<PAGE>   1
                                                                  Exhibits 10.15
COMMERCIAL INSTALLMENT NOTE                 FOR BANK USE ONLY
                                            Borrower Name: TEAM SCANDIA, INC.  
                                            Borrower #
                                            Obligation #
                                            Office: 101 W. Washington St.
Amount:             City, State:            Date:
$719,732.80         Indianapolis, IN        November 19, 1998


FOR VALUE RECEIVED, the undersigned promises to pay to the order of NATIONAL 
CITY BANK OF INDIANA ("Bank"), which has its principal place of business at One 
National City Center, Indianapolis, Indiana 46255, Seven Hundred Nineteen 
Thousand Seven Hundred Thirty-Two and 80/100 Dollars ($719,732.80) in lawful 
money of the United States together with interest, in eighteen (18) consecutive 
monthly installments of principal, each in the amount of Forty Thousand and 
No/100 Dollars ($40,000.00) (except for the final installment) plus accrued 
interest, commencing on December 16, 1998 and continuing on the same day of 
each month thereafter until May 16, 2000, when a final payment of the total 
outstanding balance of unpaid principal, and interest shall become due and 
payable.

This Note refinances the principal balance of and replaces a Commercial Note in 
the principal amount of One Million One Hundred Fifty-Four Thousand Two Hundred 
Fifty and No/100 Dollars ($1,154,250.00), dated October 28, 1996 and a 
Commercial Note in the principal amount of Nine Hundred Twenty-Nine Thousand 
Two Hundred Fifty and No/100 Dollars ($929,250.00), dated March 11, 1997. This 
Note is secured pursuant to the terms of a Security Agreement, dated October 
28, 1996, a Security Agreement, dated March 11, 1997, and a Cash Collateral 
Account Assignment, of even date herewith, under which Dominion Income 
Management Corp. has pledged to Bank a $720,000 Certificate of Deposit (the 
"CD").

Prior to maturity, principal and any overdue interest shall bear interest 
computed daily (on the basis of a 360-day year and actual days elapsed) at a 
fixed rate which is equal to six and 35/100 percent (6.35%). The interest rate 
of this Note will be adjusted by Bank on each date that Borrower's CD is 
renewed at a fixed rate which is equal to two percent (2%) above the then 
effective CD rate.

Concurrently with any prepayment of the principal of this note, Borrower shall 
pay the unpaid interest accrued on the principal being prepaid, and each 
prepayment shall be applied to the outstanding installments of this note in the 
inverse order of their respective due dates.

If Borrower fails to pay an installment in full within ten (10) days after its
due date, Borrower, in each case, will incur and shall pay a late fee equal to
the greater of twenty dollars ($20.00) or five percent (5%) of the unpaid
amount. The payment of a late charge will not cure or constitute a waiver of 
any Event of Default under this note.

Except as otherwise agreed in writing, payments will be applied first to 
installments in the order of their respective due dates and then to late 
charges in the order of their respective due dates; provided, however, that if 
a payment so applied would pay the principal of this note in full, but leave 
late


                                       1
<PAGE>   2
charges outstanding, such payment will instead be applied to late charges prior
to being applied to the principal portion of the final installment. Each payment
of an installment shall be applied first to accrued but unpaid interest and then
to principal.

In its discretion, Bank may, from time to time, unilaterally change any
provision for the application of payments and installments by mailing a written
notice to Borrower of the change. The notice shall be mailed to the address
indicated herein or such other address that Borrower may furnish in writing to
an appropriate officer of Bank and shall be mailed not less than fifteen (15)
days prior to the effective date of such change.

If this note is not paid in full at maturity (whether by lapse of time,
acceleration of maturity or otherwise); the interest rate otherwise in effect
hereunder shall be increased by three percent (3%) per annum, provided that in
no event shall the principal of and interest on this note bear interest after
maturity at a rate less than the interest rate actually in effect hereunder
immediately after maturity.

