EXHIBIT 4.1

                           CONVERTIBLE LOAN AGREEMENT
                                  OCTOBER 2003

          This Convertible Loan Agreement ("Agreement") is made and entered into
to be effective upon execution by and between Utix Group, Inc. (fka Chantal Skin
Care  Corporation),  a Delaware  corporation  with an  address at 170  Cambridge
Street, Burlington, MA 01803-2933 (the "Borrower"), Corporate Sports Incentives,
Inc.,  a New  Hampshire  corporation  with an address at 170  Cambridge  Street,
Burlington,  MA 01803-2933 ("CSI" or the  "Guarantor"),  and the lenders who are
signatories  hereto,  each with an address as set forth  opposite their names on
SCHEDULE A attached hereto (each a "Lender" and collectively, the "Lenders"), as
follows:

          WHEREAS,   CSI  entered  in  a  business  loan  agreement  ("CSI  Loan
Agreement")  with the Lenders pursuant to which CSI borrowed an aggregate amount
of $225,000 ("CSI Loan") from the Lenders, which CSI Loan matures in March 2004;

          WHEREAS, the Borrower shall enter into a Share Exchange Agreement with
CSI,  Joel  Pensley,  an  individual  ("Utix  Principal  Stockholder"),  and the
stockholders of CSI (the "CSI Stockholders"),  dated as of October 31, 2003 (the
"Share Exchange Agreement"), whereby the stockholders of CSI will exchange their
shares of CSI  common  stock for  shares of common  stock of the  Borrower  (the
"Share Exchange") and CSI will become a wholly-owned subsidiary of Borrower; and

          WHEREAS,  pursuant to Section 1.01(e) of the Share Exchange Agreement,
the Lenders have agreed to cancel the  indebtedness in the CSI Loan Agreement in
consideration  for  Borrower  entering  into this  Agreement  with the  Lenders,
whereby  Lenders  will lend to Borrower  an  aggregate  amount of $225,000  (the
"Loan")  pursuant  to the terms of this  Agreement  and the  Notes  (as  defined
hereinafter).

          NOW  THEREFORE,  for  good and  valuable  consideration,  the  parties
hereto, intending to be legally bound, agree as follows

     1.   LOAN AGREEMENT.  Borrower agrees to borrow from each Lender,  and each
          Lender agrees to lend to Borrower on the date hereof,  the amounts set
          forth  opposite  each  Lender's  name in  SCHEDULE A attached  hereto,
          subject to the terms and  conditions  set forth  hereunder  and in the
          notes that are  substantially in the form attached hereto as EXHIBIT A
          (the  "Notes"),  in an  aggregate  amount of Two  Hundred  Twenty Five
          Thousand Dollars ($225,000).

               a.   CANCELLATION  OF CSI LOAN. As additional  consideration  for
                    canceling  the  indebtedness   evidenced  by  the  CSI  Loan
                    Agreement,  each  Lender  shall have the right,  but not the
                    obligation, for every one dollar ($1) of principal that such
                    Lender  loans to the  Borrower,  to  purchase  one  share of
                    common stock of the  Borrower  for $0.001 per share,  on the
                    Closing Date (as defined in the Share Exchange Agreement).

<PAGE>


     2.   TERMS.

               a.   INTEREST.  The Loan shall bear  interest  at a rate of seven
                    percent  (7%) per annum.  Interest  will be paid  quarterly,
                    commencing on March 31, 2004 and on each June 30,  September
                    30 and December 31 thereafter until the principal amount and
                    all accrued but unpaid interest has been paid.

               b.   MATURITY.  The Loan will  mature on the  earlier  of (i) the
                    one-year  anniversary  of the Effective  Date (as defined in
                    the Share  Exchange  Agreement),  (ii) the  occurrence of an
                    Event of Default  (as  defined  in the Notes) in  accordance
                    with the  procedures  set forth in the Notes,  and (iii) the
                    Borrower's  completion  of an equity  financing  of at least
                    $1.5 million, which such financing shall be exclusive of the
                    Rule 504  Offering  (as  defined in  Section  4.03(i) of the
                    Share Exchange Agreement).

               c.   GUARANTEE.  The Loan shall be unconditionally  guaranteed by
                    CSI in substantially the form of EXHIBIT B attached hereto.

               d.   VOLUNTARY  CONVERSION.  Each  Lender has the  right,  at the
                    Lender's option, at any time prior to payment in full of the
                    principal  balance of their Note,  to convert their Note, in
                    whole or in part, into fully paid and  nonassessable  shares
                    of Common Stock of the Borrower  (the "Common  Stock").  The
                    number of shares of Common  Stock into which the Note may be
                    converted  ("Conversion  Shares")  shall  be  determined  by
                    multiplying  the aggregate  principal  amount of the Note by
                    the  Conversion  Price (as  defined  below) in effect at the
                    time of such conversion. The Conversion Price shall be equal
                    to  (A)  the  quotient  of (x)  1.2  divided  by (y)  50,000
                    multiplied by (B) 96,794.609.

