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Exhibit 10.16  LOAN NUMBER
    
    LOAN NAME
    
    ACCT. NUMBER
    
    NOTE DATE
    
    INITIALSNOTE AMOUNT
    
    INDEX
    
    RATE
    
    MATURITY DATE
    
    LOAN PURPOSECreditor Use Only
 PROMISSORY NOTE
(Commercial  Single Advance Fixed Rate) 
 $2,200,000.00
    
    Plano, Texas
    
    February 22, 2005
 FOR VALUE RECEIVED, TI BUILDING PARTNERSHIP, LTD., a Texas limited partnership
(Borrower), hereby promises to pay to the order of COMMUNITY CREDIT UNION, a credit union
existing under and by virtue of the laws of the State of Texas (together with its successors and
assigns and any subsequent holders of this Note, Lender), as hereinbelow provided, the
principal amount of Two Million Two Hundred Thousand and No/100 Dollars ($2,200,000.00), together
with interest thereon at the rates hereinbelow set forth, and otherwise in strict accordance with
the terms and provisions contained herein. ARTICLE I  DEFINITIONS 1.1 Definitions. As used in this Note, the following terms shall have the following
meanings: Borrower:As defined in the introductory paragraph of this Note. Business Day:A weekday, Monday through Friday, except a legal holiday or a day on
which banking institutions in Plano, Texas, are authorized or required by law to be closed.
Unless otherwise provided, the term days when used herein shall mean calendar days. Charges:As defined under Section 4.3(c) hereof. Collection Costs:All reasonable costs or expenses paid or incurred by Lender in
connection with the collection of this Note, including, without limitation, attorneys
fees, paralegal fees, expert witness fees, accounting fees, court reporter fees, filing
fees, service of process fees, court costs, deposition costs, staff overtime charges,
copying 
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costs, certified copy costs, telecopy charges, courier or delivery charges and
credit check charges. Debtor Relief Laws:Title 11 of the United States Code, as now or hereafter in effect,
or any other applicable law, domestic or foreign, as now or hereafter in effect, relating
to bankruptcy, insolvency, liquidation, receivership, reorganization, arrangement or
composition, extension or adjustment of debt or similar laws affecting the rights of
creditors. Deed of Trust:That certain Deed of Trust, dated as of the date hereof, executed by
Borrower, as Grantor, Lender, as Beneficiary, and Mark E. Hord, as Trustee, relating to the
Mortgaged Property. The indebtedness evidenced by this Note and the obligations created
hereby are secured by the Deed of Trust and the other Loan Documents. Default Rate:A rate per annum equal to the Note Rate plus five percent (5%) but in no
event in excess of the Maximum Lawful Rate. Event of Default:Any event or occurrence described in Section 3.1
hereof. Lender:As defined in the introductory paragraph of this Note. Loan Documents:This Note, the Deed of Trust, any security agreement, any escrow
agreement, any financing statements and such other agreements, documents and instruments
now or hereafter governing, securing or pertaining to the indebtedness evidenced by this
Note and/or any Related Indebtedness or the performance and discharge of the obligations
related hereto or thereto, together with any and all renewals modifications, amendments,
restatements, consolidations, substitutions, replacements, extensions and supplements
hereof or thereof. Maturity Date:February 21, 2011. Maximum
Lawful Rate:As defined in Section 4.3(c) hereof. Mortgaged Property:That certain real property located in the City of Austin, Travis
County, Texas, as more particularly described in the Deed of Trust, together with certain
other rights, estates, interests, collateral and benefits now or at any time hereafter
securing the payment of the indebtedness evidenced by this Note or the Related Indebtedness,
whether by virtue of the Loan Documents or otherwise. Note:This Promissory Note and any extensions, renewals, modifications and
substitutions thereof or therefor. Note Rate:A per annum rate of five and seventy-five hundredths percent (5.75%). 
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Related
Indebtedness:As defined in Section 4.3(c) hereof. Any capitalized terms used in this Note and not otherwise defined herein shall have the
meanings ascribed to them in the Deed of Trust. All terms used in this Note, whether or not
defined in this Section 1.1, and whether used in singular or plural form, shall be deemed
to refer to the object of such term whether such is singular or plural in nature, as the context
may suggest or require. ARTICLE II 
INTEREST ACCRUAL/PAYMENT TERMS 2.1
Interest Accrual. The outstanding principal balance of this Note shall accrue
interest at the applicable of the Note Rate or the Default Rate. 2.2
Payment of Principal and Interest. The principal and interest on this Note shall
be due and payable as follows: (i) on the date of this Note, Borrower shall pay Lender any
interest which will accrue from the date of this Note through the last day of February, 2005;
(ii) commencing on April 1, 2005, and on the first day of each calendar month thereafter
through
and including February 1, 2011, an installment of principal and interest in the amount of
Thirteen
Thousand Eight Hundred Forty and 34/100 Dollars ($13,840.34) shall be due and payable; and
(iii) on February 21, 2011, the entire outstanding principal balance of this Note and all
accrued
and unpaid interest thereon shall be due and payable in full. The monthly installment of
principal and interest described in the preceding sentence is based on a twenty-five (25) year
amortization at the Note Rate. 2.3
Application. Except as provided in Section 2.6 hereof, all payments on this Note
shall be applied in the following order of priority: (i) the payment or reimbursement of any
reasonable expenses, costs or obligations (other than the outstanding principal balance hereof
and interest hereon) for which either Borrower shall be obligated or Lender shall be entitled
pursuant to the provisions of this Note or the other Loan Documents; (ii) the payment of
accrued
but unpaid interest hereon; and (iii) the payment of all or any portion of the principal
balance
hereof then outstanding hereunder, in the direct order of maturity. 2.4
Payments. All payments under this Note made to Lender shall be made in immediately
available funds at 1309 W.
