subject to any limits under applicable law,
   Lender's, costs of collection, including court costs and fifteen percent
   (15%) of the principal plus accrued interest as attorneys' fees, if any sums
   owing under this Note are collected by or through an attorney-at-law, whether
   or not there is a lawsuit, and legal expenses for bankruptcy proceedings
   (including efforts to modify or vacate any automatic stay or injunction),
   appeals, and any anticipated post-judgment collection services. If not
   prohibited by applicable law, Borrower also will pay any court costs, in
   addition to all other sums provided by law. THIS NOTE HAS BEEN DELIVERED TO
   LENDER AND ACCEPTED BY LENDER in THE STATE OF GEORGIA. SUBJECT TO THE
   PROVISIONS ON ARBITRATION, THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN
   ACCORDANCE WITH THE LAWS OF THE STATE OF GEORGIA.

   DISHONORED ITEM FEE. Borrower will pay a fee to Lender of twenty dollars
   ($20.00) or five percent (5%) of the face amount of the check, whichever is
   greater, if Borrower makes a payment on Borrower's loan and the check or
   preauthorized charge with which Borrower pays is later dishonored.

   RIGHT OF SETOFF. Borrower grants to Lender a contractual possessory security
   interest in, and hereby assigns, conveys, delivers, pledges, and transfers to
   Lender all Borrower's right, title and interest in and to, Borrower's
   accounts with Lender (whether checking, savings, or some other account),
   including without limitation all accounts held jointly with someone else and
   all accounts Borrower may open in the future, excluding however all IRA and
   Keogh accounts, and all trust accounts for which the grant of a security
   interest would be prohibited by law. Borrower authorizes Lender, to the
   extent permitted by applicable law, to charge or setoff all sums owing on
   this Note against any and all such accounts.


<PAGE>


08-23-1999                    PROMISSORY NOTE                             PAGE 2
LOAN NO                         (CONTINUED)

================================================================================


   LINE OF CREDIT. This Note evidences a revolving line of credit. Advances
   under this Note, as well as directions for payment from Borrower's accounts,
   may be requested orally or in writing by Borrower or by an authorized person.
   Lender may, but need not, require that all oral requests be confirmed in
   writing. The following party or parties are authorized to request advances
   under the line of credit until Lender receives from Borrower at Lender's
   address shown above written notice of revocation of their authority: GREG
   JANICKI, ORGANIZER. Borrower agrees to be liable for all sums either: (a)
   advanced in accordance with the instructions of an authorized person or (b)
   credited to any of Borrower's accounts with Lender. The unpaid principal
   balance owing on this Note at any time may be evidenced by endorsements on
   this Note or by Lender's internal records, including daily computer
   print-outs. Lender will have no obligation to advance funds under this Note
   if: (a) Borrower or any guarantor is in default under the terms of this Note
   or any agreement that Borrower or any guarantor has with Lender, including
   any agreement made in connection with the signing of this Note; (b) Borrower
   or any guarantor ceases doing business or is insolvent; (c) any guarantor
   seeks, claims or otherwise attempts to limit, modify or revoke such
   guarantor's guarantee of this Note or any other loan with Lender; (d)
   Borrower has applied funds provided pursuant to this Note for purposes other
   than those authorized by Lender; or (e) Lender in good faith deems itself
   insecure under this Note or any other agreement between Lender and Borrower.

