DEMAND
PROMISSORY NOTE

    


    
      
        
          	
                  $3,500.00

                	
                  June
      18, 2008

                	 


        

      

    

    


    FOR VALUE
RECEIVED, Quality Alliance Group Inc., a corporation organized and existing
under the laws of State of Nevada, with offices at 13406 Sir Britton Court,
Chesterfield, VA 23832 (the “Company”), promises
to pay to the order of Ray Cene Investments, LLC, a limited liability company
having an address at 8301-16 Magnolia Estates Drive Cornelius, North Carolina
28031 (the "Holder"),
the principal amount of THREE THOUSAND FIVE HUNDRED DOLLARS ($3,500.00),
together with interest incurred thereon at the rate of eight percent (8%) per
annum.  The entire unpaid principal and accrued interest thereon shall
be immediately due and payable on demand by the Holder.  Interest
payable hereunder shall be calculated for actual days elapsed on the basis of a
360-day year.  Any payments of amounts due hereunder shall be in such
currency of the United States at the time of payment as shall be legal tender
for the payment of public or private debts.

    


    This Note
shall be paid without deduction by reason of any set-off, defense or
counterclaim of the Company.  This Note may be repaid in whole or in
part by the Company without penalty or premium at any time and from time to
time.  All payments received by the Holder hereunder will be applied
first to costs of collection and fees, if any, then to interest, and the balance
to principal.

    


    All
payments shall be made at the address for the Holder set forth above, or at such
other place as the Holder hereof may from time to time designate in
writing.

    


    The
undersigned waives presentment for payment, demand, protest and notice of
protest and of non-payment.

    


    Any and all notices, requests, consents
and demands required or permitted to be given hereunder shall be in writing,
delivered to the addresses stated above.  Either party may change by
notice the address to which notices to it are to be addressed.

    


    Notwithstanding
any other provision of this Note, interest under this Note shall not exceed the
maximum rate permitted by law; and if any amount is paid under this Note as
interest in excess of such maximum rate, then the amount so paid will not
constitute interest but will constitute a prepayment on account of the principal
amount of this Note.

    


    The
Company agrees to pay on demand all expenses of collecting and enforcing this
Note and any guarantee or collateral securing this Note, including, without
limitation, expenses and fees of legal counsel, court costs and the cost of
appellate proceedings.

    


    The
failure or delay by the Holder in exercising any of its rights hereunder in any
instance shall not constitute a waiver thereof in that or any other instance.
The Holder may not waive any of its rights except by an instrument in writing
signed by the Holder.


    
      
         


      

      
         


        
          

        

      

      
         


      

    

    


    This Note
shall be construed and enforced in accordance with, and the rights of the
parties shall be governed by, the laws of the State of Nevada, without giving
effect to the conflict of law provisions thereof.

    


    This Note
may not be assigned, transferred or otherwise negotiated by the Holder without
the prior written consent of the Company.

    


    This Note
may not be amended without the written approval of the holder.

    


    IN
WITNESS WHEREOF, the Company has caused this Note to be signed on the date first
set forth above.

    


    
      
        
          
            
              
                
                  	 
      	
                          QUALITY
      ALLIANCE GROUP, INC.

                        
	 
      	 
      
	 
      	
                          By:

                        	

                          /s/ Adam Wimmer

                        	
                           

                        
	 
      	
                          Print
      Name: Adam Wimmer

                        
	 
      	
                          Title:
      President

                        


                

              

            

          

        

      

    


    
      
         


      

      
        2