15th Street, Suite 210, Plano, Texas 75075 (or at such other
place as Lender, in Lenders sole discretion, may have established by delivery of written notice
thereof to Borrower from time to time), without offset, in lawful money of the United States of
America, which shall at the time of payment be legal tender in payment of all debts and dues,
public and private. Payments by check or draft shall not constitute payment in immediately
available funds until the required amount is actually received by Lender in full. Payments in
immediately available funds received by Lender in the place designated for payment on a Business
Day prior to 3:00 p.m., Plano, Texas, time at said place of payment shall be credited prior to the
close of business on the Business Day received, while payments received by 
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Lender on a day other than a Business Day or after 3:00 p.m., Plano, Texas, time on a
Business Day shall not be credited until the next succeeding Business Day. If any payment of
principal or interest on this Note shall become due and payable on a day other than a Business
Day, such payment shall be made on the next succeeding Business Day. Any such extension of time
for payment shall be included in computing interest which has accrued and shall be payable in
connection with such payment. 2.5
Computation Period. Interest on the indebtedness evidenced by this Note shall
be computed on the basis of a three hundred sixty (360) day year and shall accrue on the
actual
number of days elapsed for any whole or partial month in which interest is being calculated,
provided that if computing interest using a three hundred sixty (360) day year causes interest
to
exceed the Maximum Lawful Rate, interest shall be calculated using a three hundred sixty-five
(365) day year, or three hundred sixty-six (366) day year, as applicable. In computing the
number of days during which interest accrues, the day on which funds are initially advanced
shall be included regardless of the time of day such advance is made, and the day on which
funds
are repaid shall be included unless repayment is credited prior to the close of business on
the
Business Day received as provided in Section 2.4 hereof. 2.6
Prepayment. This Note may be prepaid in whole, but not in part, conditioned
upon: (i) the payment to Lender of a prepayment premium equal to three percent (3%) of the
outstanding principal balance of this Note on the date of prepayment if this Note is prepaid
on or
before the first anniversary of the date of this Note; (ii) the payment to Lender of a
prepayment
premium equal to two percent (2%) of the outstanding principal balance of this Note on the
date
of prepayment if this Note is prepaid after the first anniversary of the date of this Note but
on or
before the second anniversary of the date of this Note; or (iii) the payment to Lender of a
prepayment premium equal to one percent (1%) of the outstanding principal balance of this Note
on the date of prepayment if this Note is prepaid after the second anniversary of the date of
this
Note but on or before the third anniversary of the date of this Note. Following the third
anniversary of the date of this Note, this Note may be prepaid in whole, but not in part,
without
premium. Any prepayment of this Note must be accompanied by payment of all accrued and
unpaid interest and any other costs or charges which are owed but unpaid by Borrower pursuant
to any of the Loan Documents. 2.7 Unconditional Payment. Borrower is and shall be obligated to pay all principal,
interest and any and all other amounts which become payable under this Note or under any of
the
other Loan Documents absolutely and unconditionally and without any
abatement,
postponement, diminution or deduction whatsoever and without any reduction for counterclaim
or setoff whatsoever. If at any time any payment received by Lender hereunder shall be deemed
by a court of competent jurisdiction to have been a voidable preference or fraudulent
conveyance
under any Debtor Relief Law or other applicable laws, then the obligation to make such payment
shall survive any cancellation or satisfaction of this Note or return thereof to Borrower and
shall
not be discharged or satisfied with any prior payment thereof or cancellation of this Note,
but
shall remain a valid and binding obligation enforceable in accordance with the terms and
provisions hereof, and such payment shall be due and payable immediately upon demand. 
