FACILITY
      C LOAN NOTE

    No.
      ________________

    
      	
              $10,000,000.00

            	
              Date:
                as of October 3, 2008

            
	
              Chicago,
                Illinois

            	
              Due
                Date: October 3, 2011

            


    

    


    FOR
      VALUE
      RECEIVED,
      ISI SECURITY GROUP, INC.,
      a
      Delaware corporation, (the “Borrower”),
      whose
      address is 12903 Delivery Drive, San Antonio, Texas 78247, promises to pay
      to the order of THE
      PRIVATEBANK AND TRUST COMPANY,
      an
      Illinois banking corporation (hereinafter, together with any holder hereof,
      the
“Bank”),
      whose
      address is 70 W. Madison, 2nd floor,
      Chicago, Illinois 60602, on or before October 3, 2011 (the “Facility
      C Scheduled Maturity Date”),
      the
      principal sum of ten million and 00/100 dollars ($10,000,000.00), which amount
      is the principal amount of the Facility C
      Loan
      made by
      the Bank to the Borrower under and pursuant to that certain Loan and Security
      Agreement dated as of the date hereof, executed by and between the Borrower
      and
      the Bank, as amended from time to time (as amended, supplemented or modified
      from time to time, the “Loan
      Agreement”),
      together with interest (computed on the actual number of days elapsed on the
      basis of a 360 day year) on the principal amount of the Facility C
      Loan
      outstanding from time to time as provided in the Loan Agreement. Capitalized
      words and phrases not otherwise defined herein shall have the meanings assigned
      thereto in the Loan Agreement.

    


    The
      outstanding principal of this Facility C Loan Note, and all accrued
      interest thereon, shall be payable as provided in the Loan Agreement, and the
      outstanding principal balance of this Facility C Loan Note, and all accrued
      and unpaid interest thereon, shall be due and payable in full on the
      Facility C Scheduled Maturity Date, unless payable sooner pursuant to the
      provisions of the Loan Agreement.

    


    This
      Note
      evidences the Facility C Loan incurred by the Borrower under and pursuant
      to the Loan Agreement, to which reference is hereby made for a statement of
      the
      terms and conditions under which the Facility C Scheduled Maturity Date or
      any payment hereon may be accelerated. The holder of this Facility C Loan
      Note is entitled to all of the benefits and security provided for in the Loan
      Agreement.

    


    Principal
      and interest shall be paid to the Bank at its address set forth above, or at
      such other place as the holder of this Facility C Loan Note shall designate
      in writing to the Borrower. Each disbursement of the Facility C
      Loan
      made by
      the Bank, and all payments on account of the principal and interest thereof
      shall be recorded on the books and records of the Bank and the principal balance
      as shown on such books and records, or any copy thereof certified by an officer
      of the Bank, shall be rebuttably presumptive evidence of the principal amount
      owing hereunder.

    


    Except
      for such notices as may be required under the terms of the Loan Agreement,
      the
      Borrower waives presentment, demand, notice, protest, and all other demands,
      or
      notices, in connection with the delivery, acceptance, performance, default,
      or
      enforcement of this Facility C Loan Note, and assents to any extension or
      postponement of the time of payment or any other indulgence.

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


    The
      Facility C
      Loan
      evidenced hereby has been made and this Facility C Loan Note has been
      delivered at the Bank’s main office set forth above. This Facility C Loan
      Note shall be governed and construed in accordance with the laws of the State
      of
      Illinois, in which state it shall be performed, and shall be binding upon the
      Borrower, and its legal representatives, successors, and assigns. Wherever
      possible, each provision of the Loan Agreement and this Facility C Loan
      Note shall be interpreted in such manner as to be effective and valid under
      applicable law, but if any provision of the Loan Agreement or this
      Facility C Loan Note shall be prohibited by or be invalid under such law,
      such provision shall be severable, and be ineffective to the extent of such
      prohibition or invalidity, without invalidating the remaining provisions of
      the
      Loan Agreement or this Facility C Loan Note. The term “Borrower”
as
      used
      herein shall mean all parties signing this Facility C Loan Note, and each
      one of them, and all such parties, their respective successors and assigns,
      shall be jointly and severally obligated hereunder.

     

    [Signature
      page follows]

     

    
      
        
        

      

      
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    IN
      WITNESS WHEREOF, the Borrower has executed this Facility C Loan Note as of
      the date set forth above.

     

    ISI
      SECURITY GROUP, INC., 

    a
      Delaware Corporation

    


    
      	 	 	 
	
              By:

            	      	
              
                /s/
                  Sam Youngblood

              

            
	
              Name:

            	     	
              Sam
                Youngblood

            
	
              Title:

            	     	
              President

            


    

     

    
      
        
        

      

      
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