December
5, 2007

      


      Mr. Alan
D. Borinsky

      Managing
Member

      Bridge
Private Lending, LLC

      100 W.
Pennsylvania Avenue, Suite 4

      Towson,
Maryland 21204

      


      
        	
                RE:

              	
                Commitment
      Letter for a Hopkins Federal Savings Bank (“Lender”) $1,000,000 commercial
      revolving line of credit (“Loan”) which will he used to fund a portion of
      real property mortgage loans (“Bridge Loans”) made by Bridge Private
      Lending, LLC, (“Borrower”) to Borrower's clients (“Bridge Borrowers”) and
      which are approved by Lender.  The Loan will be collateralized
      and secured by a first position lien direct assignment to Lender of the
      promissory notes, mortgage notes, mortgages, Deeds of Trust, Indemnity
      Deeds of Trust, Guaranties and all other related documents, along with all
      of Borrower's rights thereunder, for each Bridge Loan which is funded by
      advances under this Loan, as well as all contracts and other receivables
      arising from each Bridge Loan funded with the
  Loan.

              


      

      


      Dear Mr.
Borinsky:

      


      We are pleased to inform you that
Lender has approved the request made by you on behalf of Borrower for a One
Million Dollars and NO/100s ($1,000,000.00) commercial revolving line of credit
loan (the “Loan”), to be secured by the Collateral as described in the RE
section above.  This approval is subject to the following terms and
conditions:

      


      
        Amount and
Collateral:  The Loan amount is One Million Dollars and NO/100s
(S1,000,000.00).  The Collateral is the security described in RE
above. The assignment of the Bridge Loans to the Lender must be evidenced by an
assignment, in form and content acceptable to Lender in Lender's sole and
absolute discretion, of the mortgage/Deed of Trust and the mortgage
note/promissory note, along with all other documents associated with each Bridge
Loan designated to be assigned to Lender to support advances under the
Loan.  The assignment document must specifically identify each
document being assigned to Lender.  The assignment of each Bridge Loan
to Lender must be acknowledged by each Bridge Borrower, with said acknowledgment
stating, among other things, that the Bridge Borrower agree to pay Lender
directly in the event Lender notifies Bridge Borrower that payments are to be
made directly to Lender.  Additionally, a statement regarding the
assignment of each note and mortgage/Deed of Trust to Lender must be typed
directly on the first page of each said document prior to
recordation.  The above mentioned assignment must be recorded along
with the other Bridge Loan documents.  The Bridge Loan Mortgage or
Deed of Trust must contain language, clearly visible in the document, stating
that any prepayment of the Bridge Loan must be paid directly to Hopkins Federal
Savings Bank.  By signing this commitment letter, all parties
acknowledge and agree that by way of said assignment of each Bridge Loan
financed by advances under the Loan, Lender shall have the right, but not be
required, in the event of a default under the Loan, to assume Borrower’s
position as holder of each Bridge Loan mortgage note/promissory note, each
Bridge Loan mortgage/Deed of Trust, and any and all associated documents,
rights, interests and remedies by and between Borrower and Bridge Borrower, and
to the underlying real estate securing the Bridge Loans.  Further, in
the event of default under the Loan, Borrower agrees to immediately notify and
instruct all Bridge Borrowers with Bridge Loans assigned to Lender, to remit all
interest, principal, fees, charges and the full repayment of its Bridge Loan
directly to Lender.

      


      
        
           


        

        
          
          

          
            

          

        

        
           


        

      

       

      
         
Loan
Term:  The Promissory Note shall recite that the loan shall
mature twenty four (24) months from the date of execution and delivery of the
documents evidencing and securing the Loan (the “Loan
Closing”).

      

       

      
        Interest
Rate:  During the Term of the Loan, interest will accrue,
commencing at the time of the first advance made under the Loan, at a fixed
interest rate equal to nine and one half percent (9.5%).  Interest
will accrue daily.  In the event of default, for monetary or
non-monetary reasons, the interest rate will increase to 3.0% above the note
rate.

      

       

      
        Prepayment:  There
will be no penalty for early repayment of any portion of the principal of this
Loan.

      

       

      
        Repayment
Terms:  The Borrower will be required to make monthly interest
only payments during the life of the Loan on the first calendar day of each
month.  The first payment will be due the first day of the first month
following the first advance under the Loan.  The required release
price (required principal reduction in the Loan) for each Bridge Loan assigned
to the Lender as Collateral for this Loan shall be 100% of the then par value
(loan balance) of each Bridge Loan being paid off.  All unpaid
principal, interest and fees shall be due and owing, if not paid sooner, twenty
four (24) months from the Loan Closing.