     3.   REPRESENTATIONS.

               a.   The Borrower  hereby  represents and warrants to the Lenders
                    as follows:

                    (i)   GOOD   STANDING.   Borrower  is  a  corporation   duly
                          organized,  validly  existing,  and in  good  standing
                          under  the  laws  of  the  State  of  Delaware,  dully
                          authorized  to conduct  business and in good  standing
                          under  the  laws  of  each  jurisdiction   where  such
                          qualification is material to the conduct of business.

                    (ii)  CORPORATE  AUTHORITY.  The Borrower has full power and
                          authority to enter into this Agreement,  to borrow the
                          funds,  to execute and deliver the Loan,  and to incur
                          the obligations provided for herein, all of which have
                          been  duly  authorized  by all  proper  and  necessary
                          corporate   action.   No   consent  or   approval   of
                          shareholders or of any public authority is required as
                          a condition to the validity of this Agreement.
<PAGE>


                    (iii) BINDING  AGREEMENT.  This Agreement and the Loan, when
                          issued  and  delivered   pursuant   hereto  for  value
                          received,  shall  constitute  the  legal,  valid,  and
                          binding  obligation of the Borrower in accordance with
                          its terms,  subject to bankruptcy and insolvency  laws
                          and any other  laws of general  application  affecting
                          the rights and remedies of creditors.

               b.   The Guarantor hereby  represents and warrants to the Lenders
                    as follows:

                    (i)   GOOD  STANDING.   Guarantor  is  a  corporation   duly
                          organized,  validly  existing,  and in  good  standing
                          under  the laws of the State of New  Hampshire,  dully
                          authorized  to conduct  business and in good  standing
                          under  the  laws  of  each  jurisdiction   where  such
                          qualification is material to the conduct of business.

                    (ii)  CORPORATE  AUTHORITY.  Guarantor  has full  power  and
                          authority to enter into this  Agreement,  to guarantee
                          the Loan, to execute and deliver the Guarantee, and to
                          incur the  obligations  provided  for  herein,  all of
                          which  have been duly  authorized  by all  proper  and
                          necessary  corporate action. No consent or approval of
                          shareholders or of any public authority is required as
                          a condition to the validity of this Agreement.

                    (iii) BINDING  AGREEMENT.  This Agreement and the Guarantee,
                          when issued and  delivered  pursuant  hereto for value
                          received,  shall  constitute  the  legal,  valid,  and
                          binding obligation of the Guarantor in accordance with
                          its terms,  subject to bankruptcy and insolvency  laws
                          and any other  laws of general  application  affecting
                          the rights and remedies of creditors.

     4.   AFFIRMATIVE  COVENANTS.  Until  the  payment  in full of the  Loan and
          performance   of  all   obligations  of  the  Borrower  and  Guarantor
          hereunder,  unless  otherwise  indicated,  the Borrower and  Guarantor
          shall:

               a.   TAXES.  Pay  and  discharge  all  taxes,  assessments,   and
                    governmental   charges  upon  it,  its   incomes,   and  its
                    properties prior to the date on which penalties are attached
                    thereto, unless and to the extent only that such taxes shall
                    be contested in good faith and by appropriate proceedings by
                    the Borrower or Guarantor, as applicable.

               b.   INSURANCE.   Maintain  insurance  with  insurance  companies
                    reasonably acceptable to the Lenders on such properties,  in
                    such  amounts  and  against  such  risks  as is  customarily
                    maintained by similar  businesses  operating within the same
                    industry.

               c.   NOTICE OF CLAIMS. Notify Lenders of any claims made or legal
                    processes  instituted against the properties or other assets
                    of Borrower or Guarantor,

<PAGE>


                    as  applicable,  within  fifteen  (15) days of  Borrower  or
                    Guarantor, as applicable, becoming aware of the existence of
                    such claim or legal  process.  Agree to  diligently  work to
                    resolve,  in an efficient and cost  effective  manner,  such
                    claims.

