Promissory Note, dated 12/5/05



 EXHIBIT 10.3 
  
 SUMMIT BANK 
  
 PROMISSORY NOTE 
  

															
	Principal

	  	Loan Date

	  	Maturity

	  	Loan No.

	  	Call/Coll

	  	Account

	  	Officer

	  	Initials


	$400,000.00	  	12-05-2005	  	06-05-2009	  	14749502	  	4A/420	  	 	  	JBM	  	 

  
 References in the
shaded area are for Lender’s use only and do not limited the applicability of this document to any 
 particular loan or item. Any item
above containing “***” has been omitted due to text length limitations. 
  

							
	Borrower:	  	 Royal BodyCare, Inc.
 2301 Crown
Court
 Irving, TX 75038-4305
	  	Lender:        	  	 Summit Bank N.A.
 Euless
 350 Westpark Way, Suite 202
 Euless, TX
76040

				
	Principal Amount:	  	$400,000.00	  	 	  	Date of Note: December 5, 2005

  
 PROMISE TO PAY.
ROYAL BODYCARE, INC. (“Borrower”) promises to pay to SUMMIT BANK N.A. (“Lender”), or order, in lawful money of the United States of America, the principal amount of Four Hundred Thousand & 00/100 Dollars ($400,000.00),
together with interest on the unpaid principal balance from December 5, 2005, until maturity. 
  
 PAYMENT. Borrower will pay this loan in full immediately upon Lender’s demand. If no demand is made, Borrower will pay the loan in accordance with
the following payment schedule: 6 monthly consecutive interest payments, beginning January 5, 2006, with interest calculated on the unpaid principal balances at an interest rate of 7.960% per annum; 35 monthly consecutive principal and
interest payments of $12,549.52 each, beginning July 5, 2006, with interest calculated on the unpaid principal balances at an interest rate of 7.960% per annum; and one principal and interest payment of $12,549.58 on June 5, 2009,
with interest calculated on the unpaid principal balances at an interest rate of 7.960% per annum. This estimated final payment is based on the assumption that all payments will be made exactly as scheduled; the actual final payment will be for
all principal and accrued interest not yet paid, together with any other unpaid amounts under this Note. Unless otherwise agreed or required by applicable law, payments will be applied first to any accrued unpaid interest; then to principal; and
then to any unpaid collection costs. The annual interest rate for this Note is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days, multiplied by the outstanding principal balance,
multiplied by the actual number of days the principal balance is outstanding, unless such calculation would result in a usurious rate, in which case interest shall be calculated on a per diem basis of a year of 365 or 366 days, as the case may be.
Borrower will pay Lender at Lender’s address shown above or at such other place as Lender may designate in writing. 
  
 PREPAYMENT. Borrower agrees that all loan fees and other prepaid finance charges are earned fully as of the date of the loan and will not be
subject to refund upon early payment (whether voluntary or as a result of default), except as otherwise required by law. Except for the foregoing, Borrower may pay without penalty all or a portion of the amount owed earlier than it is due.
Prepayment in full shall consist of payment of the remaining unpaid principal balance together with all accrued and unpaid interest and all other amounts, costs and expenses for which Borrower is responsible under this Note or any other agreement
with Lender pertaining to this loan, and in no event will Borrower ever be required to pay any unearned interest. Early payments will not, unless agreed to by Lender in writing, relieve Borrower of Borrower’s obligation to continue to make
payments under the payment schedule. Rather, early payments will reduce the principal balance due and may result in Borrower’s making fewer payments. Borrower agrees not to send Lender payments marked “paid in full”, “without
recourse”, or similar language. If Borrower sends such a payment, Lender may accept it without losing any of Lender’s rights under this Note, and Borrower will remain obligated to pay any further amount owed to Lender. All written
communications concerning disputed amounts, including any check or other payment instrument that indicates that the payment constitutes “payment in full” of the amount owed or that is tendered with other conditions or limitations or as
full satisfaction of a disputed amount must be mailed or delivered to: SUMMIT BANK N.A., P0 BOX 2348 FORT WORTH, TX 76113. 
  
 POST MATURITY RATE. The Post Maturity Rate on this Note is the lesser of the maximum rate allowed by law or 18.000% per annum. Borrower will
pay interest on all sums due after final maturity, whether by acceleration or otherwise, at that rate. 








 PROMISSORY NOTE 
 (Continued) 
  

 LENDER’S RIGHTS. Upon default, Lender may declare the entire indebtedness, including the
unpaid principal balance on this Note, all accrued unpaid interest, and all other amounts, costs and expenses for which Borrower is responsible under this Note or any other agreement with Lender pertaining to this loan, immediately due, without
notice, and then Borrower will pay that amount. 
  