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2.8
Partial or Incomplete Payments. Remittances in payment of any part of
this
Note other than in the required amount in immediately available funds at the place where this
Note is payable shall not, regardless of any receipt or credit issued therefor, constitute
payment
until the required amount is actually received by Lender in full in accordance herewith and
shall
be made and accepted subject to the condition that any check or draft may be handled for
collection in accordance with the practice of the collecting bank or banks. Acceptance by
Lender
of any payment in an amount less than the full amount then due shall be deemed an acceptance
on account only, and the failure to pay the entire amount then due shall be and continue to be
an
Event of Default in the payment of this Note. 2.9 Default Rate. If any payment is not received in full by Lender within ten (10)
days after the date that such payment is due, interest shall accrue at the Default Rate on
such
overdue payment from and after such tenth (10th) day until paid. For so long as
any Event of
Default exists under this Note or under any of the other Loan Documents, regardless of whether
or not there has been an acceleration of the indebtedness evidenced by this Note, and at all
times
after the maturity of the indebtedness evidenced by this Note (whether by acceleration or
otherwise), and in addition to all other rights and remedies of Lender hereunder, interest
shall
accrue on the outstanding principal balance hereof at the Default Rate, and such accrued
interest
shall be due and payable immediately. Notwithstanding the foregoing, none of the provisions
contained in this Section 2.9 are intended or shall be construed to permit Lender to contract
for,
charge or receive interest in any amount that is in excess of the Maximum Lawful Rate, and all
charges referred to in this Section expressly are limited to an amount not in excess of the
Maximum Lawful Rate by the provisions of this sentence.
     2.10 Late Charge. If any installment due hereunder is not paid in full within ten
(10)
days of the date due, Lender shall, without notice, be entitled to charge, and Borrower shall
pay
on demand, a late charge equal to five percent (5%) of the delinquent amount (the Late
Charge). Imposition of a Late Charge is not contingent upon the giving of any notice or lapse
of any cure period provided for in the Loan Documents. Notwithstanding the foregoing, none of
the provisions contained in this Section 2.10 are intended or shall be construed to
permit Lender
to contract for, charge or receive interest in any amount that is in excess of the Maximum
Lawful
Rate, and all charges referred to in this Section expressly are limited to an amount not in
excess
of the Maximum Lawful Rate by the provisions of this sentence. ARTICLE III 
EVENT OF DEFAULT AND REMEDIES 3.1
Event of Default. The occurrence or happening, at any time and from time to time, of any
one or more of the following immediately shall constitute an Event of Default under this Note
and under all of the other Loan Documents, and each such Event of Default shall be deemed to exist
and to continue so long as, but only so long as, such Event of Default has not been cured or
remedied: 
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(a) Borrower shall fail, refuse or neglect to pay and satisfy, in full and in the
applicable method and manner required, any required payment of principal or interest or
any other portion of the indebtedness evidenced by this Note on the date such payment
became due and payable pursuant to the terms of this Note, whether at the stipulated
due
date thereof, at a date fixed for payment, or at maturity, by acceleration or
otherwise, and
such payment is not made within five (5) calendar days after the delivery of written
notice of non-payment from Lender to Borrower (but no notice is required prior to the
accrual of interest at the Default Rate pursuant to
Section 2.9); or (b) Borrower shall fail, refuse or neglect to pay, satisfy or perform any
promise, covenant, duty or obligation contained in this Note other than those described
in
Section 3.1(a) above or contained in any of the other Loan Documents and such
promise,
covenant, duty or obligation remains unpaid, unsatisfied or unperformed thirty (30)
days
after delivery by Lender to Borrower of written notice thereof or ninety (90) days
after
delivery by Lender to Borrower of written notice thereof if such promise, covenant,
duty
or obligation is not capable of being satisfied or performed within such thirty (30)
day
period, but Borrower commences all reasonable actions to satisfy or perform such
promise, covenant, duty or obligation before the end of such thirty (30) day period and
thereafter diligently pursues such actions (in any event, an Event of Default shall be
deemed to have occurred if the unsatisfied or unperformed promise, covenant, duty or
obligation remains unsatisfied or unperformed ninety (90) days after the delivery of
written notice from Lender to Borrower); or (c) Any representation, warranty or statement made by Borrower, any
guarantor of Borrowers obligations or any representative of Borrower or any guarantor
under or pursuant to the Loan Documents is determined by Lender in the exercise of
reasonable discretion to be false or misleading in any material respect as of the date
made; or (d) Borrower or any guarantor of Borrowers obligation: (i) shall execute an
assignment for the benefit of creditors or an admission in writing of inability to pay
debts
generally as the debts become due; or (ii) shall consent to the appointment of a
receiver,
trustee or liquidator of any such party or of the Mortgaged Property, or any part
thereof;
or (iii) shall allow an order, judgment or decree to be entered by any court of
competent
jurisdiction appointing, a receiver, trustee or liquidator for the applicable party or
for any