   ARBITRATION. LENDER AND BORROWER AGREE THAT ALL DISPUTES, CLAIMS AND
   CONTROVERSIES BETWEEN THEM, WHETHER INDIVIDUAL, JOINT, OR CLASS IN NATURE,
   ARISING FROM THIS NOTE OR OTHERWISE, INCLUDING WITHOUT LIMITATION CONTRACT
   AND TORT DISPUTES, SHALL BE ARBITRATED PURSUANT TO THE RULES OF THE AMERICAN
   ARBITRATION ASSOCIATION, UPON REQUEST OF EITHER PARTY. No act to take or
   dispose of any collateral securing this Note shall constitute a waiver of
   this arbitration agreement or be prohibited by this arbitration agreement.
   This includes, without limitation, obtaining injunctive relief or a temporary
   restraining order; invoking a power of sale under any deed of trust or
   mortgage; obtaining a writ of attachment or imposition of a receiver; or
   exercising any rights relating to personal property, including taking or
   disposing of such property with or without judicial process pursuant to
   Article 9 of the Uniform Commercial Code. Any disputes, claims, or
   controversies concerning the lawfulness or reasonableness of any act, or
   exercise of any right, concerning any collateral securing this Note,
   including any claim to rescind, reform, or otherwise modify any agreement
   relating to the collateral securing this Note, shall also be arbitrated,
   provided however that no arbitrator shall have the right or the power to
   enjoin or restrain any act of any party. Judgment upon any award rendered by
   any arbitrator may be entered in any court having jurisdiction. Nothing in
   this Note shall preclude any party from seeking equitable relief from a court
   of competent jurisdiction. The statute of limitations, estoppel, waiver,
   laches, and similar doctrines which would otherwise be applicable in an
   action brought by a party shall be applicable in any arbitration proceeding,
   and the commencement of an arbitration proceeding shall be deemed the
   commencement of an action for these purposes. The Federal Arbitration Act
   shall apply to the construction, interpretation, and enforcement of this
   arbitration provision.

   ACCRUAL METHOD.  interest will be calculated on an Actual/360 basis.

   GENERAL PROVISIONS. 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, protest 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 waive any right to require Lender to take action against any other
   party who signs this Note as provided in O.C.G.A. Section 10-7-24 and 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.

   IN WITNESS WHEREOF, THIS NOTE HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED,
   WHO ACKNOWLEDGES A COMPLETED COPY HEREOF.

   BORROWER:

   Futurus Financial Services, Inc.
<TABLE>
   <S>                                                        <C>
   By:   /s/ Greg Janicki                   (SEAL)            By:      /s/ William M. Butler             (SEAL)
      --------------------------------------                     ----------------------------------------
      Greg Janicki, Organizer                                    William M. Butler, President/CEO

   LENDER:

   THE BANKERS BANK

   By:
      ------------------------------------
      Authorized Officer
</TABLE>


================================================================================
Variable Rate. Line of Credit. LASER PRO, Reg. U.S. Pat. & T.M. Off., Ver.
3.24a(c) 1999 CFI ProServices, Inc. All rights reserved. [GA-D20 E3.24
FUTURUS.LN C1.OVL]


<PAGE>


                               COMMERCIAL GUARANTY
<TABLE>
--------------------------------------------------------------------------------------------------------------------------
   <S>            <C>            <C>          <C>         <C>      <C>             <C>          <C>           <C>
   PRINCIPAL      LOAN DATE      MATURITY     LOAN NO     CALL     COLLATERAL      ACCOUNT      OFFICER       INITIALS
                                                                                                  JKG
--------------------------------------------------------------------------------------------------------------------------
</TABLE>
References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item.
--------------------------------------------------------------------------------


<TABLE>
<S>                                                 <C>
Borrower:  Futurus Financial Services, Inc.         Lender:  THE BANKERS BANK
           1570 Holcomb Bridge Road, Suite 120               2410 PACES FERRY ROAD
           Roswell, GA  30076                                600 PACES SUMMIT
                                                             ATLANTA, GA 30339
</TABLE>

Guarantor:

================================================================================

   AMOUNT OF GUARANTY. The principal amount of this Guaranty is One Hundred
   Eighty Seven Thousand Five Hundred & 00/100 Dollars ($187,500.00).

   GUARANTY. In consideration of the sum of Five Dollars ($5.00) and other good
   and valuable consideration, the receipt and adequacy of which are hereby
   acknowledged by Guarantor and to induce Lender to make loans or otherwise
   extend credit to Borrower, or to renew or extend in whole or in part any
   existing indebtedness of Borrower to Lender, or to make other financial
   accommodations to Borrower, ____________________("Guarantor") absolutely and
   unconditionally guarantees and promises to pay to THE BANKERS BANK ("Lender")
   or its order, in legal tender of the United States of America, the
   indebtedness (as that term is defined below) of Futurus Financial Services,
   Inc. ("Borrower") to Lender on the terms and conditions set forth in this
   Guaranty.