     5.   NEGATIVE  COVENANTS.  Until  payment  in  full  of the  Loan  and  the
          performance  of all other  obligations  of the Borrower and  Guarantor
          hereunder, the Borrower and Guarantor shall not, except with the prior
          written consent of a majority (51%) of the Lenders:

               a.   Make loans or  advances  to a person,  firm or  corporation,
                    except  loans or  advances  made in the  ordinary  course of
                    business.

               b.   Other  than  pursuant  to the  terms of the  Share  Exchange
                    Agreement,  issue,  incur or assume  any  indebtedness,  nor
                    become liable, whether as an endorser, guarantor, surety, or
                    otherwise  for any debt or  obligation  of any other person,
                    firm, or corporation.

     6.   EVENTS OF DEFAULT.  The amounts due hereunder shall become immediately
          due and payable in full upon the  occurrence of any one or more of the
          following  events  of  default  (the  "Events  of  Default").  In  all
          instances below, Borrower or Guarantor, as applicable,  has sixty (60)
          days to cure.

               a.   Default in the payment of the principal  and unpaid  accrued
                    interest  of the  Loan  when  due and  payable,  whether  at
                    maturity or otherwise; or

               b.   Failure of a  representation  of Borrower or Guarantor to be
                    true; or

               c.   Failure of Borrower or  Guarantor  to observe or perform any
                    material  term,  covenant,  or  agreement  contained in this
                    Agreement, or the dissolution,  termination of existence, or
                    business failure of the Borrower or Guarantor; or

               d.   The  institution by the Borrower or Guarantor of proceedings
                    to be adjudicated  as bankrupt or insolvent,  or the consent
                    by it to institution of bankruptcy or insolvency proceedings
                    against it or the  filing by it of a  petition  or answer or
                    consent seeking  reorganization or release under the federal
                    Bankruptcy  Act,  or any other  applicable  federal or state
                    law, or the consent by it to the filing of any such petition
                    or the  appointment  of a  receiver,  liquidator,  assignee,
                    trustee  or  other  similar  official  of  the  Borrower  or
                    Guarantor, as applicable,  or of any substantial part of its
                    property,  or the  making  by it of an  assignment  for  the
                    benefit of creditors,  or the taking of corporate  action by
                    the Borrower or Guarantor in furtherance of any such action;
                    or
<PAGE>


               e.   If,  within  sixty  (60) days after the  commencement  of an
                    action  against the  Borrower or  Guarantor  (and service of
                    process  in   connection   therewith   on  the  Borrower  or
                    Guarantor)     seeking    any    bankruptcy,     insolvency,
                    reorganization,  liquidation,  dissolution or similar relief
                    under any present or future statute, law or regulation, such
                    action shall not have been resolved in favor of the Borrower
                    or Guarantor,  as  applicable,  or all orders or proceedings
                    thereunder  affecting the  operations or the business of the
                    Borrower or Guarantor, as applicable, stayed, or if the stay
                    of any such  order or  proceeding  shall  thereafter  be set
                    aside,  or if, within sixty (60) days after the  appointment
                    without  the  consent or  acquiescence  of the  Borrower  or
                    Guarantor,  as  applicable,  of  any  trustee,  receiver  or
                    liquidator of the Borrower or Guarantor,  as applicable,  or
                    of all or any  substantial  part  of the  properties  of the
                    Borrower,  or Guarantor,  as  applicable,  such  appointment
                    shall not have been vacated; or

               f.   The cessation of Borrower's or Guarantor's business for more
                    than thirty (30) days.

     7.   ASSIGNMENT.  No  portion of the Loan  shall be  assignable  to a third
          party without the express written consent of the Borrower.

     8.   MISCELLANEOUS

               a.   This  Agreement and all of the  covenants,  warranties,  and
                    representations of the Borrower and Guarantor and all powers
                    and rights of Lenders  hereunder shall be in addition to and
                    cumulative  of all  other  covenants,  representations,  and
                    warranties  of Borrower and  Guarantor  and all other rights
                    and powers of Lenders  contained in, or provided for in, any
                    other  instrument or document now or hereafter  executed and
                    delivered  by  Borrower  or  Guarantor  to  or in  favor  of
                    Lenders.  No delay or  failure  on the part of any Lender in
                    the exercise of any power or right shall operate as a waiver
                    thereof nor shall any single or partial exercise of the same
                    preclude  any  other  or  further  exercise  thereof  or the
                    exercise  of any other  power or right,  and the  rights and
                    remedies of Lenders are  cumulative  to and not exclusive of
                    remedies which they would otherwise have. No waiver, consent
                    or modification,  or amendment shall be effective as against
                    the Lenders  unless the same is in writing and signed by the
                    holders  of at least a  majority  of the face  amount of all
                    then outstanding Notes issued pursuant to this Agreement. No
                    such amendment, modification, wavier or consent shall extend
                    to or affect any  obligation  or right  except to the extent
                    expressly   provided  for  therein.   All  computations  and
                    determinations  of the assets and liabilities of Borrower or
                    Guarantor for the purpose of this Agreement shall be made in
                    accordance  with generally  accepted  accounting  principles
                    consistently   applied,   except   as   may   be   otherwise
                    specifically  provided herein. Any notice,  request or other
                    communication  required or permitted  hereunder  shall be in
                    writing and