substantial part of the applicable partys property, or executing upon, attaching or
sequestering the Mortgaged Property or any substantial part of the applicable partys
property and any such order, judgment or decree of appointment, execution, attachment
or sequestration shall remain in force undismissed, unstayed, or unvacated for a period
of
ninety (90) days after the date of entry thereof; or (iv) shall file a voluntary
petition in
bankruptcy or a voluntary petition or an answer seeking reorganization in a proceeding
under any Debtor Relief Laws or an answer admitting the material allegations of a
petition filed against the applicable party in any such proceeding, or the applicable
party
shall, by voluntary petition or answer, consent to or seek relief under the provisions
of 
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any Debtor Relief Laws providing for the reorganization or winding-up of
corporations, or providing for an agreement, composition, extension or adjustment with the
applicable partys creditors; or (v) allows the filing of a petition against the applicable
party as a debtor in a proceeding under Debtor Relief Laws, and such proceeding shall not
be withdrawn or dismissed within ninety (90) days after the date of filing, or, under the
provisions of any law providing for reorganization or winding-up of corporations, any court
of competent jurisdiction shall assume jurisdiction, custody or control of the applicable
party, the Mortgaged Property or any substantial part of the applicable partys property
and such jurisdiction, custody or control shall remain in force unrelinquished, unstayed or
unterminated for a period of ninety (90) days; or (vi) files either a petition, complaint,
answer or other instrument which seeks to effect a suspension of or which has the effect of
suspending any of the rights or powers of Beneficiary or Trustee granted in this Note or in
any of the other Loan Documents; or (e) Borrower abandons the Mortgaged Property or discontinues operation of any
substantial portion of the Mortgaged Property. 3.2
Remedies. Upon the occurrence of an Event of Default and so long as such Event
of Default remains outstanding, Lender shall have the immediate right, at the sole discretion
of
Lender and without notice, demand, presentment, notice of nonpayment or nonperformance,
protest, notice of protest, notice of intent to accelerate, notice of acceleration, or any
other notice
or any other action (ALL OF WHICH BORROWER HEREBY EXPRESSLY WAIVES AND RELINQUISHES) (i) to declare the entire unpaid
balance of the indebtedness evidenced by this
Note (including, without limitation, the outstanding principal balance hereof, including all sums
advanced or accrued hereunder or under any other Loan Document, and all accrued but unpaid interest
thereon) at once immediately due and payable (and upon such declaration, the same shall be at once
immediately due and payable) and may be collected forthwith, whether or not there has been a prior
demand for payment and regardless of the stipulated date of maturity, (ii) to foreclose any liens
and security interests securing payment hereof or thereof (including, without limitation, any liens
and security interests covering any portion of the Mortgaged Property), and (iii) to exercise any
of Lenders other rights, powers, recourses and remedies under this Note, under any other Loan
Document, or at law or in equity, and the same (w) shall be cumulative and concurrent, (x) may be
pursued separately, singly, successively or concurrently against Borrower or others obligated for
the repayment of this Note or any part hereof, or against any one or more of them, or against the
Mortgaged Property, at the sole discretion of Lender, (y) may be exercised as often as occasion
therefor shall arise, it being agreed by Borrower that the exercise, discontinuance of the exercise
of or failure to exercise any of the same shall in no event be construed as a waiver or release
thereof or of any other right, remedy or recourse, and (z) are intended to be, and shall be,
nonexclusive. Notwithstanding anything to the contrary contained herein or in any of the other Loan
Documents, upon the occurrence of any Event of Default described in
Section 3.1(c) hereof,
the unpaid principal balance of this Note, all accrued and unpaid interest thereon and all other
indebtedness of Borrower to Lender under any of the other Loan Documents automatically, ipso facto
shall be accelerated and shall be due and payable immediately without any requirement that Lender 
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declare an acceleration or take any other action, and after any such acceleration, Lender
shall be entitled to exercise all rights and remedies which are available under any and all of the
Loan Documents after the occurrence of an Event of Default. All rights and remedies of Lender
hereunder and under the other Loan Documents shall extend to any period after the initiation of
foreclosure proceedings, judicial or otherwise, with respect to the Mortgaged Property or any
portion thereof. Without limiting the provisions of Section 4.17 hereof, if this Note, or
any part hereof, is collected by or through an attorney-at-law, Borrower agrees to pay all
reasonable costs and expenses of collection, including, but not limited to, Lenders reasonable
attorneys fees, whether or not any legal action shall be instituted to enforce this Note. 3.3
Exculpation. Notwithstanding anything contained in the Loan Documents to the contrary, but
subject to the qualifications provided in this Section 3.3, Lender agrees that: (i) Borrower
shall be liable upon the indebtedness evidenced by this Note to the full extent (but only to the
extent) of the Mortgaged Property; (ii) if an Event of Default occurs under this Note or under the
other Loan Documents, any judicial proceedings brought by Lender against Borrower shall be limited
