**Exhibit 10.2**

 

**RG GLOBAL LIFESTYLES, INC.**

 

**PROMISSORY NOTE**

 
| FACE  AMOUNT: |   | $600,000             |
|---------------|--------|----------------------|
|          |
| ISSUED:       |   | July 1st,  2005 |
|               |        |                      |  |  |

 

For Value Received, RGGloba1 Lifestyles, Inc., a California corporation (the “Company”), herebypromises to pay to Larbi John and Karim Joseph Murray, or their registeredsuccessors or assigns (the “Noteholders”), two hundred seventy (270) days afterthe issuance of the Note (the “Maturity Date”), the principal sum of US$600,000,or such part thereof that then remains unpaid, in cash.  Interest on the principal sum shall accrue atthe rate of eight (8%) percent per annum and shall be payable on the date ofpayment hereof.  Except as providedherein, principal and interest, if paid in cash or cash equivalent, shall bepayable in lawful money of the United States of America, in immediatelyavailable funds, at the principal offices of the Noteholder, or at such otherplace as the legal holder may designate from time to time in writing to theCompany. Interest shall be computed on the basis of a three hundred sixty (360)day year and twelve thirty (30)-day months and shall not be compounded.

 

This Note may be redeemed bythe Company at any time prior to the Maturity Date without penalty. Interestaccrued on the principal amount of this Note so redeemed shall be due andpayable on such redemption date.

 

On the date of redemption orthe Note’s maturity, the Noteholder shall surrender this Note for payment incash and upon such surrender, the Noteholder will receive such payment of cash.

 

This Note shall be governedby and construed in accordance with, the laws of the State of Californianotwithstanding any conflict of laws.

 

The Company hereby waivespresentment, demand, notice of non-payment and all other demands and notices inconnection with the delivery, acceptance, performance or enforcement of thisNote.

 
| **RG  GLOBAL LIFESTYLES, INC.**  | ** **                       |
|----------------------------------|----------------------------------|
|                             | ** **                       |
| By:                              |  /s/ Louis L. Knickerbocker |   | ** ** |
|                             |                             |
| Name:  Louis L. Knickerbocker    |                             |
|                             |                             |
| Title:  President & CEO |                             |
|                             |                             |
| **ATTESTED BY NOTEHOLDER(S)**    | ** **                       |
|                             |                             |
| Karim  Joseph Murray             | Larbi  John Murray               |
|                             |                             |
| Signature:                       |  /s/ Karim Joseph Murray    |   | Signature: |  /s/ Larbi John Murray |   |
|                             |                             |
| Date:                            | 7/8/05                           |   | Date: |   |   |
|                                  |                                  |  |  |  |  |  |  |  |  |  |

 

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