Unassociated Document


    PROMISSORY
      NOTE

     

    This
      Promissory Note (Hereinafter "Note") is entered into by:

    


    Michael
      Lieber of 1701 Avenue I Brooklyn, NY 11230

     

    (Hereinafter
      "Lender")

    


    &

     

    Charleston
      Basics, Inc. of 1701 Avenue I Brooklyn, NY 11230

    


    (Hereinafter
      "Borrower")

    


    1.
      PROMISE TO PAY

    The
      Borrower promises to pay to the Lender the total amount of One Hundred and
      Fifty
      Thousand ($150,000), together with interest payable on the unpaid principal
      at
      the rate of 0 percent per annum, compounded.

    


    Payments
      will be delivered to the Lender's address (1701 Avenue I) or such other address
      as may later be agreed upon by the parties.

     

     

    2.
      REPAYMENT

    The
      amount promised under this Agreement will be repaid in installments or as one
      lump sum . Payments shall begin within 6 months of the date of this Note and
      shall continue until the principal balance of this Note and any accrued interest
      have been repaid in full. All payments shall be first applied to interest and
      the balance shall be applied to the principal.

    


    Should
      the Borrower default in payment, the Borrower shall pay all costs, expenses
      and
      all reasonable legal costs incurred by the Lender, for the purpose of collection
      of this Promissory Note and including reasonable collection charges should
      collection be referred to a collection agency. These costs will be added to
      the
      outstanding principal and will become immediately due.

    


    


    3.
      MODIFICATION

    No
      modification or waiver of any of the terms of this Agreement shall be allowed
      unless by written agreement signed by both parties. No waiver of any breach
      or
      default hereunder shall be deemed a waiver of any subsequent breach or default
      of the same or similar nature.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    4.
      BINDING EFFECT

    Except
      as
      otherwise provided in this Note, all of the covenants, conditions, and
      provisions of this Note shall be binding upon the parties hereto and their
      respective heirs, personal representatives executors, administrators,
      successors, and assigns.

    


    


    5.
      HEADINGS

    Headings
      are inserted for the convenience of the parties only and are not to be
      considered when interpreting this Note.

    


    


    6.
      BREACH
      OF NOTE

    The
      parties acknowledge that no breach of any provision of the Note shall be deemed
      waived unless evidenced in writing. A waiver of any one breach shall not be
      deemed a waiver of any other breach of the same or any other provision of the
      Note.

    


    


    7.
      AMENDMENTS

    This
      Promissory Note may be modified or amended by written agreement of both
      parties.

    


    


    8.
      GOVERNING LAW 

    This
      Agreement is governed by the statutory and case law of the State of New York.
      The parties hereby indicate by their signatures below that they have read and
      agree with the terms and conditions of this Agreement in its
      entirety. 

    


    


    The
      parties hereby indicate by their signatures below that they have read and agree
      with the terms and conditions of this Note in its entirety. 

    


    
      	Lender Information	 	 	Borrower Information
	 	 	 	 	 	 
	By:	/s/
              Michael
              Lieber	 	 	CHARLESTON
              BASICS, INC.
	Name:	Michael Lieber	 	 	 	 
	 	 	 	 	By:	/s/
              Andrea Bereck
	 	 	 	 	Name:	Andrea Bereck
	 	 	 	 	Title:	Secretary and
              Director
	 	 	 	 	 	 
	
              Date: 8/21/07