<PAGE>


                    shall  be  deemed  to have  been  duly  given on the date of
                    service  if  personally  served  on the  party to whom  such
                    notice is to be given, on the date of transmittal of service
                    via  telecopy  to the  party to whom  notice  is to be given
                    (with  a   confirming   copy   delivered   within  24  hours
                    thereafter),  or on the third day after mailing if mailed to
                    the  party to whom  notice is to be  given,  by first  class
                    mail,  registered or certified mail, postage prepaid, or via
                    a  recognized  overnight  courier  providing  a receipt  for
                    delivery  and  properly  addressed  to  the  parties  at the
                    respective  addresses  of the parties as set forth  herein .
                    Any party  hereto may by notice so given  change its address
                    for future notice hereunder.

               b.   This Agreement  shall be binding upon Borrower and Guarantor
                    and its  successors  and  assigns,  and  shall  inure to the
                    benefit of the Lenders  and the benefit of their  respective
                    successors and assigns,  including any subsequent  holder or
                    holders of the Notes or any interest therein.

               c.   Borrower herby  expressly  waives any  presentment,  demand,
                    protest or other notice of any kind.

               d.   GOVERNING  LAW.  The laws of the  State  of New  York  shall
                    govern this Agreement.

               e.   SURVIVABILITY.  Should  any  portion  of this  Agreement  be
                    voided by a court of competent  jurisdiction,  all remaining
                    clauses  in the  Agreement  shall  remain in full  force and
                    effect.

                            [signature page follows]

<PAGE>



Executed on the day and year below  written.  This  Agreement may be executed in
any number of counterparts,  each  constituting an original,  but altogether one
agreement.  A facsimile or other copy of this  Agreement  shall be considered as
having the same effect and be equivalent to an original signed document.

Borrower:

Utix Group, Inc. (fka Chantal Skin Care Corporation)

By:
   -----------------------------
   Name:
   Title:

Date:
     ---------------------------

GUARANTOR:

Corporate Sports Incentives, Inc.

By:
   -----------------------------
   Name:
   Title:

Date:
     ---------------------------

Lenders:

By:
   -----------------------------
Name:
     ---------------------------
SSN:
    ----------------------------

Date:
     ---------------------------

<PAGE>


                                   SCHEDULE A
                                   ----------

LENDERS                    ADDRESS                                   LOAN AMOUNT

Gerald Roth                2504 Rocky Plains Drive                   $ 75,000
                           Las Vegas, NV 89134

Charles Lieppe             528 Palm Way                              $100,000
                           Gulf Stream, FL 33483

Steve Apesos               170 Cambridge Street                      $ 50,000
                           Burlington, MA  01803-2933

<PAGE>


                                    EXHIBIT A
                                    ---------

THIS NOTE HAS NOT BEEN  REGISTERED  UNDER THE SECURITIES ACT OF 1933, AS AMENDED
(THE "SECURITIES ACT"), NOR QUALIFIED UNDER ANY APPLICABLE STATE SECURITIES LAWS
AND MAY NOT BE PLEDGED,  SOLD, ASSIGNED OR TRANSFERRED UNLESS (I) A REGISTRATION
STATEMENT  WITH RESPECT  THERETO IS EFFECTIVE  UNDER THE  SECURITIES ACT AND ANY
APPLICABLE STATE  SECURITIES LAW REQUIREMENTS  HAVE BEEN MET OR (II) UTIX GROUP,
INC.  RECEIVES AN OPINION OF COUNSEL  REASONABLY  ACCEPTABLE TO UTIX GROUP, INC.
THAT EXEMPTIONS FROM THE REGISTRATION  REQUIREMENTS UNDER THE SECURITIES ACT AND
THE  REGISTRATION OR  QUALIFICATION  REQUIREMENTS OF APPLICABLE STATE SECURITIES
LAWS ARE AVAILABLE.

No. _____                                                             $_________




                                UTIX GROUP, INC.