to the preservation, enforcement and foreclosure, or any thereof, of the liens, security titles,
estates, assignments, rights, benefits and security interests now or at any time hereafter securing
the payment of this Note and the satisfaction of the other obligations of Borrower under this Note
or under the other Loan Documents, and confirmation of any sale under power of sale, and no
attachment, execution or other writ or process shall be sought, issued or levied upon any assets,
properties or funds of Borrower or its general partners other than the Mortgaged Property, except
with respect to the liability described below in this Section 3.3; and (iii) in the event of a
foreclosure of such liens, security titles, estates, assignments, rights, benefits or security
interests securing the payment of this Note or the other obligations of Borrower under the Loan
Documents, whether by judicial proceedings or exercise of power of sale, no judgment for any
deficiency upon the indebtedness evidenced by this Note shall be sought or obtained by Lender
against Borrower, except with respect to the liability described
below in this Section 3.3. Notwithstanding the foregoing
provisions of this Section 3.3, Borrower (and the other
parties executing such instruments) shall be fully and personally liable and subject to all legal
action for the obligations described and referenced in that certain Limited Guaranty and in that
certain Indemnity Agreement (Environmental and Building Laws), both of even date herewith, and both
executed by Borrower and others concurrently herewith. ARTICLE IV  GENERAL PROVISIONS 4.1
No Waiver; Amendment. No failure to accelerate the indebtedness evidenced by this
Note by reason of an Event of Default hereunder, acceptance of a partial or past due payment, or
indulgences granted from time to time shall be construed (i) as a novation of this Note or as a
reinstatement of the indebtedness evidenced by this Note or as a waiver of such right of
acceleration or of the right of Lender thereafter to insist upon strict compliance with the terms
of this Note, or (ii) to prevent the exercise of such right of acceleration or any other right
granted under this Note, under any of the other Loan Documents or by any applicable laws. Borrower
hereby expressly waives and relinquishes the benefit of any statute or rule of law or equity now 
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provided, or which may hereafter be provided, which would produce a result contrary to or
in conflict with the foregoing. The failure to exercise any remedy available to Lender shall not
be deemed to be a waiver of any rights or remedies of Lender under this Note or under any of the
other Loan Documents, or at law or in equity. No extension of the time for the payment of this
Note or any installment due hereunder, made by agreement with any party now or hereafter liable
for the payment of this Note, shall operate to release, discharge, modify, change or affect the
original liability of Borrower under this Note, either in whole or in part, unless Lender
specifically, unequivocally and expressly agrees otherwise in writing. This Note may not be
changed orally, but only by an agreement in writing signed by the party against whom enforcement
of any waiver, change or modification is sought. 4.2
WAIVERS. EXCEPT AS SPECIFICALLY PROVIDED IN THIS NOTE OR IN ANY OF
THE OTHER LOAN DOCUMENTS TO THE CONTRARY, BORROWER AND ANY ENDORSERS
OR GUARANTORS HEREOF SEVERALLY WAIVE AND
RELINQUISH PRESENTMENT FOR PAYMENT, DEMAND, NOTICE OF NONPAYMENT OR NONPERFORMANCE, PROTEST,
NOTICE OF PROTEST, NOTICE OF INTENT TO ACCELERATE, NOTICE OF ACCELERATION OR ANY
OTHER NOTICES OR ANY OTHER ACTION. BORROWER AND ANY ENDORSERS OR
GUARANTORS HEREOF SEVERALLY WAIVE AND RELINQUISH, TO
THE FULLEST EXTENT PERMITTED BY LAW, ALL RIGHTS TO BENEFITS OF ANY MORATORIUM,
REINSTATEMENT, MARSHALING, FORBEARANCE, VALUATION, STAY, EXTENSION, REDEMPTION,
APPRAISEMENT, EXEMPTION AND HOMESTEAD NOW OR HEREAFTER PROVIDED BY
THE CONSTITUTION
AND LAWS OF THE UNITED STATES OF AMERICA AND OF EACH STATE THEREOF,
BOTH AS TO ITSELF
AND IN AND TO ALL OF ITS PROPERTY, REAL AND PERSONAL, AGAINST THE ENFORCEMENT
AND COLLECTION OF THE OBLIGATIONS EVIDENCED BY THIS NOTE OR BY THE OTHER LOAN DOCUMENTS. 4.3
Interest Provisions. (a)
Savings Clause: It is expressly stipulated and agreed to be the intent of
Borrower and Lender at all times to comply strictly with the applicable Texas law governing
the maximum rate or amount of interest payable on the indebtedness evidenced by this Note
and any Related Indebtedness (or applicable United States federal law to the extent that it
permits Lender to contract for, charge, take, reserve or receive a greater amount of
interest than under Texas law). If the applicable law is ever judicially interpreted so as
to render usurious any amount (i) contracted for, charged, taken, reserved or received
pursuant to this Note, any of the other Loan Documents or any other communication or writing
by or between Borrower and Lender related to the transaction or transactions that are the
subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or
received by reason of Lenders exercise of the option to accelerate the maturity of this
Note and/or any Related Indebtedness, or (iii) Lender will have received by reason of any
voluntary prepayment by Borrower of this Note and/or 
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any Related Indebtedness, then it is Borrowers and Lenders express intent that all
amounts charged in excess of the Maximum Lawful Rate automatically shall be canceled,
ab initio, and all amounts in excess of the Maximum Lawful Rate theretofore
collected by Lender shall be credited on the principal balance of this Note and/or any
Related Indebtedness (or, if this Note and any Related Indebtedness have been or would
thereby be paid in full, refunded to Borrower), and the provisions of this Note and the
other Loan Documents immediately shall be deemed reformed and the amounts thereafter