      

       

      
        Loan
Advances:  Prior to the advancing of funds from the Loan for a
Bridge Loan, Borrower shall submit to Lender the following:

      

       

      Copy of
pre-HUD1 settlement sheet for the Bridge Loan.

       

      Copy of
proposed Mortgage Note/Promissory Note.

      Copy of
proposed mortgage/Deed of Trust.

      A copy of
all other documents executed in connection with the subject Bridge Loan,
including, but not limited to title binder/policy.

      A fully
and appropriately executed assignment of the Bridge Loan and all Bridge Loan
Documents to the Lender, including, but not limited to, the mortgage/Deed of
Trust, the mortgage note/promissory note, the title insurance and any other
documents related to the Bridge Loan being assigned to Lender.

       

      
        
          
          

        

        
          2

          
            

          

        

        
          
          

        

      

      
      

      Borrower’s
internal valuation of the underlying property securing the Bridge Loan, and all
accompaniments, including, but not limited to, photographs, comparable sales,
etc.  Lender shall advance 70% of the then current par value (loan
amount) of each Bride Loan assigned by Borrower to Lender, but not more than 70%
of the value of the underlying property securing each Bridge Loan, which value
shall be determined by Lender in its sole and absolute
discretion.  Lender shall have the right to reject any Bridge Loan in
its sole and absolute discretion.  Lender shall not advance funds on
any Bridge Loan that is sixty (60) or more days past due.


      Evidence
that hazard insurance coverage is in place, for an amount not less than the
total advance that could be made under the Loan for each Bridge Loan, in the
form of an insurance certificate which names Borrower or its assigns as
Mortgagee.

      An
updated Borrowing Base Certificate accompanied by an updated Schedule of
Collateral (see attached).

      Copy of
all Borrower’s underwriting information on Bridge Borrower.

      Title
company instruction letter which instructs title company what documents to have
executed and/or recorded at the Bridge Loan Closing, and how to handle post
closing matters, acknowledged by principal of title company.

      


      
        Advance Requests,
Limitations and Procedures:  Advances will be made in the sole
discretion of the Lender and in accordance with this commitment and the Loan
Documents.  The borrower with each request that Lender make an advance
on a Bridge Loan shall pay Lender a One Hundred Dollar ($100.00) investigatory
fee which shall be due regardless of whether Lender makes an advance with
respect to the Bridge Loan.  If the Lender does advanced funds for a
Bridge Loan, the Lender and the Borrower shall be the sole source of funds for
the Bridge Loan and no third party shall loan funds to the Borrower with respect
to that Bridge Loan.

      

       

      
        Settlement:  Title
to each underlying real property securing Bridge Loans to be financed with
advances under the Loan will be searched, necessary loan documents prepared and
a mortgagee title policy in standard ALTA form issued by a title company
acceptable to the Lender at the Bridge Borrower's expense, without any
objectionable exceptions, will be required prior to any advance being made under
the Loan for a new Bridge Loan.  All legal, title or other expenses
incurred by Lender relating to the establishment of the Loan or the advancing of
any funds from the Loan, will be borne by the Borrower and paid at the Loan
Closing.

      

       

      
        Location
Survey:  The Lender may require a location survey for any
Bridge Loan for which funds are advanced by the Lender.

      

       

      
        Documentation:  All
instruments and documents evidencing or securing the Loan shall be subject to
the approval of the Lender and its counsel and shall contain such terms and
provisions as the Lender and its counsel deem necessary.  All costs
associated with the establishment, closing and management of the Loan shall be
borne by the Borrower.

      

       

      
        Insurance:  Hazard
insurance, in an amount not less than the total amount of the
advance for each Bridge Loan under the Loan, is required for each underlying
property securing each Bridge Loan financed with advances from the Loan, with
the insurance certificate naming Borrower as Mortgagee.

      


      
        
           


        

        
          3

          
            

          

        

        
           


        

      


      
        Flood
Insurance:  In the event any portion of any underlying property
securing any Bridge Loan financed with advances under the Loan is located in an
area that has been identified by the Federal Emergency Management Agency as
having special flood and mud slide hazards and in which the sale of flood
insurance has been made available under the Flood Disaster Protection Act of
1973, the Borrower shall deliver to the Lender, prior to the Loan Closing, a
certified copy of a flood insurance policy, which policy must name Borrower as
Mortgagee and be acceptable to the Lender in all other respects.  If
no portion of the Premises comprising the Collateral is located in a flood
hazard area as provided above, the Borrower shall provide to the Lender, prior
to the funding of any Bridge Loan, satisfactory evidence to that
effect.  Flood certification certificates are required for each
underlying Property securing each Bridge Loan financed with advances from the
Loan at Borrower's cost.