                           CONVERTIBLE PROMISSORY NOTE

                                                               November __, 2003

         Utix Group, Inc., a Delaware corporation formerly known as Chantal Skin
Care  Corporation  (the  "Company")  with an  address at 170  Cambridge  Street,
Burlington,  MA  01803-2933,  for  value  received  hereby  promises  to  pay to
_____________________________________ (the "Holder"), or its registered assigns,
the sum of  ______________  Dollars  ($_______),  or such lesser amount as shall
then be  outstanding  hereunder.  The  principal  amount  hereof  and any unpaid
accrued  interest  hereon,  as set forth below,  shall be due and payable on the
earlier to occur of (i) November __, 2004, (ii) when declared due and payable by
the Holder upon the  occurrence  of an Event of Default (as defined  below),  or
(iii) the  completion  by the  Company of an equity  financing  of at least $1.5
million,  which such  financing  shall be exclusive of the Rule 504 Offering (as
defined  in Section  4.03(i) of the Share  Exchange  Agreement)  (the  "Maturity
Date").  Payment  for all  amounts  due  hereunder  shall be made by mail to the
registered  address of the Holder.  This Note is issued in  connection  with the
Convertible Loan Agreement  between the Company,  Corporate  Sports  Incentives,
Inc., a New Hampshire corporation ("CSI" or the "Guarantor") and the Lenders who
are signatories thereto, dated as of October __, 2003, as the same may from time
to time be amended, modified or supplemented (the "Loan Agreement").  The holder
of this Note is subject to certain  restrictions set forth in the Loan Agreement
and shall be entitled  to certain  rights and  privileges  set forth in the Loan
Agreement.  This Note is one of the Notes referred to as the "Notes" in the Loan
Agreement. Capitalized terms used but not defined herein shall have the meanings
assigned to them in the Loan Agreement.

         The  following  is a statement of the rights of the Holder of this Note
and the  conditions  to which  this Note is  subject,  and to which  the  Holder
hereof, by the acceptance of this Note, agrees:

         1.       DEFINITIONS. As used in this Note, the following terms, unless
the context otherwise requires, have the following meanings:

                  (i)      "Company"   includes  any  corporation   which  shall
         succeed to or assume the obligations of the Company under this Note.

                  (ii)     "Holder," when the context refers to a holder of this
         Note,  shall mean any  person  who shall at the time be the  registered
         holder of this Note.

<PAGE>


         2.       INTEREST.  Commencing on March 31, 2004,  and on each June 30,
September 30 and December 31  thereafter  until all  outstanding  principal  and
interest  on this  Note  shall  have been paid in full,  the  Company  shall pay
interest at the rate of seven  percent (7%) per annum (the  "Interest  Rate") on
the principal of this Note  outstanding  during the period beginning on the date
of  issuance  of this Note and ending on the date that the  principal  amount of
this Note becomes due and payable.

         3.       EVENTS OF  DEFAULT.  If any of the  events  specified  in this
Section  3  shall  occur  (herein  individually  referred  to  as an  "Event  of
Default"), the Holder of the Note may, so long as such condition exists, declare
the entire  principal and unpaid accrued  interest  hereon  immediately  due and
payable.  In all instances below,  the Company or the Guarantor,  as applicable,
has sixty (60) days to cure.

                  (i)      Default in the  payment of the  principal  and unpaid
         accrued interest of this Note when due and payable, whether at maturity
         or otherwise;

                  (ii)     Failure  of a  representation  of the  Company or the
         Guarantor in the Loan Agreement to be true;

                  (iii)    Failure of the Company or the Guarantor to observe or
         perform any material term, covenant, or agreement contained in the Loan
         Agreement,  or the dissolution,  termination of existence,  or business
         failure of the Company or the Guarantor;

                  (iv)     The  institution  by the Company or the  Guarantor of
         proceedings to be adjudicated as bankrupt or insolvent,  or the consent
         by it to institution of bankruptcy or insolvency proceedings against it
         or  the  filing  by it of a  petition  or  answer  or  consent  seeking
         reorganization  or release  under the  federal  Bankruptcy  Act, or any
         other  applicable  federal  or state law,  or the  consent by it to the
         filing  of  any  such  petition  or  the  appointment  of  a  receiver,
         liquidator,  assignee, trustee or other similar official of the Company
         or the Guarantor,  as  applicable,  or of any  substantial  part of its
         property,  or the  making by it of an  assignment  for the  benefit  of
         creditors,  or the  taking of  corporate  action by the  Company or the
         Guarantor in furtherance of any such action; or

                  (v)      If, within sixty (60) days after the  commencement of
         an action  against the Company or the Guarantor (and service of process
         in connection  therewith on the Company or the  Guarantor)  seeking any
         bankruptcy,  insolvency,  reorganization,  liquidation,  dissolution or
         similar relief under any present or future statute,  law or regulation,
         such action shall not have been resolved in favor of the Company or the
         Guarantor,  as  applicable,  or all  orders or  proceedings  thereunder
         affecting  the  operations  or  the  business  of  the  Company  or the
         Guarantor,  as applicable,  stayed, or if the stay of any such order or
         proceeding shall thereafter be set aside, or if, within sixty (60) days
         after the  appointment  without  the  consent  or  acquiescence  of the
         Company or the Guarantor,  as applicable,  of any trustee,  receiver or
         liquidator of the Company or the Guarantor, as applicable, or of all or
         any  substantial  part  of  the  properties  of  the  Company,  or  the
         Guarantor, as applicable, such appointment shall not have been vacated;
         or

                  (vi)     The  cessation  of  the   Company's  or   Guarantor's
         business for more than thirty (30) days.