collectible hereunder and thereunder reduced, without the necessity of the execution of any
new document, so as to comply with the applicable law but so as to permit the recovery of
the fullest amount otherwise called for hereunder and thereunder; provided, however, if
this Note has been paid in full before the end of the stated term of this Note, then
Borrower and Lender agree that Lender shall, with reasonable promptness after Lender
discovers or is advised by Borrower that interest was received in an amount in excess of
the Maximum Lawful Rate, refund such excess interest to Borrower. Borrower hereby agrees
that, as a condition precedent to any claim seeking usury penalties against Lender,
Borrower will provide written notice to Lender, advising Lender in reasonable detail of the
nature and amount of the violation, and Lender shall have sixty (60) days after receipt of
such notice in which to correct such usury violation, if any, by either refunding such
excess interest to Borrower or crediting such excess interest against this Note and/or any
Related Indebtedness then owing by Borrower to Lender. All sums contracted for, charged,
taken, reserved or received by Lender for the use, forbearance or detention of any debt
evidenced by this Note and/or any Related Indebtedness shall, to the extent permitted by
applicable law, be amortized or spread, using the actuarial method, through the stated term
of this Note and/or any Related Indebtedness for so long as debt is outstanding. In no
event shall the provisions of Chapter 346 of the Texas Finance Code (which regulates
certain revolving credit loan accounts and revolving triparty accounts) apply to this Note
and/or any of the Related Indebtedness. Notwithstanding anything to the contrary contained
herein or in any of the other Loan Documents, it is not the intention of Lender to
accelerate the maturity of any interest that has not accrued at the time of such
acceleration or to collect unearned interest at the time of such acceleration. (b)
Ceiling Election. To the extent that Lender is relying on Chapter 303 of the Texas
Finance Code to determine the Maximum Lawful Rate payable on this Note and/or any other
portion of the Indebtedness, Lender will utilize the weekly ceiling from time to time in
effect as provided in such Chapter 303, as amended. To the extent United States federal law
permits Lender to contract for, charge, take, receive or reserve a greater amount of
interest than under Texas law, Lender will rely on United States federal law instead of such
Chapter 303 for the purpose of determining the Maximum Lawful Rate. Additionally, to the
extent permitted by applicable law now or hereafter in effect, Lender may, at Lenders
option and from time to time, utilize any other method of establishing the Maximum Lawful
Rate under such Chapter 303 or under other applicable law by giving notice, if required, to
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(c)
Definitions. (i)
As used hereunder, the term Maximum Lawful Rate shall mean the maximum
lawful rate of interest which may be contracted for, charged, taken, received or
reserved by Lender in accordance with the applicable laws of the State of Texas (or
applicable United States federal law to the extent that such law permits Lender to
contract for, charge, take, receive or reserve a greater amount of interest than
under Texas law), taking into account all Charges made in connection with the
transaction evidenced by this Note and the other Loan Documents. (ii) As used hereunder, the term Charges shall mean all fees, charges and/or
any other things of value, if any, contracted for, charged, taken, received or
reserved by Lender in connection with the transactions relating to this Note and
the other Loan Documents, which are treated or deemed as interest under applicable
law. (iii)
As used hereunder, the term Related Indebtedness shall mean any and
all indebtedness paid or payable by Borrower to Lender pursuant to the Loan
Documents or any other communication or writing by or between Borrower and Lender
related to the transaction or transactions that are the subject matter of the Loan
Documents, except such indebtedness which has been paid or is payable by Borrower
to Lender under this Note. 4.4
Use of Funds. Borrower hereby warrants, represents and
covenants that (i) the loan evidenced by this Note is made to Borrower solely
for the purpose of acquiring or carrying on a business or commercial enterprise,
(ii) all proceeds of this Note shall be used only for business and commercial
purposes, and (iii) no funds disbursed hereunder shall be used for personal,
family, agricultural or household purposes. 4.5
Further Assurances and Corrections. From time to time, at the
reasonable request of Lender, Borrower will: (i) promptly correct any defect,
error or omission which may be discovered in the contents of this Note or in any
other Loan Document or in the execution or acknowledgment thereof; (ii) execute,
acknowledge, deliver, record and/or file (or cause to be executed, acknowledged,
delivered, recorded and/or filed) such further documents and instruments
(including, without limitation, further deeds of trust, security agreements,
financing statements, continuation statements and assignments of rents) and
perform such further acts and provide such further assurances as may be
necessary, desirable or proper in Lenders reasonable opinion (A) to carry out
more effectively the purposes of this Note and the other Loan Documents and the
transactions contemplated hereunder and thereunder, (B) to confirm the rights
created under this Note and the other Loan Documents, (C) to protect and further
the validity, priority and enforceability of this Note and the other Loan
Documents and the liens and security interests created thereby, and (D) to
subject to the Loan Documents any property of  Community Credit Union/TI Building Partnership, Ltd.