The occurrence of any of the following shall constitute an EVENT OF DEFAULT
hereunder; (a) Borrower's Bank Debt or any part thereof shall not be paid in
full promptly when due (whether by lapse of time, acceleration of maturity or
otherwise); (b) any Obligor shall die or be dissolved; (c) any representation or
warranty made by an Obligor in this note or any Related Writing shall be false
or erroneous in any material respect; (d) any Obligor shall fail or omit to
perform or observe any agreement made by that Obligor in this note or any
Related Writing; (e) a judgment shall be entered against any Obligor in any
court of record; (f) any deposit account of any Obligor is attached or levied
upon; (g) any voluntary petition by or involuntary petition against any Obligor
shall be filed pursuant to any chapter of any bankruptcy code or any Obligor
shall make an assignment for the benefit of creditors, or there shall be any
other marshalling of the assets and liabilities of any Obligor for the benefit
of the Obligor's creditors; (h) any Obligor enters into any merger or
consolidation or sells, leases or otherwise disposes of all or substantially all
of such Obligor's assets in any manner other than in the ordinary course of
business; or (i) any Obligor's Bank Debt or any part thereof shall not be paid
in full immediately when due (whether by lapse of time, acceleration of maturity
or otherwise). Upon the occurrence of an Event of Default, the holder of this
note may, in its sole discretion, declare this note to be due and payable, and
the principal of and interest on this note shall thereupon become immediately
payable in full, without any presentment, demand or notice of any kind, which
Borrower hereby waives. Borrower will pay to Bank all costs and expenses of
collection of this note, including, without limitation attorneys' fees.

In this note, (a) BANK DEBT means Debt payable to Bank, whether initially
payable to Bank or acquired by Bank by purchase, pledge or otherwise and whether
assigned to or participated to or from Bank in whole or in part; (b) BUSINESS
DAY means a day on which Bank's main office is open to the public for carrying
on substantially all of its banking functions, but shall not include Saturdays,
Sundays or legal holidays; (c) DEBT means, collectively, all monetary
liabilities, and any charges or expenses incurred in connection therewith, now
or hereafter owing by the Person or Persons in question, including, without
limitation, every such liability whether owing by such Person or one (1) of such
Persons alone or jointly, severally or jointly and severally, whether owing
absolutely or contingently, or directly or indirectly, and whether created by
loan, overdraft, guaranty or other contract or by quasi-contract, tort, statute
or other operation of law; (d) OBLIGOR means any


                                        2
<PAGE>   3
Person who is or shall become obligated or whose property is or shall serve as 
collateral for the payment Borrower's Bank Debt or any part thereof in any 
manner and, in addition to Borrower, includes, without limitation, any maker, 
endorser, guarantor, subordinating creditor, assignor, pledgor, mortgagor or 
hypothecator of property; (e) PERSON means a natural person or entity of any 
kind, including, without limitation, any corporation, partnership, trust, 
governmental body or any other form or kind of entity; (f) PRIME RATE means the 
fluctuating rate of interest which is publicly announced from time to time by 
Bank at its principal place of business as being its "prime rate" or "base 
rate" thereafter in effect, with each change in the Prime Rate automatically, 
immediately and without notice changing the fluctuating interest rate 
thereafter applicable hereunder, it being agreed that the Prime Rate is not 
necessarily the lowest rate of interest then available from Bank on fluctuating 
rate loans; (g) REINVESTMENT RATE means a rate of interest equal to the "bond 
equivalent yield" for the most actively traded issues of U.S. Treasury Bills, 
U.S. Treasury Notes or U.S. Treasury Bonds for a term similar to the period 
from the date of prepayment to the due date of the final installment of this 
note and in a principal amount comparable to the principal amount being 
prepaid, all as reasonably determined by Bank; and (h) RELATED WRITING means a 
writing of any form or substance signed by any Obligor (whether as principal or 
agent) or by any attorney, accountant or other representative of any Obligor 
and received by Bank in respect of Borrower's Bank Debt or any part thereof, 
including, without limitation, any credit application, credit agreement, 
reimbursement agreement, financial statement, promissory note, guaranty, 
indenture, mortgage, security agreement, authorization, subordination 
agreement, certificate, opinion or any similar writing, but shall not include 
any commitment letter issued by Bank, without regard to whether Borrower or any 
other Person signed or acknowledged receipt thereof; and.

Borrower hereby authorizes Bank to share all credit and financial information 
relating to Borrower, with Bank's parent company, and with any subsidiary or 
affiliate company of Bank or of Bank's parent company.

In no event shall the interest rate in effect on this note exceed the maximum 
rate permissible under the law governing this note.

If Borrower consists of more than one Person, Borrower shall be jointly and 
severally liable on this note.

Any holder's delay or omission in the exercise of any right under this note 
shall not operate as a waiver of that right or of any other right under this 
note.