      

       

      
        Well and Septic
Test:  Well and Septic tests will be required when
applicable.

      

       

      
        Commitment and other
Fees:  Borrower must pay to the Lender, upon acceptance of this
Commitment Letter, a fee of $2,500.00, representing the Loan commitment
fee.  Upon the anniversary date of the Loan, Borrower shall pay to
Lender a fee of $2,500.00. Additionally, upon each advance made on the Loan,
Borrower shall pay to Lender a fee equal to .25% of the amount of said
advance.

      

       

      
        Proceeds
Disbursement:  The proceeds shall be used to finance a portion
each Bridge Loan to be financed by advances from the Loan. Lender shall advance
up to seventy percent (70%) of the then current par value (loan balance) of each
Bridge Loan assigned to Lender, but in no event more than 70% of the value of
the underlying property securing the same Bridge Loan, as determined by Lender's
internal valuation, in Lender's sole and absolute discretion. In the case of
renovation loans, Lender shall advance fifty percent (50%) of Borrower's advance
on the purchase of the underlying property, and shall later advance an
additional amount up to 70% of Borrower's total advance upon completion of the
planned renovations.  The same loan to value requirements shall
prevail, and Lender's subsequent advance shall occur only after Lender inspects
the subject underlying property and determines the completeness and value of
said property. Lender shall have the right to reject any Bridge Loan for
advances under the Loan, in Lender's sole and absolute
discretion.  Lender shall not make any advances for Bridge Loans which
are more sixty (60) days or more delinquent. Borrower is required to submit an
updated Collateral Report and Borrowing Base Certificate accompanied with all
other items listed in #6 above when requesting an advance from the
Loan.  Borrower is required to submit an updated Collateral Report and
Borrowing Base Certificate dated the first of each month no later than the tenth
(10th) day of
each month of the Loan.  In the event the Harrowing Base is found to
be less than the Loan amount, Borrower shall have, within five (5) business days
of being notified of such “out of margin,” reduce the Loan or add additional
Bridge Loans acceptable to Lender to the Collateral to bring the Loan back into
margin.

      

       

      
        
          
          

        

        
          4

          
            

          

        

        
          
          

        

      

       

      
        Hazardous
Materials:  In the event hazardous materials are discovered on
any underlying property securing a Bridge Loan financed with advances from this
Loan, Lender may refuse to fund any advances for that particular Bridge Loan,
and may require immediate repayment by Borrower of the Lender's advances on that
Bridge Loan. Further, Borrower, at its cost and expense, will comply with all
laws and regulations applicable thereto.  In any event, the Borrower
shall indemnify the Bank against and hold the Bank harmless from any and all
claims, demands, judgments, damages, actions, suits, administrative proceedings,
costs, expenses, penalties, fines and other liabilities which may arise or be
incurred by or assessed against the Lender in connection with any hazardous
materials located on or otherwise effecting any underlying property securing a
Bridge Loan that is financed with advances from this Loan.

      

       

      
        Annual Financial
Statements: Borrower shall provide to the Lender annually a copy or
copies of Borrower's and all Guarantors' financial statements and tax returns
within 120 days after the Borrower's and Guarantors’ fiscal year end, unless
extended under IRS acceptable guidelines.  Failure to provide the
aforesaid documents in a timely manner shall constitute a default under the loan
documents and will trigger the default rate of interest in the Loan
documents.

      

       

      
        Net Worth
Maintenance:  N/A

      

       

      
        Escrows:  N/A

      

       

      
        Costs of
Transaction:  All costs involved in this or related
transactions, including but not limited to, the fees of Lender's attorneys, the
fees of the appraiser, title insurance premiums and costs, document preparation,
and any documentary stamps, transfer taxes or recording costs shall be paid by
the Borrower, such that the transaction shall be without cost or expense to
Hopkins Federal Savings Bank.  Once this commitment has been accepted
by Borrower, all such costs and expenses, to the extent actually incurred, shall
be paid by the Borrower, independent of any fees paid by the Borrower to date or
after this letter is signed, whether or not the Loan Closing actually
occurs.

      

       

      
        Commercial Loans and Title
Company.  Unless the Lender agrees to consider other loans, the
Borrower shall only request advances from Lender on first position commercial
loans.  The Borrower shall not use any title company other than to
close any Bridge Loan without Lender's prior written consent.