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Borrower intended by the terms of any one or more of the Loan Documents to be encumbered by
the Loan Documents; and (iii) pay all costs in connection with any of the foregoing. 4.6
Governing Law; Submission to Jurisdiction. This Note is
executed and delivered as an incident to a lending transaction negotiated and
consummated in Collin County, Texas, and shall be governed by and construed in
accordance with the laws of the State of Texas. Borrower, for Borrower and
Borrowers successors and assigns, hereby irrevocably (i) submits to the
nonexclusive jurisdiction of the state and federal courts in Texas, (ii) waives,
to the fullest extent permitted by law, any objection that Borrower may now or
in the future have to the laying of venue of any litigation arising out of or in
connection with this Note or any other Loan Document brought in the District
Court of Collin County, Texas, or in the United States District Court for the
Northern District of Texas, (iii) waives any objection Borrower may now or
hereafter have as to the venue of any such action or proceeding brought in such
court or that such court is an inconvenient forum, and (iv) agrees that any
legal proceeding against any party to any of the Loan Documents arising out of
or in connection with any of the Loan Documents may be brought in one of the
foregoing courts. The scope of each of the foregoing waivers is intended to be
all encompassing of any and all disputes that may be filed in any court and that
relate to the subject matter of this transaction, including, without limitation,
contract claims, tort claims, breach of duty claims, and all other common law
and statutory claims. Borrower acknowledges that these waivers are a material
inducement to Lenders agreement to enter into the agreements and obligations
evidenced by the Loan Documents, that Lender has already relied on these waivers
and will continue to rely on each of these waivers in related future dealings.
The waivers in this Section 4.6 are irrevocable, meaning that they may
not be modified either orally or in writing, and these waivers apply to any
future renewals, extensions, amendments, modifications or replacements in
respect of any and all of the applicable Loan Documents. In connection with any
litigation, this Note may be filed as a written consent to a trial by the court. 4.7
Counting of Days. If any time period referenced hereunder ends
on a day other than a Business Day, such time period shall be deemed to end on
the next succeeding Business Day unless otherwise expressly provided herein. 4.8
Relationship of the Parties. Notwithstanding any prior business or
personal relationship between Borrower and Lender, or any officer, director or
employee of Lender, that may exist or have existed, the relationship between
Borrower and Lender with respect to the Loan Documents is solely that of debtor
and creditor. Lender has no fiduciary or other special relationship with
Borrower. Borrower and Lender are not partners or joint venturers, and no term
or condition of any of the Loan Documents shall be construed so as to deem the
relationship between Borrower and Lender to be other than that of debtor and
creditor. 4.9
Successors and Assigns. The terms and provisions hereof shall
be binding upon and inure to the benefit of Borrower and Lender and their
respective heirs, devisees, executors, administrators, personal representatives,
successors, successors- in-title and assigns, whether by voluntary action of the
parties, by operation of law or otherwise, and all other parties claiming by,
through or under them. The terms Borrower and Lender as used hereunder shall
be  Community Credit Union/TI Building Partnership, Ltd.
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deemed to include their respective heirs, devisees, executors, administrators, personal
representatives, successors, successors-in-title and assigns, whether by voluntary action of the
parties, by operation of law or otherwise, and all other parties claiming by, through or under
them. 4.10
Lenders Discretion. Whenever, pursuant to this Note, Lender
exercises any right given to Lender to approve or disapprove, or any arrangement
or term is to be satisfactory to Lender, the decision of Lender to approve or
disapprove or to decide whether arrangements or terms are satisfactory or not
satisfactory shall be (except as is otherwise specifically and expressly
provided herein to the contrary) in the sole discretion of Lender and shall be
final and conclusive. 4.11
Time is of the Essence. Time is of the essence with respect to
all provisions of this Note and the other Loan Documents. 4.12
Joint and Several Liability. If Borrower consists of more
than one person or entity, each shall be jointly and severally liable to perform
the obligations of Borrower under this Note. 4.13
Headings. The Article, Section and Subsection headings hereof
are inserted for convenience of reference only and shall in no way alter,
modify, define, limit, amplify or be used in construing the text, scope or
intent of such Articles, Sections or Subsections or any provisions hereof. 4.14
Controlling Agreement. In the event of any conflict between
the provisions of this Note and the Deed of Trust, it is the intent of the
parties hereto that the provisions of the Deed of Trust shall control. In the
event of any conflict between the provisions of this Note and any of the other
Loan Documents (other than the Deed of Trust), it is the intent of the parties
hereto that the provisions of this Note shall control. The parties hereto
acknowledge that they were represented by competent counsel in connection with
the negotiation, drafting and execution of this Note and the other Loan
Documents and that this Note and the other Loan Documents shall not be subject
to the principle of construing their meaning against the party which drafted
same. 4.15
Notices. All notices or other communications required or
permitted to be given pursuant to this Note shall be in writing and shall be
considered as properly given if (i) mailed by first class United States mail,
postage prepaid, registered or certified with return receipt requested, (ii) by
delivering same in person to the intended addressee, (iii) by delivery to a
reputable independent third party commercial delivery service for same day or
next day delivery and providing for evidence of receipt at the office of the
intended addressee, or (iv) by prepaid telegram, telex, telecopier or
telefacsimile transmission to the addressee. Notice so mailed shall be effective
upon its deposit with the United States Postal Service or any successor thereto;
notice sent by such a commercial delivery service shall be effective upon
delivery to such commercial delivery service; notice given by personal delivery
shall be effective only if and  Community Credit Union/TI Building Partnership, Ltd.
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when received by the addressee; and notice given by other means shall be effective only if
and when received at the office or designated place or machine of the intended addressee. For
purposes of notice, the addresses of the parties shall be as set forth herein, provided that
either party shall have the right to change such partys address for notice hereunder to any other
location within the continental United States by the giving of thirty (30) days prior notice to
the other party in the manner set forth herein. Lenders initial address for notice is 1309 W.