         4.       GUARANTEE.   The  indebtedness   evidenced  by  this  Note  is
unconditionally guaranteed by the Guarantor.

         5.       CONVERSION.

                  5.1      VOLUNTARY CONVERSION. The Holder of this Note has the
right,  at the  Holder's  option,  at any time  prior to  payment in full of the
principal  balance of this Note, to convert this Note,  in  accordance  with the
provisions  of  Section  5.3  hereof,  in whole or in part,  into fully paid and
nonassessable  shares of Common Stock of the Company (the "Common  Stock").  The
number  of  shares  of  Common  Stock  into  which  this  Note may be  converted
("Conversion Shares") shall be determined by multiplying the

<PAGE>


principal  amount of the Note by the Conversion  Price (as defined  below).  The
Conversion  Price  shall be equal to (A) the  quotient of (x) 1.2 divided by (y)
50,000 multiplied by (B) 96,794.609.

                  5.2      CONVERSION PROCEDURE.

                           5.2.1    NOTICE  OF  CONVERSION.  Before  the  Holder
shall be entitled to convert  this Note into  shares of Common  Stock,  it shall
surrender  this Note at the  principal  office  of the  Company  and shall  give
written  notice  by mail,  postage  prepaid,  to the  Company  at its  principal
corporate  office,  of the election to convert the same pursuant to Section 5.1,
and  shall  state  therein  the  name or  names  in  which  the  certificate  or
certificates for shares of Common Stock are to be issued.  The Company shall, as
soon as practicable  thereafter,  issue and deliver at such office to the Holder
of this Note a certificate  or  certificates  for the number of shares of Common
Stock to which the  Holder of this Note shall be  entitled  as  aforesaid.  Such
conversion shall be deemed to have been made  immediately  prior to the close of
business on the date of such  surrender of this Note,  and the person or persons
entitled to receive the shares of Common  Stock  issuable  upon such  conversion
shall be treated for all purposes as the record holder or holders of such shares
of Common Stock as of such date.

                  5.3      DELIVERY  OF  STOCK  CERTIFICATES.   As  promptly  as
practicable  after the  conversion of this Note, the Company at its expense will
issue and deliver to the Holder of this Note a certificate or  certificates  for
the number of full shares of Common Stock issuable upon such conversion.

                  5.4      MECHANICS  AND EFFECT OF  CONVERSION.  No  fractional
shares of Common Stock shall be issued upon  conversion of this Note. In lieu of
the Company  issuing any fractional  shares to the Holder upon the conversion of
this  Note,  the  Company  shall pay to the  Holder  the  amount of  outstanding
principal  that is not so converted,  such payment to be in the form as provided
below.  Upon the  conversion  of this Note  pursuant to Section  5.1 above,  the
Holder shall surrender this Note, duly endorsed,  at the principal office of the
Company. At its expense,  the Company shall, as soon as practicable  thereafter,
issue and  deliver to such  Holder at such  principal  office a  certificate  or
certificates  for the  number of shares of such  Common  Stock  which the Holder
shall be entitled upon such conversion  (bearing such legends as are required by
the Loan  Agreement  and  applicable  state and federal  securities  laws in the
opinion of counsel  to the  Company),  together  with any other  securities  and
property to which the Holder is entitled upon such conversion under the terms of
this Note,  including a check payable to the Holder for any cash amounts payable
as described  above.  Upon conversion of this Note, the Company shall be forever
released from all of its obligations and liabilities under this Note.

         6.       CONVERSION PRICE ADJUSTMENTS.

                  6.2      ADJUSTMENTS FOR STOCK SPLITS AND SUBDIVISIONS. In the
event the  Company  should  at any time or from  time to time  after the date of
issuance hereof fix a record date for the effectuation of a split or subdivision
of the  outstanding  shares of Common Stock,  or entitling the holder thereof to
receive directly or indirectly,  additional shares of Common Stock  (hereinafter
referred to as "Common Stock Equivalents")  without payment of any consideration
by such holder for the  additional  shares of Common  Stock or the Common  Stock
Equivalents,  then,  as of  such  record  date  (or the  date  of such  dividend
distribution,  split or subdivision if no record date is fixed),  the Conversion
Price of this Note shall be appropriately decreased so that the number of shares
of Common  Stock  issuable  upon  conversion  of this Note shall be increased in
proportion to such increase of outstanding shares.