If any provision of this note is determined by a court of competent 
jurisdiction to be invalid, illegal or unenforceable, that determination shall 
not affect any other provision of this note, and each such other provision 
shall be construed and enforced as if the invalid, illegal or unenforceable 
provision were not contained herein.

This note and the Related Writings set forth the entire agreement between the 
parties regarding the transactions contemplated hereby, and supersede all prior 
agreements, commitments, discussions, representations and understandings, 
whether written or oral, and any and all contemporaneous oral

                                       3
<PAGE>   4
agreements, commitments, discussions, representations and understandings between
the parties relating to the subject matter hereof.

No amendment, modification or supplement to this note or any Related Writing 
shall be binding unless executed in writing by all parties thereto, and this 
provision shall not be subject to waiver by any party and shall be strictly 
enforced.

This note shall be governed by the internal laws of the State of Indiana 
without regard to conflict of laws provisions.

IN ORDER TO AVOID DELAYS AND MINIMIZE EXPENSE, BANK, BY ITS ACCEPTANCE OF THIS
NOTE, AND BORROWER EACH HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE
ANY RIGHT TO TRIAL BY JURY IN RESPECT OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF
ACTION ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS NOTE OR ANY RELATED
WRITING OR ANY AMENDMENT THERETO, WHETHER NOW EXISTING OR HEREINAFTER ARISING
AND WHETHER SOUNDING IN CONTRACT OR TORT OR OTHERWISE, AND EACH PARTY HEREBY
AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL
BE DECIDED BY A COURT TRIAL WITHOUT A JURY, AND A COPY OF THIS NOTE MAY BE FILED
WITH ANY COURT AS EVIDENCE OF THE CONSENT OF EACH OF THE PARTIES HERETO TO THE
WAIVER OF ITS RIGHT TO TRIAL BY JURY.

                                             "BORROWER"
Address: 15302 25th Drive SE                 TEAM SCANDIA, INC.
         Mill Creek, Washington 98012        an Delaware corporation
Telephone #: (425) 742-2276                  By: /s/ Andrew L. Evans
                                                _______________________
                                                Andrew L. Evans
IN #: 35-1979074                                Chief Executive Officer


State of Washington
                   SS:
County of Snohomish

          Before me, the undersigned, a Notary Public, in and for said County 
and State, this 19th day of November, 1998, personally appeared Andrew L. 
Evans, as Chief Executive Officer, of TEAM SCANDIA, INC., a Delaware 
corporation, and acknowledged the execution of the foregoing Commercial 
Installment Note to be his voluntary act and deed on behalf of said corporation.

          IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my 
official seal.

My commission expires:                            /s/ Maryjane Miller
2-28-2001                                         ____________________
                                                  Notary Public
_____________________                                    
Residing in said county:                          /s/ Maryjane Miller
Snohomish                                         ____________________
                                                  Printed Name
______________________                            

                                                            [NOTARY PUBLIC SEAL]
<PAGE>   5
                           CONFIRMATION OF GUARANTOR
                           -------------------------

     COMES NOW, ANDREW L. EVANS, as a Guarantor of the indebtedness of TEAM 
SCANDIA, INC., to NATIONAL CITY BANK OF INDIANA, pursuant to the terms of his 
Continuing Guaranty, dated March 10, 1997, and hereby acknowledges this Note 
and confirms that his Guaranty is valid and binding and continuing in full 
force and effect.

     CONFIRMED this 19 day of November, 1998.


                                        "GUARANTOR"

                                        /s/ Andrew L. Evans
                                        ----------------------------------
                                        Andrew L. Evans



                                       5
<PAGE>   6
                           CASH COLLATERAL ASSIGNMENT
                           --------------------------

     In consideration of credit which NATIONAL CITY BANK OF INDIANA, a national
banking association ("Bank") has extended or may from time to time extend to
TEAM SCANDIA, INC., a Delaware corporation ("Team Scandia"), and for other good
and valuable consideration the sufficiency of which is hereby acknowledged,
DOMINION INCOME MANAGEMENT CORP., a Washington (hereinafter referred to as
"Assignor"), Assignor hereby assigns to Bank, its successors and assigns, all
the right, title and interest in and to the following certificate of deposit
(the "CD"), together with all sums now or hereafter payable under the terms
thereof:

                                                  DEPOSITORY
          TITLE                    ACCOUNT NO.    INSTITUTION
          -----                    -----------    -----------

     NATIONAL CITY BANK            #6031042947    NATIONAL CITY BANK OF
     OF INDIANA, for Dominion                     INDIANA
     Income Management Corp.

and all renewals, replacements or substitutions thereof (the "Collateral"). The
Collateral shall be held in Bank's name, subject to Bank's complete control, to
secure all present and future obligations of TEAM SCANDIA to Bank, including,
but not limited to, those obligations under a Commercial Installment Note in the
principal amount of Seven Hundred Nineteen Thousand Seven Hundred Thirty-Two and
80/100 Dollars ($719,732.80), of even date herewith, and all renewals,
extensions, amendments or replacements thereof (the "Obligations"). Upon an
Event of Default, as such is defined under documents evidencing the Obligations,
Bank may at its option and discretion, without further notice or consent,
liquidate the Collateral and apply the proceeds thereof to the unpaid balance of
the Obligations and retain any excess to secure any unpaid Obligations, or if
all Obligations are paid in full to the satisfaction of the Bank, then promptly
remit the balance of the Collateral proceeds to Assignor at its address below.

     The Assignor represents and warrants to Bank that the above-referenced CD
is owned by Assignor free and clear of all liens or encumbrances, and
acknowledges that there shall be no right of withdrawal by the Assignor until
the Obligations secured hereby are paid in full to the satisfaction of the Bank.

     The Assignment and the security interest and pledge to Bank shall continue
until payment in full of all Obligations in accordance with the terms and
conditions of such Obligations and all extensions, renewals, amendments or
replacements thereof, whether evidenced by promissory notes or otherwise.

     This Assignment is executed under and shall be construed in accordance with
the laws of the State of Indiana. In addition to all rights and remedies of Bank
hereunder, Bank shall have all rights of a duly perfected secured creditor under
Indiana Law. Notice of acceptance by Bank is hereby waived by the Assignor. This
Assignment shall constitute an authorization to Bank to exercise its rights and
remedies hereunder irregardless of any time requirements or penalties for the
withdrawal of Collateral funds and to execute any and all instruments required
for withdrawal under the terms applicable thereto for and on behalf of and
without notice to the Assignor.

                                       1
<PAGE>   7
     The Assignor hereby irrevocably and unconditionally: (a) submits for the 
Assignor and the Assignor's property in any legal action or proceeding 
commenced by Bank relating to the enforcement of this Agreement, or for 
recognition and enforcement of any judgment in respect thereof, to the 
exclusive general jurisdiction of the courts of the State of Indiana, the 
courts of the United  States of America for the Southern District of Indiana, 
and appellate courts from any thereof; (b) consents that any such action or 
proceeding may be brought in such courts, and waives any objection that the 
Assignor may now or hereafter have to the venue of any such action or 
proceeding in any such court or that such action or proceeding was brought in 
an inconvenient court and agrees not to plead or claim the same; (c) agrees 
that service of process in any such action or proceeding may be effected by 
mailing a copy thereof by registered or certified mail (or any substantially 
similar form of mail), postage prepaid, to the Assignor at its address set 
forth below or at such other address of which Bank shall have been notified in 
writing; and (d) agrees that nothing herein shall affect the right to effect 
service of process in any other manner permitted by law or shall limit the 
right to sue in any other jurisdiction.

     THE ASSIGNOR, AND BANK WITHOUT FURTHER ACCEPTANCE, HEREBY WAIVE TRIAL BY 
JURY IN ANY ACTION, PROCEEDING, CLAIM OR COUNTERCLAIM, WHETHER IN CONTRACT OR 
TORT, AT LAW OR IN EQUITY, ARISING OUT OF OR IN ANY WAY RELATED TO THIS 
AGREEMENT. THIS PROVISION MAY NOT BE WAIVED, CONDITIONED OR MODIFIED EXCEPT IN 
WRITING SIGNED BY THE DULY AUTHORIZED OFFICERS OF BANK AND ASSIGNOR.

     Executed this 19th day of November, 1998.

                                      "ASSIGNOR"
                                      DOMINION INCOME MANAGEMENT CORP.
                                      
                                      By: /s/ Andrew L. Evans
                                          ----------------------------------
                                          Name:
                                          Title:
                                          TIN #: 91-1500766

State of Washington )
                    ) SS:
County of Snohomish )

     Before me, the undersigned, a Notary Public, in and for said County and 
State, this __ day of November, 1998, personally appeared Andrew L. Evans, as 
President, of DOMINION INCOME MANAGEMENT CORP., a Washington Corp., and 
acknowledged the execution of the foregoing Cash Collateral Assignment Note to 
be his voluntary act and deed on behalf of said entity.

     IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my 
official seal.


My commission expires:         /s/ Maryjane Miller               [NOTARY
      2-28-2001                ---------------------------        PUBLIC
Residing in said county:                     Notary Public        SEAL]
Snohomish                      Maryjane Miller
                               ---------------------------
                               Printed Name

                                       2

<PAGE>   8
                              CONTINUING GUARANTY

     In consideration of credit which NATIONAL CITY BANK OF INDIANA, a national
banking association ("Bank"), may from time to time extend to TEAM SCANDIA,
INC., a Delaware corporation ("Borrower"), the undersigned hereby individually,
jointly and severally, and unconditionally guarantees to Bank, its successors
and assigns, the payment when due, whether by acceleration or otherwise, without
presentment or demand, protest, notice of dishonor, or diligence in collection
and with a right of set-off against the undersigned, together with costs of
collection and reasonable attorneys' fees and without relief from valuation or
appraisement laws, all present and future indebtedness or obligations of
Borrower to Bank, including but not limited to, those under a Commercial
Installment Note in the principal amount of Seven Hundred Nineteen Thousand
Seven Hundred Thirty-Two and 80/100 Dollars ($719,732.80), of even date
herewith, all in accordance with the terms and conditions of such indebtedness
or obligations and all extensions, renewals, amendments or replacements thereof,
whether joint or several, direct or indirect, absolute or contingent, and
evidenced by promissory notes, checks, drafts, letters of credit, bills,
overdrafts, open accounts or otherwise.

     Bank may from time to time without notice to the undersigned: (a) release
any collateral which is security for the indebtedness or obligations of Borrower
or any other obligor or substitute or exchange any such collateral, (b) release
any maker, co-maker, endorser or guarantor of the indebtedness or obligations of
Borrower, (c) release, modify or compromise any liability of Borrower or any
other obligor, including the undersigned, or the terms thereof, and (d) apply
any amounts paid to it in such order of application and with such marshalling of
security as it may, in its sole discretion, determine appropriate; all without
the consent of or notice to the undersigned. The liability of the undersigned
shall not be released in part or in whole by reason of the foregoing, the
addition of co-makers, endorsers, guarantors or sureties, or a failure to
perfect any security interest or lien in any collateral securing indebtedness or
obligations of Borrower or any other obligor.

     Notice of the acceptance of this Guaranty by Bank and notice to the 
undersigned by Bank as to the existence or creation of indebtedness or 
obligations by Borrower to Bank are hereby waived by the undersigned. This 
Guaranty may be terminated by the undersigned only as to future indebtedness or 
obligations of Borrower to Bank after the date of receipt by Bank at their 
principal banking offices of a written notice to such effect. The undersigned 
hereby waives any and all claims, rights or remedies which the undersigned may 
now have or hereafter acquire against the Borrower that arises from the 
undersigned's performance under this Guaranty or is in any way related hereto, 
including but not limited to, any claim of subrogation, reimbursement, 
contribution, or indemnification, whether direct or indirect or arising by 
contract, law, equity or otherwise. Further, the undersigned shall have no 
right of contribution against other guarantors or right to pursue collection of 
other indebtedness or obligations of Borrower to the undersigned or security 
therefore, unless and until Bank shall have received payment in full of all 
indebtedness and obligations of Borrower.

     The undersigned further agrees that, to the extent that the Borrower makes 
a payment to Bank, or Bank receives any proceeds of collateral, which payment 
or payments or any part


                                       1
<PAGE>   9
thereof are subsequently invalidated, declared to be fraudulent or 
preferential, set aside or otherwise is required to be repaid to Borrower, its 
estate, trustee, receiver or any other party, including without limitation, 
under any bankruptcy law, state or federal law, common law or equitable cause, 
then to the extent of such payment or repayment, the obligation or part thereof 
which has been paid, reduced or satisfied by such amount shall be reinstated 
and continued in full force and effect as of the date such initial payment, 
reduction or satisfaction occurred (said payments or repayments being 
hereinafter referred to as "Recovered Payments"). The undersigned shall defend 
and indemnify Bank of and from any claim or loss under this paragraph 
including, without limitation, Bank's attorneys' fees and expenses in the 
defense of any such action or suit. This Guaranty shall remain in full force 
and effect until all Borrower's indebtedness has been repaid to Bank; provided 
however, in the event there are Recovered Payments, this Guaranty shall be 
reinstated (1) in the amount of the Recovered Payments, interest thereon at the 
past due rate under the Note accruing from the date of Bank's payment of the 
Recovered Payments, all costs of Bank's defense to the Recovered Payments and 
all costs and expenses of collection and enforcement of this Guaranty, 
including reasonable attorneys' fees; and (2) until any issue or controversy 
regarding any Recovered Payments is judicially concluded and no right of appeal 
remains.