   DEFINITIONS. The following words shall have the following meanings when used
   in this Guaranty:

         BORROWER.  The word "Borrower" means Futurus Financial Services, Inc.

         GUARANTOR. The word "Guarantor" means __________________________.

         GUARANTY. The word "Guaranty" means this Guaranty made by Guarantor for
         the benefit of Lender dated June 5, 2000.

         INDEBTEDNESS. The word "Indebtedness" means the Note, including (a) all
         principal, (b) all interest, (c) all late charges, (d) all loan fees
         and loan charges, and (e) all collection costs and expenses relating to
         the Note or to any collateral for the Note. Collection costs and
         expenses include without limitation of all of Lender's attorneys' fees
         and Lender's legal expenses, including court costs and fifteen percent
         (15%) of the principal plus accrued interest as attorneys' fees, if any
         sums owing under this Guaranty are collected by or through an
         attorney-at-law, whether or not suit is instituted, and attorneys' fees
         and legal expenses for bankruptcy proceedings (including efforts to
         modify or vacate any automatic stay or injunction), appeals, and any
         anticipated post-judgment collection services.

         LENDER. The word "Lender" means THE BANKERS BANK, its successors and
         assigns.

         NOTE. The word "Note" means the promissory note or credit agreement
         dated June 5, 2000, IN THE ORIGINAL PRINCIPAL AMOUNT OF
         $1,000,000.00 from Borrower to Lender, together with all renewals of,
         extensions of, modifications of, refinancings of, consolidations of,
         and substitutions for the promissory note or agreement. Notice to
         Guarantor: THE NOTE EVIDENCES A REVOLVING LINE OF CREDIT FROM LENDER TO
         BORROWER.

         RELATED DOCUMENTS. The word "Related Documents" mean and include
         without limitation all promissory notes, credit agreements, loan
         agreements, environmental agreements, guarantees, security agreements,
         security deeds, mortgages, deeds of trust, and all other instruments,
         agreements and documents, whether now or hereafter existing, executed
         in connection with the Indebtedness.

   MAXIMUM LIABILITY. THE MAXIMUM LIABILITY OF GUARANTOR UNDER THIS GUARANTY
   SHALL NOT EXCEED AT ANY ONE TIME THE SUM OF THE PRINCIPAL AMOUNT OF
   $187,500.00, PLUS ALL INTEREST THEREON, PLUS ALL OF LENDER'S COSTS, EXPENSES,
   AND ATTORNEYS' FEES INCURRED IN CONNECTION WITH OR RELATING TO (a) THE
   COLLECTION OF THE INDEBTEDNESS, (b) THE COLLECTION AND SALE OF ANY COLLATERAL
   FOR THE INDEBTEDNESS OR THIS GUARANTY, OR (c) THE ENFORCEMENT OF THIS
   GUARANTY. ATTORNEYS' FEES INCLUDE, WITHOUT LIMITATION, ATTORNEYS' FEES
   WHETHER OR NOT THERE IS A LAWSUIT, AND IF THERE IS A LAWSUIT, ANY FEES AND
   COSTS FOR TRIAL AND APPEALS.

   The above limitation on liability is not a restriction on the amount of the
   Indebtedness of Borrower to Lender, either in the aggregate or at any one
   time. If Lender presently holds one or more guaranties, or hereafter receives
   additional guaranties from Guarantor, the rights of Lender under all
   guaranties shall be cumulative. This Guaranty shall not (unless specifically
   provided below to the contrary) affect or invalidate any such other
   guaranties. The liability of Guarantor will be the aggregate liability of
   Guarantor under the terms of this Guaranty and any such other unterminated
   guaranties.