 ATTORNEYS’ FEES; EXPENSES. Lender may hire an attorney to help collect this Note if Borrower does not pay, and Borrower will pay Lender’s reasonable attorneys’ fees. Borrower also will pay Lender all other amounts
Lender actually incurs as court costs, lawful fees for filing, recording, releasing to any public office any instrument securing this Note; the reasonable cost actually expended for repossessing, storing, preparing for sale, and selling any
security; and fees for noting a lien on or transferring a certificate of title to any motor vehicle offered as security for this Note, or premiums or identifiable charges received in connection with the sale of authorized insurance. 
  
 GOVERNING LAW. This Note will be governed by federal law applicable to
Lender and, to the extent not preempted by federal law, the laws of the State of Texas without regard to its conflicts of law provisions. This Note has been accepted by Lender in the State of Texas. 
  
 CHOICE OF VENUE. If there is a lawsuit, and if the transaction
evidenced by this Note occurred in TARRANT County, Borrower agrees upon Lender’s request to submit to the jurisdiction of the courts of TARRANT County, State of Texas. 
  
 RIGHT OF SETOFF. To the extent permitted by applicable law, Lender reserves a right of setoff in all Borrower’s
accounts with Lender (whether checking, savings, or some other account). This includes all accounts Borrower holds jointly with someone else and all accounts Borrower may open in the future. However, this does not include any IRA or Keogh accounts,
or any trust accounts for which setoff would be prohibited by law. Borrower authorizes Lender, to the extent permitted by applicable law, to charge or setoff all sums owing on the indebtedness against any and all such accounts. 
  
 COLLATERAL. Borrower acknowledges this Note is secured by the
following collateral described in the security instruments listed herein: inventory, chattel paper, accounts, equipment and general intangibles described in commercial Security Agreements dated December 5, 2005. 
  
 SUCCESSOR INTERESTS. The terms of this Note shall be binding upon
Borrower, and upon Borrower’s heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns. 
  
 GENERAL PROVISIONS. NOTICE: Under no circumstances (and notwithstanding any other provisions of this Note) shall the
interest charged, collected, or contracted for on this Note exceed the maximum rate permitted by law. The term “maximum rate permitted by law” as used in this Note means the greater of (a) the maximum rate of interest permitted under
federal or other law applicable to the indebtedness evidenced by this Note, or (b) the higher, as of the date of this Note, of the ‘Weekly Ceiling” or the “Quarterly Ceiling” as referred to in Sections 303.002, 303.003 and
303.005 of the Texas Finance Code. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Borrower does not agree or intend to pay, and Lender does not agree or intend to contract for, charge, collect, take,
reserve or receive (collectively referred to herein as “charge or collect”), any amount in the nature of interest or in the nature of a fee for this loan, which would in any way or event (including demand, prepayment, or acceleration)
cause Lender to charge or collect more for this loan than the maximum Lender would be permitted to charge or collect by federal law or the law of the State of Texas (as applicable). Any such excess interest or unauthorized fee shall, instead of
anything stated to the contrary, be applied first to reduce the principal balance of this loan, and when the principal has been paid in full, be refunded to Borrower. The right to accelerate maturity of sums due under this Note does not include the
right to accelerate any interest which has not otherwise accrued on the date of such acceleration, and Lender does not intend to charge or collect any unearned interest in the event of acceleration. All sums paid or agreed to be paid to Lender for
the use, forbearance or detention of sums due hereunder shall, to the extant permitted by applicable law, be amortized, prorated, allocated and spread throughout the full term of the loan evidenced by this Note until payment in full so that the rate
or amount of interest on account of the loan evidenced hereby does not exceed the applicable usury ceiling. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who
signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, notice of dishonor, notice of intent to accelerate the 

  

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 PROMISSORY NOTE 
 (Continued) 
  

 
maturity of this Note, and notice of acceleration of the maturity of this Note. Upon any change in the terms of this Note, and unless otherwise expressly
stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan
or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender’s security interest in the collateral without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan
without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. 
  
 PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE. 
  
 BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE.

  

			
	BORROWER:
	
	ROYAL BODYCARE, INC.
		
	By:	 	/s/    STEVEN E. BROWN        
	 	 	STEVEN E. BROWN, VICE PRESIDENT - FINANCE
	 	 	of ROYAL BODYCARE, INC.

  

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