      

       

      
        No Junior or Senior Lien:
Due on Sale Clause:  The Deed of Trust, Mortgage or Indemnity
Deed of Trust on the underlying property securing each Bridge Loan financed by
advances under this Loan shall provide that no junior or senior liens,
encumbrances or security interest in all or any part of said underlying property
shall be permitted without the prior written consent of Lender and any party to
which said Deed of Trust, Mortgage or Indemnity Deed of Trust has been
assigned.  The Deed of Trust, mortgage or Indemnity Deed of trust on
the underlying property shall further provide that the Bridge Loan may be due
and payable if the holder of the Note so elects, upon any transfer, sale,
encumbrance, or other conveyance or disposition of all or any part of the real
property acting as security for any Bridge Loan financed by advances under this
Loan.

      

       

      
        
          
          

        

        
          5

          
            

          

        

        
          
          

        

      

       

      
        Assignment
Prohibited:  This commitment may not be assigned or transferred
by the Borrower.  This Commitment may not be amended in any respect
except by a written agreement signed by the Borrower and the
Lender.

      

       

      
        Appraisal:  If,
in the event of a default under this Loan, Lender requires Borrower to have any
underlying property securing a Bridge Loan financed by advances under this Loan
reappraised, Borrower hereby covenants and authorizes the Lender to have said
underlying property reappraised, and Borrower covenants and agrees to be solely
responsible to pay the cost thereof. The failure by Borrower to abide by the
terms hereof shall constitute an event of default under the loan
documents.

      

       

      
        Guarantors:  The
Loan will be jointly, severally, and unconditionally guaranteed by Alan D. and
Elizabeth Marzo Borinsky.

      

       

      
        Cancellation:  This
Commitment is given to the Borrower in reliance upon the information provided to
the Lender by the Borrower (or its agents) and Guarantor in their request for
the Loan. Should the information he materially incorrect or incomplete, the
Lender reserves the right to cancel this Commitment and to retain all fees paid
to the Lender.  The Lender also reserves the right to cancel this
Commitment and to retain all fees paid to the Lender in the event there shall
occur, prior to the loan closing, any material adverse change with respect to
the condition or status of the Collateral or the financial condition of the
Borrower and/or Guarantors.

      

       

      
        Survival of Terms and
Conditions:  The terms and conditions of this commitment letter
shall survive closing of the transaction, and the Commitment Letter shall become
an integral part of the Loan Documents; provided, however, that if the terms and
conditions of this commitment letter shall conflict with any terms and
conditions of the Loan or Loan Documents, the terms and conditions of the Loan
Documents shall prevail.  The detail of the advance rates and fees,
spec limits and other functional requirements and restrictions, as may be
described herein, among other things, may possibly not be described within the
other Loan Documents.  Therefore, in matters of dispute arising
regarding those matters which are described in detail herein, but not within the
other Loan Documents, the commitment letter shall prevail.

      

       

      
        Governing
Law:  This commitment letter shall be governed, construed and
enforced in accordance with the law of the State of Maryland.

      

       

      
        Expiration:  If
this Loan Commitment is not accepted with fifteen (15) days of the date of this
Letter, and if the Loan is not closed within thirty (30) days after the
Commitment date, the Lender’s obligation to make the Loan shall, at its option,
cease.

      

       

      
        Miscellaneous:  The
Borrower shall provide to the Lender, within 5 days prior to the Loan Closing,
and in addition to those items specifically referred to elsewhere in this
Commitment, such documents, instruments, certificates, opinions and other
materials the Lender or its counsel may require, including, but not limited to,
a certified copy of the articles of organization and operating agreement of the
LLC portion of the Borrower.

      

       

      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

       

      
        Evidence of Good
Standing:  Evidence from the State of Florida Department of
State (or similar entity) will he provided prior to the Loan Closing indicating
that Bridge Private Lending, LLC is in good standing and from the Maryland
Department of Assessments and Taxation that the Borrower is in good standing and
registered to transact business in Maryland.

      

        

      
        Time of the Essence:
Time shall be of the essence for all purposes in construing, interpreting and
enforcing this Commitment.

      

       

      
        Entire
Agreement:  This Commitment represents the entire agreement
between the parties hereto with respect to the Loan.  No statement,
agreement or representation regarding the Loan, whether oral or written, which
may have been made to the Borrower or by any employee, agent or broker acting on
the Borrower's behalf by the Lender or by any employee, agent or broker acting
on the Lender's behalf shall be of any force or effect, except to the extent
stated in this Commitment.

      

       

      
        Other Terms, Conditions and
Requirements:  By signing the Commitment Letter, the Borrower
agrees to conduct its business in accordance with the laws of the state of
Maryland and the municipalities in which it conducts its
business.