                  6.3      ADJUSTMENTS  FOR REVERSE STOCK SPLITS.  If the number
of shares of  Common  Stock  outstanding  at any time  after the date  hereof is
decreased by a combination  of the  outstanding  shares of Common  Stock,  then,
following the record date of such  combination,  the  Conversion  Price for this
Note  shall be  appropriately  increased  so that the number of shares of Common
Stock  issuable on  conversion  hereof shall be decreased in  proportion to such
decrease in outstanding shares.

                  6.3      NOTICES OF RECORD DATE, ETC. In the event of:

                           6.3.1    Any taking by the Company of a record of the
holders of any class of

<PAGE>


securities of the Company for the purpose of determining the holders thereof who
are entitled to any right to subscribe  for,  purchase or otherwise  acquire any
shares of stock of any class or any other securities or property,  or to receive
any other right; or

                           6.3.2    Any capital  reorganization  of the Company,
any  reclassification or recapitalization of the capital stock of the Company or
any  transfer  of all or  substantially  all of the assets of the Company to any
other person or any consolidation or merger involving the Company; or

                           6.3.3    Any  voluntary or  involuntary  dissolution,
liquidation  or winding up of the  Company,  then the  Company  will mail to the
holder of this Note at least ten (10)  business  days prior to the earliest date
specified therein, a notice specifying:

                                    6.3.3.1  The date on which  any such  record
is to be taken for the purpose of such right,  and the amount and  character  of
such right; and

                                    6.3.3.2  The   date  on   which   any   such
reorganization,  reclassification, transfer, consolidation, merger, dissolution,
liquidation  or winding up is expected to become  effective  and the record date
for determining stockholders entitled to vote thereon.

                  6.4      RESERVATION  OF STOCK ISSUABLE UPON  CONVERSION.  The
Company shall at all times reserve and keep  available out of its authorized but
unissued  shares of  Common  Stock  solely  for the  purpose  of  effecting  the
conversion  of the Note such number of its shares of Common  Stock as shall from
time to time be sufficient to effect the  conversion of the Note;  and if at any
time the number of authorized  but unissued  shares of Common Stock shall not be
sufficient to effect the conversion of the entire  outstanding  principal amount
of this Note,  in addition to such other  remedies as shall be  available to the
holder  of this  Note,  the  Company  will use its  best  efforts  to take  such
corporate action as may, in the opinion of its counsel, be necessary to increase
its authorized  but unissued  shares of Common Stock to such number of shares as
shall be sufficient for such purposes.

         7.       TREATMENT  OF  NOTE.  To the  extent  permitted  by  generally
accepted accounting  principles,  the Company will treat, account and report the
Note as debt and not  equity for  accounting  purposes  and with  respect to any
returns filed with federal, state or local tax authorities.

         8.       NO STOCKHOLDER RIGHTS. Nothing contained in this Note shall be
construed as conferring upon the Holder or any other person the right to vote or
to consent or to  receive  notice as a  stockholder  in respect of  meetings  of
stockholders  for the election of directors of the Company or any other  matters
or any rights whatsoever as a stockholder of the Company;  and no interest shall
be payable or accrued in respect of the Conversion Shares  obtainable  hereunder
until, and only to the extent that, this Note shall have been converted.

         9.       PREPAYMENT.  Prior  to the  Maturity  Date,  this  Note may be
prepaid by the Company, without prepayment penalty, upon twenty (20) days' prior
written notice to the Holder, at any time, in whole or in part.

         10.      ASSIGNMENT.  Subject to the restrictions on transfer described
in Section 12 below, the rights and obligations of the Company and the Holder of
this Note shall be binding  upon and benefit  the  successors,  assigns,  heirs,
administrators and transferees of the parties.

         11.      WAIVER  AND  AMENDMENT.  Any  provision  of this  Note  may be
amended,  waived or  modified  upon the  written  consent of the Company and the
holders of at least a majority of the face amount of all then outstanding  Notes
issued pursuant to the Loan Agreement.