   NATURE OF GUARANTY. Guarantor intends to guarantee at all times the
   performance and prompt payment when due, whether at maturity or earlier by
   reason of acceleration or otherwise, of all Indebtedness within the limits
   set forth in the preceding section of this Guaranty. THIS GUARANTY COVERS A
   REVOLVING LINE OF CREDIT AND GUARANTOR UNDERSTANDS AND AGREES THAT THIS
   GUARANTEE SHALL BE OPEN AND CONTINUOUS UNTIL THE LINE OF CREDIT IS TERMINATED
   AND THE INDEBTEDNESS IS PAID IN FULL, AS PROVIDED BELOW.

   DURATION OF GUARANTY. This Guaranty will take effect when received by Lender
   without the necessity of any acceptance by Lender, or any notice to Guarantor
   or to Borrower, and will continue in full force until all Indebtedness shall
   have been fully and finally paid and satisfied and all other obligations of
   Guarantor under this Guaranty shall have been performed in full. Release of
   any other guarantor or termination of any other guaranty of the Indebtedness
   shall not affect the liability of Guarantor under this Guaranty. A revocation
   received by Lender from any one or more Guarantors shall not affect the
   liability of any remaining Guarantors under this Guaranty. THIS GUARANTY
   COVERS A REVOLVING LINE OF CREDIT AND IT IS SPECIFICALLY ANTICIPATED THAT
   FLUCTUATIONS WILL OCCUR IN THE AGGREGATE AMOUNT OF INDEBTEDNESS OWING FROM
   BORROWER TO LENDER. GUARANTOR SPECIFICALLY ACKNOWLEDGES AND AGREES THAT
   FLUCTUATIONS IN THE AMOUNT OF INDEBTEDNESS, EVEN TO ZERO DOLLARS ($0.00),
   SHALL NOT CONSTITUTE A TERMINATION OF THIS GUARANTY. GUARANTOR'S LIABILITY
   UNDER THIS GUARANTY SHALL TERMINATE ONLY UPON (a) TERMINATION IN WRITING BY
   BORROWER AND LENDER OF THE LINE OF CREDIT, (b) PAYMENT OF THE INDEBTEDNESS IN
   FULL IN LEGAL TENDER, AND (c) PAYMENT IN FULL IN LEGAL TENDER OF ALL OTHER
   OBLIGATIONS OF GUARANTOR UNDER THIS GUARANTY.


<PAGE>


08-23-1999                     COMMERCIAL GUARANTY                       PAGE 2
LOAN NO                            (CONTINUED)

================================================================================


   GUARANTOR'S AUTHORIZATION TO LENDER. Guarantor authorizes Lender, without
   notice or demand and without lessening Guarantor's liability under this
   Guaranty, from time to time: (a) to make one or more additional secured or
   unsecured loans to Borrower, to lease equipment or other goods to Borrower,
   or otherwise to extend additional credit to Borrower; (b) to alter,
   compromise, renew, extend, accelerate, or otherwise change one or more times
   the time for payment or other terms of the Indebtedness or any part of the
   Indebtedness, including increases and decreases of the rate of interest on
   the Indebtedness; extensions may be repeated and may be for longer than the
   original loan term; (c) to take and hold security for the payment of this
   Guaranty or the Indebtedness, and exchange, enforce, waive, subordinate, fail
   or decide not to perfect, and release any such security, with or without the
   substitution of new collateral; (d) to release, substitute, agree not to sue,
   or deal with any one or more of Borrower's sureties, endorsers, or other
   guarantors on any terms or in any manner Lender may choose; (e) to determine
   how, when and what application of payments and credits shall be made on the
   Indebtedness; (f) to apply such security and direct the order or manner of
   sale thereof, including without limitation, any nonjudicial sale permitted by
   the terms of the controlling security agreement or deed of trust, as Lender
   in its discretion may determine; (g) to sell, transfer, assign, or grant
   participations in all or any part of the Indebtedness; and (h) to assign or
   transfer this Guaranty in whole or in part.

   GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants
   to Lender that (a) no representations or agreements of any kind have been
   made to Guarantor which would limit or qualify in any way the terms of this
   Guaranty; (b) this Guaranty is executed at Borrower's request and not at the
   request of Lender; (c) Guarantor has full power, right and authority to enter
   into this Guaranty; (d) the provisions of this Guaranty do not conflict with
   or result in a default under any agreement or other instrument binding upon
   Guarantor and do not result in violation of any law, regulation, court decree
   or order applicable to Guarantor; (e) Guarantor has not and will not, without
   the prior written consent of Lender, sell, lease, assign, encumber,
   hypothecate, transfer, or otherwise dispose of all or substantially all of
   Guarantor's assets, or any interest therein; (f) upon Lender's request,
   Guarantor will provide to Lender financial and credit information in form
   acceptable to Lender, and all such financial information which currently has
   been, and all future financial information which will be provided to Lender
   is and will be true and correct in all material respects and fairly present
   the financial condition of Guarantor as of the dates the financial
   information is provided; (g) no material adverse change has occurred in
   Guarantor's financial condition since the date of the most recent financial
   statements provided to Lender and no event has occurred which may materially
   adversely affect Guarantor's financial condition; (h) no litigation, claim,
   investigation, administrative proceeding or similar action (including those
   for unpaid taxes) against Guarantor is pending or threatened; (i) Lender has
   made no representation to Guarantor as to the creditworthiness of Borrower;
   and (j) Guarantor has established adequate means of obtaining from Borrower
   on a continuing basis information regarding Borrower's financial condition.
   Guarantor agrees to keep adequately informed from such means of any facts,
   events, or circumstances which might in any way affect Guarantor's risks
   under this Guaranty, and Guarantor further agrees that, absent a request for
   information, Lender shall have no obligation to disclose to Guarantor any
   information or documents acquired by Lender in the course of its relationship
   with Borrower.

   GUARANTOR'S WAIVERS. Except as prohibited by applicable law, Guarantor waives
   any right to require Lender (a) to continue lending money or to extend other
   credit to Borrower; (b) to make any presentment, protest, demand, or notice
   of any kind, including notice of any nonpayment of the Indebtedness or of any
   nonpayment related to any collateral, or notice of any action or nonaction on
   the part of Borrower, Lender, any surety, endorser, or other guarantor in
   connection with the Indebtedness or in connection with the creation of new or
   additional loans or obligations; (c) to resort for payment or to proceed
   directly or at once against any person, including Borrower or any other
   guarantor; (d) to proceed directly against or exhaust any collateral held by
   Lender from Borrower, any other guarantor, or any other person; (e) to give
   notice of the terms, time, and place of any public or private sale of
   personal property security held by Lender from Borrower or to comply with any
   other applicable provisions of the Uniform Commercial Code; (f) to pursue any
   other remedy within Lender's power; or (g) to commit any act or omission, of
   any kind, or at any time, with respect to any matter whatsoever.

   If now or hereafter (a) Borrower shall be or become insolvent, and (b) the
   Indebtedness shall not at all times until paid be fully secured by collateral
   pledged by Borrower, Guarantor hereby forever waives and relinquishes in
   favor of Lender and Borrower, and their respective successors, any claim or
   right to payment Guarantor may now have or hereafter have or acquire against
   Borrower, by subrogation or otherwise, so that at no time shall Guarantor be
   or become a "creditor" of Borrower within the meaning of 11 U.S.C. Section
   547(b), or any successor provision of the Federal bankruptcy laws.

   Guarantor also waives any and all rights or defenses arising by reason of (a)
   the provisions of O.C.G.A. Section 10-7-24 concerning Guarantor's right to
   require Lender to take action against Borrower or any "one action" or
   "anti-deficiency" law or any other law which may prevent Lender from bringing
   any action, including a claim for deficiency, against Guarantor, before or
   after Lender's commencement or completion of any foreclosure action, either
   judicially or by exercise of a power of sale; (b) any election of remedies by
   Lender which destroys or otherwise adversely affects Guarantor's subrogation
   rights or Guarantor's rights to proceed against Borrower for reimbursement,
   including without limitation, any loss of rights Guarantor may suffer by
   reason of any law limiting, qualifying, or discharging the Indebtedness; (c)
   any disability or other defense of Borrower, of any other guarantor, or of
   any other person, or by reason of the cessation of Borrower's liability from
   any cause whatsoever, other than payment in full in legal tender, of the
   Indebtedness; (d) any right to claim discharge of the Indebtedness on the
   basis of unjustified impairment of any collateral for the Indebtedness; (e)
   any statue of limitation, if at any time any action or suit brought by Lender
   against Guarantor is commenced there is outstanding Indebtedness of Borrower
   to Lender which is not barred by any applicable statute of limitations; or
   (f) any defenses given to guarantors at law or in equity other than actual
   payment and performance of the Indebtedness. If payment is made by Borrower,
   whether voluntarily or otherwise, or by any third party, on the Indebtedness
   and thereafter Lender is forced to remit the amount of that payment to
   Borrower's trustee in bankruptcy or to any similar person under any federal
   or state bankruptcy law or law for the relief of debtors, the Indebtedness
   shall be considered unpaid for the purpose of enforcement of this Guaranty.

   Guarantor further waives and agrees not to assert or claim at any time any
   deductions to the amount guaranteed under this Guaranty for any claim of
   setoff, counterclaim, counter demand, recoupment or similar right, whether
   such claim, demand or right may be asserted by the Borrower, the Guarantor,
   or both.

   GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and
   agrees that each of the waivers set forth above is made with Guarantor's full
   knowledge of its significance and consequences and that, under the
   circumstances, the waivers are reasonable and not contrary to public policy
   or law. If any such waiver is determined to be contrary to any applicable law
   or public policy, such waiver shall be effective only to the extent permitted
   by law or public policy.


<PAGE>


08-23-1999                    COMMERCIAL GUARANTY                        PAGE 3
LOAN NO                           (CONTINUED)

================================================================================


   LENDER'S RIGHT OF SETOFF. In addition to all liens upon and rights of setoff
   against the moneys, securities or other property of Guarantor given to Lender
   by law, Lender shall have, with respect to Guarantor's obligations to Lender
   under this Guaranty and to the extent permitted by law, a contractual
   possessory security interest in and a right of setoff against, and Guarantor
   hereby assigns, conveys, delivers, pledges, and transfers to Lender all of
   Guarantor's right, title and interest in and to, all deposits, moneys,
   securities and other property of Guarantor now or hereafter in the possession
   of or on deposit with Lender, whether held in a general or special account or
   deposit, whether held jointly with someone else, or whether held for
   safekeeping or otherwise, excluding however all IRA, Keogh, and trust
   accounts. Every such security interest and right of setoff may be exercised
   without demand upon or notice to Guarantor. No security interest or right of
   setoff shall be deemed to have been waived by any act or conduct on the part
   of Lender or by any neglect to exercise such right of setoff or to enforce
   such security interest or by any delay in so doing. Every right of setoff and
   security interest shall continue in full force and effect until such right of
   setoff or security interest is specifically waived or released by an
   instrument in writing executed by Lender.

   SUBORDINATION OF BORROWER'S DEBTS TO GUARANTOR. Guarantor agrees that the
   Indebtedness of Borrower to Lender, whether now existing or hereafter
   created, shall be prior to any claim that Guarantor may now have or hereafter
   acquire against Borrower, whether or not Borrower becomes insolvent.
   Guarantor hereby expressly subordinates any claim Guarantor may have against
   Borrower, upon any account whatsoever, to any claim that Lender may now or
   hereafter have against Borrower. In the event of insolvency and consequent
   liquidation of the assets of Borrower, through bankruptcy, by an assignment
   for the benefit of creditors, by voluntary liquidation, or otherwise, the
   assets of Borrower applicable to the payment of the claims of both Lender and
   Guarantor shall be paid to Lender and shall be first applied by Lender to the
   Indebtedness of Borrower to Lender. Guarantor does hereby assign to Lender
   all claims which it may have or acquire against Borrower or against any
   assignee or trustee in bankruptcy of Borrower; provided however, that such
   assignment shall be effective only for the purpose of assuring to Lender full
   payment in legal tender of the Indebtedness. If Lender so requests, any notes
   or credit agreements now or hereafter evidencing any debts or obligations of
   Borrower to Guarantor shall be marked with a legend that the same are subject
   to this Guaranty and shall be delivered to Lender. Guarantor agrees, and
   Lender hereby is authorized, in the name of Guarantor, from time to time to
   execute and file financing statements and continuation statements and to
   execute such other documents and to take such other actions as Lender deems
   necessary or appropriate to perfect, preserve and enforce its rights under
   this Guaranty.

   MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part
   of this Guaranty:

         AMENDMENTS. This Guaranty, together with any Related Documents,
         constitutes the entire understanding and agreement of the parties as to
         the matters set forth in this Guaranty. No alteration of or amendment
         to this Guaranty shall be effective unless given in writing and signed
         by the party or parties sought to be charged or bound by the alteration
         or amendment.

         APPLICABLE LAW. This Guaranty has been delivered to Lender and accepted
         by Lender in the State of Georgia. Subject to the provisions on
         arbitration, this Guaranty shall be governed by and construed in
         accordance with the laws of the State of Georgia.

         ARBITRATION. LENDER AND GUARANTOR AGREE THAT ALL DISPUTES, CLAIMS AND
         CONTROVERSIES BETWEEN THEM, WHETHER INDIVIDUAL, JOINT, OR CLASS IN
         NATURE, ARISING FROM THIS GUARANTY OR OTHERWISE, INCLUDING WITHOUT
         LIMITATION CONTRACT AND TORT DISPUTES, SHALL BE ARBITRATED PURSUANT TO
         THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION, UPON REQUEST OF
         EITHER PARTY. No act to take or dispose of any Collateral shall
         constitute a waiver of this arbitration agreement or be prohibited by
         this arbitration agreement. This includes, without limitation,
         obtaining injunctive relief or a temporary restraining order; invoking
         a power of sale under any deed of trust or mortgage; obtaining a writ
         of attachment or imposition of a receiver; or exercising any rights
         relating to personal property, including taking or disposing of such
         property with or without judicial process pursuant to Article 9 of the
         Uniform Commercial Code. Any disputes, claims, or controversies
         concerning the lawfulness or reasonableness of any act, or exercise of
         any right, concerning any Collateral, including any claim to rescind,
         reform, or otherwise modify any agreement relating to the Collateral,
         shall also be arbitrated, provided however that no arbitrator shall
         have the right or the power to enjoin or restrain any act of any party.
         Judgment upon any award rendered by any arbitrator may be entered in
         any court having jurisdiction. Nothing in this Guaranty shall preclude
         any party from seeking equitable relief from a court of competent
         jurisdiction. The statute of limitations, estoppel, waiver, laches, and
         similar doctrines which would otherwise be applicable in an action
         brought by a party shall be applicable in any arbitration proceeding,
         and the commencement of an arbitration proceeding shall be deemed the
         commencement of an action for these purposes. The Federal Arbitration
         Act shall apply to the construction, interpretation, and enforcement of
         this arbitration provision.

         ATTORNEYS' FEES; EXPENSES: Guarantor agrees to pay upon demand all of
         Lender's costs and expenses, including attorneys' fees and Lender's
         legal expenses, incurred in connection with the enforcement of this
         Guaranty. Lender may pay someone else to help enforce this Guaranty,
         and Guarantor shall pay the costs and expenses of such enforcement.
         Costs and expenses include all costs and expenses of collection,
         including fifteen percent (15%) of the principal plus accrued interest
         as attorneys' fees, if any sums owing under this Guaranty are collected
         by or through an attorney-at-law, whether or not there is a lawsuit,
         including attorneys' fees and legal expenses for bankruptcy proceedings
         (and including efforts to modify or vacate any automatic stay or
         injunction), appeals, and any anticipated post-judgment collection
         services. Guarantor also shall pay all court costs and such additional
         fees as may be directed by the court.