      

       

      
        No Conflict; Borrower Holds
Lender Harmless:  Borrower acknowledges by signing below, that,
among other things, Lender's normal course of business includes making property
acquisition and renovation loans to property owners and contractors in the same
geographical areas as the Borrower.  While Lender agrees to not
directly solicit any of Borrowers' borrowers during the term of the Loan,
Borrower agrees to hold Lender harmless and free of any obligation to Borrower
in the event one or more Bridge Borrowers directly requests a loan of any kind
from Lender. Borrower further agrees to not directly solicit any of the Lender's
clients for loans.

      

       

      We are pleased to make this financing
available to you.  Please indicate your acceptance of this Commitment
by signing and returning to us this Commitment Letter along with the commitment
fee of $2,500.00.  Failure to return this Letter of Commitment to the
undersigned with the above fee before the expiration date of the letter will
cause the Letter of Commitment to be canceled.


      
        
           


        

        
          7

          
            

          

        

        
           


        

      

      


      
        
          	 
      	
                  Very
      truly yours,

                
	 
      	
                  Hopkins
      Federal Savings Bank

                
	 
      	 
      
	 
      	
                  Michael
      A. Schonfeld

                
	 
      	
                  Executive
      Vice President

                
	 
      	
                  Chief
      Lending Officer

                


        

      

      


      THE FOREGOING TERMS AND CONDITIONS ARE
HEREBY AGREED TO AND ACCEPTED THIS ___ DAY OF __________, 2007.

       

      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  
                                    	
                                            Borrower:

                                          	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                                            Bridge
      Private Lending, LIC

                                          	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	 
      	 
      	
                                            Witness: 

                                          	
                                               

                                          
	
                                            By:  Alan
      D. Borinsky, Authorized and Managing Member

                                          
	 
      	 
      	 
      	 
      
	
                                            Guarantor:

                                          	 
      	 
      	 
      
	 	 	 	 
	 
      	 
      	
                                            Witness:

                                          	
                                                

                                          
	
                                            Alan
      D. Borinsky

                                          	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                                            Guarantor:

                                          	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	 
      	
                                               

                                          	
                                            Witness:

                                          	
                                                

                                          
	
                                            Elizabeth
      Marzo Borinsky

                                          	 
      	 
      	 
      


                                  

                                

                              

                            

                          

                        

                      

                    

                  

                

              

            

          

        

      


      
        
           


        

        
          8

          
            

          

        

        
           


        

      


      REVOLVING
LOAN EXTENSION LETTER

       

      January
22, 2010

       

      Mr. Alan
D. Borinsky

      Managing
Member

      Bridge
Private Lending, LLC

      100 W.
Pennsylvania Avenue, Suite 4

      Baltimore,
MD  21204

      


      
        	
              	
                RE:

              	
                Extension
      Revolving Loan $1,000,000

              


      

      #8892

      Promissory Note (the
“Promissory Note”)

      


      Dear Mr.
Borinsky:

      


      The above-referenced loan matured on
January 10, 2010.  We are pleased to inform you that Hopkins Federal
Savings Bank (the “Lender”) has approved the extension of the above-referenced
Revolving Loan to Bridge Private Lending, LLC, herein referred to as (the
“Borrower”), until January 10, 2012 which date shall be, for purposes of the
Promissory Note, the “Expiration Date.”

      


      The following are conditions to the
extension being activated:

      


      
        	
                 
      

              	
                1.

              	
                All
      parties are to sign and return to the undersigned, so that it arrives at
      the bank no later than January 28, 2010, this Revolving Construction Loan
      Extension Letter along with a check in the amount of
      $2,500.00.

              


      

      


      
        	
                 
      

              	
                2.

              	
                The
      interest rate shall be reduced from 9.5% to 8.75%
  fixed.

              


      

      


      In all
other respects, the terms and conditions of the Loan Documents, being the
original Loan Documents dated January 10, 2008 and
any and all subsequent modifications made to those loan documents and any
documents executed with the Lender with respect to the Loan shall remain
unchanged and in full force and effect.

      


      Please
indicate your acceptance of this extension and your understanding of the terms
contained herein and within the existing Loan Documents by having Borrowers and
Guarantor signing below.  By signing below, the Borrowers and the
Guarantor, as named below and in the Promissory Note, the Unconditional Guaranty
Agreement dated of even date with the other original Loan Documents, and all
other Loan Documents and any subsequent modifications thereto, hereby
acknowledge and agree to the terms of the modification of the Loan as set forth
herein, including without limitation, the provisions of numbered paragraph 2
above.  Borrowers and Guarantor, by signing this letter hereby fully
and unconditionally confirm and reaffirm their respective obligations under the
Loan Documents, as modified hereby.  Nothing contained herein is
intended to create a novation, nor shall anything contained herein be deemed to
affect the validity or priority of any of the Loan Documents or to limit any
rights of Lender under the Loan Documents except as specifically set forth
herein.


      
        
           


        

        
          9

          
            

          

        

        
           


        

      

       

      By
signing below, Borrowers and Guarantor:  (a) represent to Lender that
no default or Event of Default exists under the provisions of the Loan
Documents, and that to the best of their respective knowledge, no event exists
which, with the giving of notice or lapse of time, or both, could or would
constitute a default or an Event of Default under the provisions of any of the
Loan Documents and (b) release, acquit and forever discharge Lender and Lender’s
subsidiaries, affiliates, officers, directors, agents, employees, servants,
attorneys and representatives from any and all claims, demands, debts, actions,
causes of action, suits, agreements, obligations, accounts, defenses, offsets
against the Loan and liabilities of any kind or character whatsoever, known or
unknown, which any of the Borrowers or Guarantor ever had or now
has.

      


      Thank you
very much.

      


      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              
                                
                                  
                                    	 	 	
                                            Sincerely,

                                          	 
	 	 	
                                            Hopkins
      Federal Savings Bank

                                          
	 	 	 
      	 
      	 
      	 
	 	 	
                                            By:

                                          	 
      	
                                            (SEAL)

                                          
	 	 	 
      	
                                            Name:

                                          	 
      	 
	 	 	 
      	
                                            Title:

                                          	 
      	 


                                  

                                

                              

                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

      


      ACCEPTED
AND AGREED TO THIS ______ DAY OF JANUARY, 2010

      


      
        
          
            
              
                
                  
                    
                      
                        
                          
                            	
                                    Witness:

                                  	 
      	
                                    Borrower:

                                  
	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	
                                    BRIDGE
      PRIVATE LENDING, LLC

                                  
	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	
                                    By:

                                  	 
      	
                                    (SEAL)

                                  
	 
      	 
      	 
      	
                                    Alan
      D. Borinsky, Managing Member

                                  
	 
      	 
      	 
      	 
      	 
      
	
                                    Witness:

                                  	 
      	
                                    Guarantor:

                                  
	 
      	 
      	 
      	 
      	 
      
	 
      	 
      	
                                    By:

                                  	 
      	
                                    (SEAL)

                                  
	 
      	 
      	 
      	
                                    ALAN
      D. BORINSKY

                                  
	 
      	 
      	 
      	 
      	 
      
	
                                    Witness:

                                  	 
      	
                                    Guarantors:

                                  
	 
      	
                                      

                                  	 
      	 
      	 
      
	 
      	 
      	
                                    By:

                                  	 
      	
                                    (SEAL)

                                  
	 	 	 	
                                    ELIZABETH
      MARZO BORINSKY

                                  	 


                          

                        

                      

                    

                  

                

              

            

          

        

      


      
        
           


        

        
          10

          
            

          

        

        
           


        

      

      


      
        	
                Baltimore,
      Maryland

              	
                $1,000,000.00

              


      

      January
10, 2008

      


      REVOLVING LOAN PROMISSORY
NOTE

      


      FOR VALUE
RECEIVED, the undersigned BRIDGE PRIVATE LENDING, LLC, a Florida limited
liability company registered to transact business in Maryland, and its
successors and permitted assigns (jointly, severally and collectively, if more
than one, hereinafter referred to as the “Borrower”), promises to pay to the
order of HOPKINS FEDERAL SAVINGS BANK, its successors and assigns (the
“Lender”), at the Lender’s office sat Hilton Plaza, Suite 200, 1726 Reisterstown
Road, Baltimore, Maryland 21208, or at such other places as the holder of this
Promissory Note may from time to time designate, the principal sum of One
Million Dollars and No Cents ($1,000,000.00) (the “Loan”), or so much as may
have been advanced to or for the account of the Borrower pursuant to the Loan
Documents, defined below together with interest thereon at the rate or rates
hereafter specified until paid in full and any and all other sums which may be
owing to the holder of this Promissory Note by the Borrower pursuant to this
Promissory Note.  All terms not otherwise defined herein shall have
the meanings as ascribed to them in the Loan Documents.  The following
terms shall apply to this Promissory Note:

       

      Calculation of
Interest.  Interest shall be calculated on the basis of three
hundred sixty (360) days per year factor applied to the actual days on which
there exists an unpaid balance hereunder.