         12.      TRANSFER  OF THIS NOTE.  With  respect  to any offer,  sale or
other  disposition  of this Note,  the Holder  will give  written  notice to the
Company prior thereto,  describing  briefly the manner thereof,  together with a
written opinion of such Holder's counsel  reasonably  acceptable to the Company,
to the  effect  that such  offer,  sale or other  distribution  may be  effected
without registration or qualification (under any federal

<PAGE>


or state law then in effect).  Promptly upon  receiving  such written notice and
reasonably satisfactory opinion, if so requested,  the Company shall notify such
Holder  that such  Holder may sell or  otherwise  dispose  of this Note,  all in
accordance  with  the  terms  of  the  notice  delivered  to the  Company.  If a
determination  has been made  pursuant  to this  Section 12 that the  opinion of
counsel  for the  Holder is not  reasonably  satisfactory  to the  Company,  the
Company shall so notify the Holder  promptly after such  determination  has been
made.  Each  Note  thus  transferred  and  each  certificate   representing  the
securities  thus   transferred   shall  bear  a  legend  as  to  the  applicable
restrictions  on   transferability  in  order  to  ensure  compliance  with  the
Securities  Act, unless in the opinion of counsel for the Company such legend is
not required.  The Company may issue stop transfer  instructions to its transfer
agent in connection with such restrictions.

         13.      NOTICES. Any notice,  request or other communication  required
or permitted hereunder shall be in writing and shall be deemed to have been duly
given on the date of  service  if  personally  served  on the party to whom such
notice is to be given, on the date of transmittal of service via telecopy to the
party to whom notice is to be given (with a confirming copy delivered  within 24
hours  thereafter),  or on the third day after mailing if mailed to the party to
whom notice is to be given,  by first class mail,  registered or certified mail,
postage prepaid,  or via a recognized  overnight courier providing a receipt for
delivery and properly  addressed at the  respective  addresses of the parties as
set forth herein. Any party hereto may by notice so given change its address for
future notice hereunder.

         14.      GOVERNING  LAW.  This  Agreement  shall  be  governed  by  and
construed in accordance  with the laws of the State of New York,  excluding that
body of law relating to conflict of laws.

         15.      HEADING;  REFERENCES.  All  headings  used herein are used for
convenience  only and shall not be used to  construe  or  interpret  this  Note.
Except where  otherwise  indicated,  all references  herein to Sections refer to
Sections hereof.

         IN WITNESS WHEREOF,  the Company has caused this Note to be issued this
_____ day of November, 2003.

                            UTIX GROUP, INC. (fka Chantal Skin Care Corporation)


                            By:
                               -------------------------------------------------
                               Name:
                                    --------------------------------------------
                               Title:
                                     -------------------------------------------

Name of Holder:
               -----------------------------

Address:
        ------------------------------------

--------------------------------------------

<PAGE>


                                    EXHIBIT A
                                    ---------

                              NOTICE OF CONVERSION

                   (To Be Signed Only Upon Conversion of Note)

         The undersigned,  the holder of the foregoing Note,  hereby  surrenders
such Note for conversion into shares of Common Stock of UTIX GROUP, INC., or its
successor-in-interest,  to the extent of $__________  unpaid principal amount of
such Note, and requests that the  certificates  for such shares be issued in the
name   of,    and    delivered    to,    _____________,    whose    address   is
______________________

Dated:
      --------------------------------------


                                        ----------------------------------------
                                        (Signature  must conform in all respects
                                        to name of  holder as  specified  on the
                                        face of the Note)


                                        ----------------------------------------
                                                        (Address)
<PAGE>



                                    EXHIBIT B
                                    ---------

                                    GUARANTEE

         Corporate  Sports  Incentives,   Inc.,  a  New  Hampshire   corporation
("Guarantor"),  hereby  guarantees  the prompt  payment of the  principal of and
interest on the  promissory  notes of Utix Group,  Inc.  (fka  Chantal Skin Care
Corporation), a Delaware corporation (Maker"), dated November __, 2003, that are
issued  pursuant to the Convertible  Loan Agreement,  dated October 2003, by and
among Maker,  Guarantor and the lenders who are  signatories  thereto (the "Loan
Agreement"),  in an  aggregate  principal  amount  of Two  Hundred  Twenty  Five
Thousand Dollars ($225,000) (the "Notes").

         This Guarantee is issued pursuant to the Loan Agreement, and is subject
to  the  terms  and  conditions  of  the  Loan  Agreement,   including,  without
limitation, the obligation of the Guarantor to satisfy this Guarantee.

         Guarantor  agrees that it shall not be necessary  for the holder of the
Notes to proceed in any manner  against  Maker for the payment of the Notes as a
condition precedent to enforcing this Guarantee.

         Guarantor hereby waives notice of acceptance.

         IN WITNESS WHEREOF,  Guarantor has executed this Guarantee on the _____
day of November, 2003.

                                        CORPORATE SPORTS INCENTIVES, INC.

                                        By:
                                           -------------------------------------
                                           Name:
                                           Title: