Promissory Note

Amended and Restated Promissory Note
(This is a Balloon Note)

Date:

1. Names of Borrowers:

2. Address of Borrowers:

3. Names of Payees:

4. Place for Payment:

5. Principal Amount: $

6. Term: (Years and Months)

7. Monthly Payments

payments of $ and one final balloon payment of $ which is due on

8. Interest Rate

Annual interest rate on matured, unpaid amounts shall be subject to interest at per cent per annum, but not to exceed the maximum amount of interest permitted by the Laws of the State of California.

9. Payment Terms

The Promissory Note executed by Borrowers in favor of Payees, in the principal sum of $, is due and payable, together with interest thereon from date at the rate of % per annum on the unpaid balance until paid, in consecutive monthly installments of $, with the first of said installments being due and payable on the , and each subsequent monthly installment due and payable on the first day of each succeeding month thereafter until , at which time a balloon payment of $ will be due and payable. Payments are to be made at
, or at such other place as the holder hereof may designate in writing.

10. Borrowers’ Right of Prepayment

Borrower reserves the right to prepay this Note in whole or in part, prior to maturity, without penalty.

11. Default and Acceleration Clause

It is agreed that in the event default is made in the payment of this Note at maturity, or of any installment thereof, whether maturing by expiration of time, by default as herein provided, or as provided in the Deed of Trust given in security hereof, and the same is placed in the hands of an attorney for collection, then an additional amount of % on the principal and interest of this Note shall be added to the same as a collection fee, and the failure to pay any installment when due shall mature the entire indebtedness at the option of the holder of this Note.

12. Interest on Past Due Installments and Charges

All past due installments of principal and/or interest and/or all other past-due incurred charges shall bear interest after maturity at the maximum amount of interest permitted by the Laws of the State of California until paid. Failure by Borrower to remit any payment by the day following the date that such payment is due entitles the Payee hereof to declare the entire principal and accrued interest immediately due and payable. Payee's forbearance in enforcing a right or remedy as set forth herein shall not be deemed a waiver of said right or remedy for a subsequent cause, breach or default of the Borrower's obligations herein.

13. Interest Ceiling

Interest on this debt evidenced by this Note shall not exceed the maximum amount of non-usurious interest that may be contracted for, taken, reserved, charged, or received under law; any interest in excess of the maximum shall be credited on the principal of the debt or, if that has been paid, refunded. On any acceleration or required or permitted prepayment, any such excess shall be canceled automatically as of the acceleration or prepayment or, if already paid, credited on the principal of the debt or, if the principal of the debt has been paid, refunded. This provision overrides other provisions in this instrument (and any other instruments) concerning this debt.

14. Form of Payment

Any check, draft, Money Order, or other instrument given in payment of all or any portion hereof may be accepted by the holder and handled in collection in the customary manner, but the same shall not constitute payment hereunder or diminish any rights of the holder hereof except to the extent that actual cash proceeds of such instruments are unconditionally received by the payee and applied to this indebtedness in the manner elsewhere herein provided.

15. Severability

If any provision of this Note or the application thereof shall, for any reason and to any extent, be invalid or unenforceable, neither the remainder of this Note nor the application of the provision to other persons, entities or circumstances shall be affected thereby, but instead shall be enforced to the maximum extent permitted by law.

16. Binding Effect

The covenants, obligations and conditions herein contained shall be binding on and inure to the benefit of the heirs, legal representatives, and assigns of the parties hereto.

17. No Waiver

The failure of Note holders to insist upon the performance of any of the terms and conditions of this Note, or the waiver of any breach of any of the terms and conditions of this Note, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred.

18. Notices

Any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement.

19. This Amended and Restated Promissory Note is an amendment to that certain Promissory Note from the undersigned dated , a copy of which Note is attached hereto as Exhibit A. This Amendment is being made at the request of the undersigned and is in no manner to be considered or construed as a novation of the indebtedness evidenced by said Note shown in Exhibit A, and all terms and conditions of said Note, except as specifically modified herein, shall remain in full force and effect.

20. This Note is secured by a Deed of Trust on certain real estate located in , California, as described in said Deed of Trust.

WITNESS our signatures as of the day and date first above stated.