     This Guaranty is executed under and shall be construed in accordance with 
the laws of the State of Indiana, without regard to any conflict of laws 
provisions, and shall inure to the benefit of Bank and its successors or 
assigns and shall be binding upon the undersigned and the undersigned's 
respective heirs, successors, assigns and legal representatives.

     The undersigned hereby irrevocably and unconditionally: (a) submits for 
the undersigned and the undersigned's property in any legal action or 
proceeding commenced by Bank relating to the enforcement of this Guaranty, or 
for recognition and enforcement of any judgment in respect thereof, to the 
non-exclusive general jurisdiction of the courts of the State of Indiana, the 
courts of the United States of America for the Southern District of Indiana, 
and appellate courts from any thereof; (b) consents that any such action or 
proceeding may be brought in such courts, and waives any objection that the 
undersigned may now or hereafter have to the venue of any such action or 
proceeding in any such court or that such action or proceeding was brought in 
an inconvenient court and agrees not to plead or claim the same; (c) agrees 
that services of process in any such action or proceeding may be effected by 
mailing a copy thereof by registered or certified mail (or any substantially
similar form of mail), postage prepaid, to the undersigned at the undersigned's
address set forth below or at such other address of which Bank shall have
been notified in writing; and (d) agrees that nothing herein shall affect the
right to effect service of process in any other manner permitted by law or
shall limit the right to sue in any other jurisdiction.

     IN ORDER TO AVOID DELAYS AND MINIMIZE EXPENSE, BANK, BY ITS ACCEPTANCE OF 
THIS AGREEMENT, AND THE UNDERSIGNED EACH HEREBY KNOWINGLY, VOLUNTARILY AND 
INTENTIONALLY WAIVE ANY RIGHT TO TRIAL BY JURY IN RESPECT OF ANY CLAIM, DEMAND, 
ACTION OR CAUSE OF ACTION ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS 
AGREEMENT OR ANY RELATED WRITING OR ANY AMENDMENT THERETO,


                                       2
<PAGE>   10
WHETHER NOW EXISTING OR HEREINAFTER ARISING AND WHETHER SOUNDING IN CONTRACT OR 
TORT OR OTHERWISE, AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH 
CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY A COURT TRIAL 
WITHOUT A JURY, AND A COPY OF THIS AGREEMENT MAY BE FILED WITH ANY COURT AS 
EVIDENCE OF THE CONSENT OF EACH OF THE PARTIES HERETO TO THE WAIVER OF ITS 
RIGHT TO TRIAL BY JURY.

     In WITNESS WHEREOF, the undersigned has executed this Guaranty on this 
20th day of November, 1998.

                                        "UNDERSIGNED"
                                        AUTOMOTIVE PERFORMANCE GROUP,
                                        INCORPORATED
                                        a(n) Delaware corporation


                                        By: /s/ Tammy M. Powers
                                            ------------------------------
                                            Name: Tammy M. Powers
                                            Title: Chief Financial Officer
                                            TIN #:
                                                   ------------------------
                                            Address: 1207 N. Miller Road
                                                     Tempe, Arizona 85281


State of Arizona  )
                  ) SS:
County of Maricopa)

     
     Before me, the undersigned, a Notary Public, in and for said County and 
State, this 20th day of November, 1998, personally appeared Tammy M. Powers, as 
Chief Financial Officer, of AUTOMOTIVE PERFORMANCE GROUP, INCORPORATED, a(n) 
Delaware corporation, and acknowledged the execution of the foregoing 
Continuing Guaranty to be their voluntary act and deed on behalf of said 
corporation.

     IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my 
official seal.


My commission expires:                     /s/ Maryanne M. Livingston
June 30, 2001                                  --------------------------
                                               Notary Public
Residing in said county:
Maricopa                                   /s/ Maryanne M. Livingston
                                               --------------------------
                                               Printed Name


                                 OFFICIAL SEAL
                             MARYANNE M. LIVINGSTON
                        Notary Public - State of Arizona
                                MARICOPA COUNTY