       

      Interest
Rate.  Interest shall accrue on the unpaid disbursed principal
balance of this Promissory Note until paid in full at a fixed rate of interest
on Nine and One Half Percent (9.5%) per annum

       

      Repayment.  Commencing
on the first day of the first full calendar month following the Loan Closing,
and continuing on the same calendar day of each successive calendar month
thereafter, the Borrower shall pay to the holder all accrued and unpaid
interest.  The Borrower shall also, at the time it releases
a  Bridge Lending Loan (as defined in the Loan Document) from the lien
of Borrower’s deed of Trust, make a principal payment on this Note equal to the
total amount the Borrower has drawn from Lender on that Bridge Lending
Loan.  All unpaid principal, interest, fees and other amounts under
the Loan shall become due and payable.  If not sooner due or paid,
twenty-four (24) months from the date of this Note.

       

      Late Payment
Charge.  If any payment due hereunder, including the final
installment, is not received by the holder within fifteen (15) calendar days
after its due date, the Borrower shall pay a late payment charge equal to five
percent (5%) of the amount then due (including both principal and
interest).  The late payment charge shall be due whether or not the
holder declares this Promissory Note in default or accelerates and demands
immediate payment of the sums due hereunder.  The existence of the
right by the holder to receive a late payment charge shall not constitute a
grace period or provide any right in the Borrower to make a payment other than
on its due date.


      
        
           


        

        
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      Prepayment.  The
Borrower may prepay this Promissory Note in whole or in part at any time from
time to time without premium or additional interest.  All prepayments
under this Promissory Note shall be applied to the outstanding principal balance
in the inverse order of scheduled maturities.

       

      Rights upon
Default.  Upon a default in the payment of any sum due
hereunder when due, or a default in the performance of any of the covenants,
conditions or terms of any other agreement or document executed by or on behalf
of the Borrower or others for the benefit of the Lender or any holder
(collectively, the “Loan Documents”), and the expiration of any applicable grace
or cure period, in addition to all other rights or remedies available to the
holder under the Loan Documents or under applicable law, the holder of this
Promissory Note shall have the following rights:

       

      Acceleration.  The
holder of this Promissory Note, in the holder’s sole discretion and without
notice or demand, may declare the entire unpaid principal balance plus accrued
interest and all other sums due hereunder immediately due and
payable.  Reference is made to the Loan Documents for further and
additional rights on the part of the holder to declare the entire unpaid
principal balance plus accrued interest and all other sums due hereunder
immediately due and payable.

       

      Default Interest
Rate.  The holder of this Promissory Note, in the holder’s sole
discretion and without notice or demand, may raise the rate of interest accruing
on the unpaid principal balance by three (3) percentage points above the rate of
interest otherwise applicable, independent of whether the holder elects to
accelerate the unpaid principal balance as a result of such default, unless
prior to the imposition of the default rate of interest, the Borrower cures such
event to the satisfaction of the holder hereof.

       

      Confession of
Judgment.  THE BORROWER AUTHORIZES ANY ATTORNEY ADMITTED TO
PRACTICE BEFORE ANY COURT OF RECORD IN THE UNITED STATES, OR THE CLERK OF SUCH
COURT, TO APPEAR ON BEHALF OF THE BORROWER IN ANY COURT IN ONE OR MORE
PROCEEDINGS, OR BEFORE ANY CLERK THEREOF OR PROTHONOTARY OR OTHER COURT
OFFICIAL, AND TO CONFESS JUDGMENT AGAINST THE BORROWER IN FAVOR OF THE HOLDER OF
THIS PROMISSORY NOTE IN THE FULL AMOUTN DUE ON THIS PROMISSORY NOTE (INCLUDING
PRINCIPAL, ACCRUED INTEREST AND ANY AND ALL CHARGES, FEES AND COSTS) PLUS
ATTORNEYS FEES EQUAL TO 15% OF THE PRINCIPAL BALANCE OF THE LOAN, BUT NOT LESS
THAN THE ACTUAL AMOUNT OF THE ATTORENYS FEES AND RELATED COSTS ACTUALLY
INCURRED, ALL WITHOUT PRIOR NOTICE OR OPPORTUNITY O FTHE BORROWER FOR PRIOR
HEARINGS.  THE BORROWER AGREES AND CONSENTS THAT VENUE AND
JURISDICTION SHALL BEP ROPER IN THE CIRCUIT COURT OF ANY COUNTY OF THE STAET OF
MARYLAND OR OF BALTIMORE CITY, MARYLAND, OR IN ANY UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND.  THE BORROWER WAIVE THE BENEFIT OF ANY
AND EVERY STATUTE, ORDINANCE, OR RULE OF COURT WHICH MAY BE LAWFULLY WAIVED
CONFERRING UPON THE BORROWER ANY RIGHT OR PRIVILEGE OF EXEMPTION, HOMESTAED
RIGHTS, STAY OF EXECUTION, OR SUPPLEMENTARY PROCEEDINGS, OR OTHER RELIEF FROM
THE ENFORCEMENT OR IMMEDIATE ENFORCEMENT OF A JUDGMENT OR RELATED PROCEEDINGS ON
A JUDGMENT.  THE AUTHORITY AND POWER TO APPEAR FOR AND ENTER JUDGMENT
AGAINST THE BORROWER SHALL NOT BE EXHAUSTED BY ONE OR MORE EXERCISES THEREOF, OR
BY ANY IMPERFECT EXERCISE THEREOF, AND THERETO; SUCH AUTHORITY AND POWER MAY BE
EXERCISED ON ONE OR MORE OCCASIONS FROM TIME TO TIME, IN THE SAME OR DIFFERENT
JURISDICTIONS, AS OFTEN AS THE HOLDER SHALL DEEM NECESSARY, CONVENIENT, OR
PROPER.


      
        
           


        

        
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      Waiver of
Protest.  The Borrower, and all parties to this Promissory
Note, whether maker, endorser, or guarantor, waive presentment, notice of
dishonor and protest.

       

      Notices.  Any
notice or demand required or permitted by or in connection with this Promissory
Note shall be given in the manner specified in the Loan Documents for the giving
of notices under the Loan Documents.  Notwithstanding anything to the
contrary, all notices and demands for payment from the holder actually received
in writing by the Borrower shall be considered to be effective upon the receipt
thereof by the borrower regardless of the procedure or method utilized to
accomplish delivery thereof to the Borrower.

       

      Assignability.  This
Promissory Note may be assigned by the Lender or any holder at any time or from
time to time.

       

      Joint and Several
Liability.  If more than one person or entity is executing this
Promissory Note as a Borrower, all liabilities under this Promissory Note shall
be joint and several with respect to each of such persons or
entities.

       

      Choice of Law; Consent to
Jurisdiction; Agreement as to Venue:  The laws of the State of
Maryland (excluding, however, conflict of law principles) shall govern and be
applied to determine all issues relating to this Promissory Note and the rights
and obligations of the parties hereto, including the validity, construction,
interpretation, and enforceability of this Promissory Note and its various
provisions and the consequences and legal effect of all transactions and events
which resulted in the issuance of this Promissory Note or which occurred or were
to occur as a direct or indirect result of this Promissory Note having been
executed.  The Borrower irrevocably consents to the non-exclusive
jurisdiction of the courts of the State of Maryland and of the United States
District Courts for the District of Maryland, if a basis for federal
jurisdiction exists.  The Borrower agrees that venue shall be proper
in any circuit court of the State of Maryland selected by the Lender or in the
United States District Court for the District of Maryland if a basis for federal
jurisdiction exists and waives any right to object to the maintenance or a suit
in any of the state or federal courts of the State of Maryland on the basis of
improper venue or of inconvenience of forum.

       

      Tense; Gender; Defined
Terms; Section Headings.  As used herein, the singular includes
the plural and the plural includes the singular.  A reference to any
gender also applies to any other gender.  Defined terms are entirely
capitalized throughout.  The section headings are for convenience only
and are not part of this Promissory Note.


      
        
           


        

        
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      Waiver of Jury
Trial.  The Borrower (by execution of this Promissory Note) and
the Lender (by acceptance of this Promissory Note) agree that any suit, action,
or proceeding, whether claim or counterclaim, brought or instituted by or
against the Borrower or the Lender, or any successor or assign of the Borrower
or the Lender, on or with respect to this Promissory Note or any of the other
Loan Documents, or which in any way relates, directly or indirectly, to the
obligations of the Borrower to the Lender under this Promissory Note or any of
the other Loan Documents, or the dealings of the parties with respect thereto,
shall be tried only by a court and not by a jury.  THE BORROWER AND
THE LENDER HEREBY EXPRESSLY WAIVE ANY RIGHT TO A TRAIL BY JURY IN ANY SUCH SUIT,
ACTION OR PROCEEDING.  The Borrower and the Lender acknowledge and
agree that this provision is a specific and material aspect of the agreement
between the parties and the Lender would not enter into the transaction with the
Borrower if this provision were not part of their agreement.

       

      IN
WITNESS WHEREOF, the Borrower has duly executed this Promissory Note under seal
as of the date first above written.

       

      
        
          
            
              	
                      WITNESS/ATTEST:

                    	 	
                      BORROWER:

                    
	 
      	 	 
      
	 
      	 	
                      BRIDGE
      PRIVATE LENDING, LLC

                    
	 
      	 	 
      	 
      	 
      
	 
      	 	
                      By:

                    	 
      	
                      (SEAL)

                    
	 
      	 	 
      	
                      Alan
      D. Borinsky, Managing
Member

                    


            

          

        

      


      
        
           


        

        
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