15thStreet, Suite 210, Plano, Texas 75075, Attn: Patrick Ramsier. Borrowers initial
address for notice is 2700 Via Fortuna, Suite 400, Austin, Texas 78746, Attn: John F. Garber. 4.16 Severability. If any provision of this Note or the application
thereof to any party or circumstance shall, for any reason and to any extent, be
invalid or unenforceable, then neither the remainder of this Note nor the
application of such provision to other parties or circumstances nor the other
instruments referred to herein shall be affected thereby, but rather shall be
enforced to the greatest extent permitted by applicable law. 4.17
Collection Costs. If any holder of this Note retains an
attorney-at-law in connection with any Event of Default or at maturity or to
collect, enforce or defend this Note or any party hereto, or any other Loan
Document in any lawsuit or in any probate, reorganization, bankruptcy or other
proceeding, or if Borrower sues any holder in connection with this Note or any
other Loan Document and does not prevail, then Borrower agrees to pay to each
such holder, in addition to the principal balance hereof and all interest
hereon, all Collection Costs. 4.18
Gender. All personal pronouns used herein, whether used in the
masculine, feminine or neuter gender, shall include all other genders; the
singular shall include the plural and vice versa. 4.19
Statement of Unpaid Balance. At any time and from time to time
(but no more than four times during any calendar year), Borrower will furnish
promptly, upon the request of Lender, a written statement or affidavit, in form
reasonably satisfactory to Lender, stating the unpaid principal balance of the
indebtedness evidenced by this Note and any Related Indebtedness and that there
are no offsets or defenses against full payment of the indebtedness evidenced by
this Note and any Related Indebtedness and the terms hereof, or if there are any
such offsets or defenses, specifying them. 4.20
WAIVER OF JURY TRIAL. BORROWER HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED
BY APPLICABLE LAW, THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR
PROCEEDING BASED UPON, OR RELATED TO, THE SUBJECT MATTER OF THIS
NOTE. THIS WAIVER IS KNOWINGLY,
INTENTIONALLY AND VOLUNTARILY MADE BY BORROWER, AND BORROWER ACKNOWLEDGES THAT
NO PERSON ACTING ON BEHALF OF LENDER HAS MADE ANY REPRESENTATIONS OF
FACT TO INDUCE THIS WAIVER OF TRIAL BY JURY OR IN ANY WAY TO MODIFY OR NULLIFY ITS EFFECT. BORROWER
FURTHER ACKNOWLEDGES THAT BORROWER HAS BEEN REPRESENTED (OR HAS HAD THE OPPORTUNITY TO BE REPRESENTED)IN THE SIGNING OF THIS  Community Credit Union/TI Building Partnership, Ltd.
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NOTE
AND IN THE MAKING OF THIS WAIVER BY INDEPENDENT LEGAL COUNSEL, SELECTED OF BORROWERS
OWN FREE WILL, AND THAT BORROWER HAS HAD THE OPPORTUNITY TO DISCUSS
THIS WAVIER WITH SUCH
COUNSEL. 4.21
Errors and Omissions. If requested by Lender, Borrower agrees
to fully cooperate in the correction of errors and omissions (which are
determined to be necessary in the reasonable discretion of Lender) in the Loan
Documents so that all Loan Documents accurately describe the contemplated loan
transaction. Borrower agrees to assume all costs, including, by way of example
and not limitation, actual expenses, legal fees and marketing losses, arising or
resulting from Borrowers failure to comply with any request by Lender pursuant
to this Section within thirty (30) days after such request is made. 4.22
ENTIRE AGREEMENT. THIS NOTE AND THE OTHER LOAN DOCUMENTS
CONTAIN THE FINAL, ENTIRE AGREEMENT BETWEEN LENDER AND BORROWER RELATING TO THE
SUBJECT MATTER HEREOF AND THEREOF AND ALL PRIOR AGREEMENTS, WHETHER WRITTEN OR
ORAL, RELATIVE HERETO AND THERETO WHICH ARE NOT CONTAINED HEREIN OR THEREIN ARE
SUPERSEDED AND TERMINATED HEREBY, AND THIS NOTE AND THE OTHER LOAN DOCUMENTS MAY
NOT BE CONTRADICTED OR VARIED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR
SUBSEQUENT ORAL AGREEMENTS OR DISCUSSIONS OF THE PARTIES HERETO. THERE ARE NO
UNWRITTEN ORAL AGREEMENTS BETWEEN LENDER AND BORROWER. IN WITNESS WHEREOF, Borrower, intending to be legally bound hereby, has duly executed this
Note as of the day, month and year first written above. BORROWER:TI BUILDING PARTNERSHIP, LTD.,a Texas limited partnershipBy:
    
    TSBGP, LLC,a Texas limited liability company,its sole General PartnerBy
    
    /s/ John GormanJohn GormanSole Manager
  Community Credit Union/TI Building Partnership, Ltd.
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