Sample Business Contracts

Promissory Note - MedStrong International Corp. and Sid Patterson

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                                 PROMISSORY NOTE

Maker:                              MedStrong International Corporation
Maker's Mailing Address:            500 Silver Spur Road, Suite 101
                                    Rancho Palos Verdes, California 90274

Payee: Sid Patterson

Mailing Address:   99 Madison Avenue, Ninth Floor
                   New York, NY   10016

Payee's Social Security Number:

Principal Amount: Twenty-Five Thousand and No/100 Dollars ($25,000)

Effective Date: January 15, 2004

Annual Interest Rate on Unpaid Principal from Effective Date:
                                                Fifteen Percent (15%) per annum.

Annual Interest Rate on Matured, Unpaid Amounts:
                                                Fifteen Percent (15%) per annum.

Terms of Payment  (principal  and  interest):  The entire amount of principal is
payable in one installment 60 days from the Effective  Date.  Maker reserves the
right to prepay this Promissory note in any amount at any time prior to maturity
without  penalty.  Interest on the unpaid  principal  balance of this Promissory
Note shall be due and payable on the last  business day of each  calendar  month
following the Effective Date of this  Promissory Note and the date on which this
Promissory Note matures or shall be paid in full.

8.   General.  Maker  promises  to pay to Payee at the  place  of  payment,  and
     according to the terms of payment,  the  principal  amount plus interest at
     the  rates  stated  above.  All  unpaid  amounts  shall be due by the final
     scheduled payment date.

9.   Default  Penalty.  If there occurs an Event of Default (as defined below in
     paragraph  7), then Maker shall,  on the last business day of each calendar
     month  until  all such  defaults  are  cured,  pay to the  Payee the sum of
     $200.00, as a late payment penalty (the "Late Payment Penalty"). Regardless
     of the number of Events of  Default,  the Late  Payment  Penalty  shall not
     exceed $200.00 in any calendar month.

10.  Costs of Collection.  If this note is given to an attorney for  collection,
     or if  suit is  brought  for  collection,  or if it is  collected  through,
     bankruptcy,  or other judicial  proceeding,  then Maker shall pay Payee all
     costs of collection,  including reasonable attorneys' fees and court costs,
     in addition to other amounts due.

11.  Savings Clause.  Interest and Late Payment  Penalties on the debt evidenced
     by this  Promissory Note shall not exceed the maximum amount of nonusurious
     interest that may be contracted for, taken, reserved,  charged, or received
     under law; any interest in excess of that maximum  amount 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 and all other instruments concerning the debt.

12.  Representation of Payee. Payee represents and warrants to Maker as follows:

     (c)  Payee  acknowledges that this Promissory Note evidences a debt owed by
          the Maker to Payee and is not intended to be or  constitute a security
          (debt or otherwise)  and as such is not a security  subject to federal
          or state securities laws.

     (d)  Payee  acknowledges  and  agrees  that  this  Promissory  Note  is not
          negotiable and is not transferable without the express written consent
          of the Maker.

     (c)  Payee has received and examined all information concerning Maker which
          Payee considers necessary to making an informed decision regarding the
          loan  represented by this Promissory  Note (the "Loan").  In addition,
          Payee has had the opportunity to ask questions of, and receive answers
          from, the officers and agents of Maker  concerning Maker and to obtain
          such  information,  to the extent such persons  possessed  the same or
          could  acquire it without  unreasonable  effort or  expense,  as Payee
          deemed necessary to verify the accuracy of the information referred to

     (d)  The Payee  acknowledges  and understands  that: (i) the Maker will use
          the Loan for a Business which currently is in the  development  stage,
          (ii) the Loan will not be  sufficient  to  provide  the Maker with the
          necessary  funds to achieve  its  business  plan,  (iii) the Maker may
          never be able to raise  sufficient funds to achieve its business plan,
          (iv) this  Promissory  Note will not be guaranteed,  and (v) the Payee
          bears the economic risk of losing the Loan and never being repaid.

13.  Governing Law. This Promissory Note, and all rights and remedies hereunder,
     will be governed by the laws of the State of New York.

14.  Event of Default.  An "Event of Default" shall have occurred if Maker fails
     to pay any payment of  principal or interest on this  Promissory  Note when

                                  MAKER:    MedStrong International Corp.

                                  By /S/  Jerry R. Farrar
                                  Name:   Jerry R. Farrar
                                  Title:  President

The undersigned Payee hereby confirms the representations and warranties made by
the Payee set forth above.


                                   /S/ Sid Patterson