SENIOR GRID NOTE

SENIOR GRID NOTE. The Amended and Restated Senior Grid Promissory Note, dated April 1, 2003 (as amended, restated, supplemented or otherwise modified from time to time, the "SENIOR GRID NOTE"; together with the Term Note, the "NOTES") in the principal amount of $1,000,000.00, each of which is payable to the order of the Secured Party; and