         NOTICES. All notices required to be given by either party to the other
         under this Guaranty shall be in writing, may be sent by telefacsimile
         (unless otherwise required by law), and shall be effective when
         actually delivered or when deposited with a nationally recognized
         overnight courier, or when deposited in the United States mail, first
         class postage prepaid, addressed to the party to whom the notice is to
         be given at the address shown above or to such other addressee as
         either party may designate to the other in writing. If there is more
         than one Guarantor, notice to any Guarantor will constitute notice to
         all Guarantors. For notice purposes, Guarantor agrees to keep Lender
         informed at all times of Guarantor's current address.

         INTERPRETATION. In all cases where there is more than one Borrower or
         Guarantor, then all words used in this Guaranty in the singular shall
         be deemed to have been used in the plural where the context and
         construction so require; and where there is more than one Borrower
         named in this Guaranty or when this Guaranty is executed by more than
         one Guarantor, the words "Borrower" and "Guarantor" respectively shall
         mean all and any one or more of them. The words "Guarantor" "Borrower"
         and "Lender" include the heirs, successors, assigns, and transferees of
         each of them. Caption headings in this Guaranty are for convenience
         purposes only and are not to be used to interpret or define the
         provisions of this Guaranty. If a court of competent jurisdiction finds
         any provision of this Guaranty to be invalid or unenforceable as to any
         person or circumstance, such finding shall not render that provision
         invalid or unenforceable as to any other persons or circumstances, and
         all provisions of this Guaranty in all other respects shall remain
         valid and enforceable. If any one or more of Borrower or Guarantor are
         corporations or partnerships, it is not necessary for Lender to inquire
         into the powers of Borrower or Guarantor or of the officers, directors,
         partners, or agents acting or purporting to act on their behalf, and
         any Indebtedness made or created in reliance upon the professed
         exercise of such powers shall be guaranteed under this Guaranty.


<PAGE>


08-23-1999                     COMMERCIAL GUARANTY                       PAGE 4
LOAN NO                            (CONTINUED)

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         WAIVER. Lender shall not be deemed to have waived any rights under this
         Guaranty unless such waiver is given in writing and signed by Lender.
         No delay or omission on the part of Lender in exercising any right
         shall operate as a waiver of such right or any other right. A waiver by
         Lender of a provision of this Guaranty shall not prejudice or
         constitute a waiver of Lender's right otherwise to demand strict
         compliance with that provision or any other provision of this Guaranty.
         No prior waiver by Lender, nor any course of dealing between Lender and
         Guarantor, shall constitute a waiver of any of Lender's rights or of
         any of Guarantor's obligations as to any future transactions. Whenever
         the consent of Lender is required under this Guaranty, the granting of
         such consent by Lender in any instance shall not constitute continuing
         consent to subsequent instances where such consent is required and in
         all cases such consent may be granted or withheld in the sole
         discretion of Lender.

EACH UNDERSIGNED GUARANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS
GUARANTY AND AGREES TO ITS TERMS. IN ADDITION, EACH GUARANTOR UNDERSTANDS THAT
THIS GUARANTY IS EFFECTIVE UPON GUARANTOR'S EXECUTION AND DELIVERY OF THIS
GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE UNTIL TERMINATED IN THE
MANNER SET FORTH IN THE SECTION TITLED "DURATION OF GUARANTY." NO FORMAL
ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY
IS DATED JUNE 5, 2000.

IN WITNESS WHEREOF, THIS GUARANTY HAS BEEN SIGNED AND SEALED BY THE UNDERSIGNED,
WHO ACKNOWLEDGES A COMPLETED COPY HEREOF.

GUARANTOR:

X_______________________(SEAL)

Signed, Sealed and Delivered in the presence of:

X_______________________
   Unofficial Witness

______________________________________
Notary Public _______________ County

             (NOTARY SEAL)

My Commission expires: _______________________
LENDER:

THE BANKERS BANK

By: _______________________________
    Authorized Officer

================================================================================
LASER PRO, REG. U.S. Pat. & T.M. Off., Ver. 3-24a(c) 1999 CFI ProServices, Inc.
All rights reserved. (GA-E320 E3.24 F3-24 FUTURUS, LN C1.OVL)