EXHIBIT 10.3
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North Plainfield, New Jersey
October 15, 2004

                              GRID PROMISSORY NOTE


         FOR VALUE RECEIVED, the undersigned CDKNET.COM, INC., a Delaware
corporation, having an address at 948 US Highway 22, North Plainfield, New
Jersey 07060 ("Borrower"), promises to pay to STEVEN A. HOROWITZ, having an
address at c/o Moritt, Hock, Hamroff & Horowitz, LLP, 400 Garden City Plaza,
Suite 202, Garden City, NY 11530 ("Lender"), the unpaid principal amount of the
advances made by Lender to Borrower as evidenced by Schedule A attached hereto,
with interest at the Interest Rate (as hereinafter defined) on the unpaid
principal amount from the date hereof until the said principal amount has been
paid in full, whether at the Maturity Date (as hereinafter defined) or
otherwise, all as more fully set forth herein. This Note initially represents
advances previously made by Lender to third parties on Borrower's behalf and
Lender agrees to provide Borrower with documentation reasonably requested to
verify the date, purpose and amount of such advances.

         Lender shall endorse on the Schedules to this Note, appropriate
notations to evidence the date, amount, and maturity of each loan made by Lender
and the date and amount of each payment of principal made by Borrower with
respect thereto and forward a copy to Borrower within three business days;
provided, that the failure of Lender to make any such notation or endorsement or
forward a copy shall not affect the obligations of Borrower, hereunder under the
Borrower's Note. The Lender is hereby irrevocably authorized by Borrower so to
endorse the Borrower's Note and to attach to and make a part of the Borrower's
Note a continuation of any such schedule, when required. The amount and time of
any advances to the Borrower shall be in the sole discretion of the Lender.

         The "Interest Rate" shall be six (6%) percent per annum of the
principal outstanding until the principal amount of this Note, together with all
unpaid accrued interest, thereon, shall have been paid in full; provided,
however, that in no event shall the Interest Rate exceed the maximum rate or
amount permitted by applicable law. Accrued interest shall be computed on the
basis of a 365 day year for the actual number of days elapsed during the period
for which computed and shall be paid by Borrower to Lender when the principal is
due at maturity or otherwise. Each payment of principal and interest shall first
be applied to accrued interest due hereunder and the balance, if any, to the
principal hereof.

         The "Maturity Date" shall be the date that is the earlier of December
15, 2004, when the Borrower has raised gross proceeds of $500,000 (not including
securities of Borrower purchased by Lender, additional advances pursuant to this
Note or other loans from Lender to Borrower), or the date that the entire
principal amount and interest on this Note shall become due and payable by
reason of acceleration due to the occurrence of an Event of Default (as
hereinafter defined) or otherwise.

         Each of the following specified events hereby constitutes and is herein
referred to individually as an "Event of Default":

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         (a) Borrower's failure to make or cause to be made any payments to
Lender under this Note or under any other note or agreement now existing or
hereafter to be entered into between the undersigned and Lender when the same
are due; or

         (b) Default in the due and timely observance or performance of the
covenants, conditions or agreements of Borrower contained in this Note; or

         (c) If any warrant of attachment, execution of other writ shall be
issued or levied upon the proceeds or amounts payable hereunder and such
attachment, execution or other writ shall remain undischarged and unstayed for a
period in excess of thirty (30) days; or

         (d) If Borrower should make an assignment for the benefit of creditors
or to an agent authorized to liquidate any substantial amount of its properties
or assets; or should file a voluntary petition in bankruptcy or seeking
reorganization or to effect a plan or other arrangement with creditors; or
should file an answer admitting the jurisdiction of any court and the material
allegations of an involuntary petition filed pursuant to any legislation or
governmental regulation relating to bankruptcy or organization; or should join
in any petition for an adjudication or for a reorganization or other
arrangement; or should become or be adjudicated a bankrupt; or should apply for
a consent to the appointment of or consent that an order be made appointing any
receiver or trustee for itself or for any of its properties, assets or business;
or if an order should be entered pursuant to any legislation or governmental
rule relating to bankruptcy or reorganization; or if a receiver or a trustee
should be appointed otherwise than upon its own application or consent for all
or a substantial part of its properties, assets or business and any such
receiver or trustee so appointed is not discharged within sixty (60) days after
the date of such appointment; or

         (f) If final judgment or judgments for the payment of money aggregating
in excess of One Hundred Thousand Dollars ($100,000.00) not covered by insurance
shall be entered or affirmed by a court against Borrower from which no further
appeal may be taken, and Borrower shall not discharge the same or provide for
its discharge in accordance with its or their terms or procure a stay of
execution thereof within thirty (30) days from the date of entry thereof.

         Upon the occurrence of an "Event of Default" as defined herein or in
the Agreement, the entire principal sum and accrued interest shall, upon written
notice by Lender to Borrower, thereupon become due and payable at the option of
the Lender. Failure to exercise this option shall not constitute a waiver of the
right to exercise the same in the event of any subsequent default. Borrower
hereby waives presentment for payment, demand, protest, notice of protest,
notice of dishonor and all other notices in connection with this Note, except
Borrower does not waive notice as to any prejudgment attachment or the notice of
default and/or acceleration specifically required by this paragraph.

         All payments of principal and interest in respect of this Note shall be
made in lawful money of the United States of America by, at the option of the
Borrower, wire to the bank account of Lender or in same day funds at the office
of Lender set forth above, or at such place as shall be designated by Lender in
writing. Until notified in writing of the transfer of this Note,

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Borrower shall be entitled to deem Lender or such person who has been so
identified by the transferor in writing to Borrower as the holder of this Note
as the owner and holder of this Note. Each of Lender and any subsequent holder
of this Note agrees that before disposing of this Note or any part hereof it
will make a notation hereon of all principal and interest payments made
hereunder.

         Borrower may, upon at least three (3) days notice to Lender, prepay
this Note in whole or in part, without penalty or premium. Any prepayment of
principal of this Note shall include interest to the date of prepayment on the
principal amount being prepaid.

         Borrower agrees that all disputes arising, directly or indirectly, out
of or relating to this Note and all actions to enforce this Note may be dealt
with and adjudicated exclusively in the state courts of New York sitting in New
York County or Nassau County or the federal courts sitting in the Eastern
District of New York, and hereby expressly and irrevocably submits the person to
the jurisdiction of such courts in any suit, action or proceeding arising,
directly or indirectly, out of or relating to this Note or in any action to
enforce this Note. So far as is permitted under the applicable law, this consent
to personal jurisdiction shall be self-operative and no further instrument or
action, other than service of process in one of the manners specified herein or
as otherwise permitted by law, shall be necessary in order to confer
jurisdiction upon the person of the Borrower in any such court.

         Borrower irrevocably waives, by way of motion, as a defense or
otherwise (i) any objection which it may have or may hereafter have to the
laying of the venue of any such suit, action or proceeding brought in such a
court as is mentioned in the previous paragraph; (ii) any claim that any such
suit, action or proceeding brought in such a court has been brought in an
inconvenient forum; or (iii) any claim that it is not personally subject to the
jurisdiction of the above-named courts; provided that if service of process is
effected upon Borrower in one of the manners specified in this paragraph or as
otherwise permitted by law, Borrower agrees that final judgment from which
Borrower has not or may not appeal or further appeal in any such suit, action or
proceeding brought in such court of competent jurisdiction shall be conclusive
and binding upon Borrower and, may so far as is permitted under the applicable
law, be enforced in the courts of any state or any federal court and in any
other courts to the jurisdiction of which Borrower is subject, by a suit upon
such judgment and that Borrower will not assert any defense, counterclaim, or
set off in any such suit upon such judgment.

         Borrower promises to pay all costs and expenses, including reasonable
attorney's fees, incurred in the collection and enforcement of this Note.
Borrower hereby consents to renewals and extensions of time at or after the
Maturity Date hereof, without notice.

         This Note is being delivered and is intended to be performed in the
State of New York and is governed by the laws of the State of New York excluding
any laws relating to the conflict or choice of laws.

         If any term or provision of this Note or the application thereof to any
persons or circumstance shall, to any extent, be invalid or unenforceable, the
remainder of this Note or the application of such term or provision to persons
or circumstances other than those as to which it is held or unenforceable shall
not be affected thereby, and each term and provision of this Note shall be valid
and enforceable to the fullest extent permitted by law.

         IN WITNESS WHEREOF, Borrower has caused this Note to be executed and
delivered by its duly authorized officer, as of the day and year and the place
above written.

                                             CDKNET.COM, INC.



                                             By: /s/ Oleg Logvinov
                                                -------------------------------
                                                 Oleg Logvinov, President



         Lender accepts this Note as representing advances made on behalf of
third parties as to the Borrower and agrees to accurately record any such future
advances and provide Borrower with documentation reasonably requested to verify
the date, purpose and amount of such advances.


                                             LENDER:


                                                 /s/ Steven A. Horowitz
                                                -------------------------------
                                                 Steven A. Horowitz


                                             Dated:  October 15, 2004







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                                  SCHEDULE "A"

Schedule A, which shows a principal balance of $47,200 at October 15, 2004, has
been omitted and will be furnished to the Commission upon request.




























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