Line of Credit Agreement (2001)Full Document 

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                            LINE OF CREDIT AGREEMENT

         This agreement executed in the place and date stated hereinbelow.

                                 BY AND BETWEEN

         AS FIRST PARTY: WESTERNBANK PUERTO RICO, a bank constituted under the
laws and being duly authorized to do business in the Commonwealth of Puerto
Rico, hereinafter called the "LENDER";

         AS SECOND PARTY: MARGO NURSERY FARMS, INC., corporation constituted
under the laws and authorized to do business in the Commonwealth of Puerto Rico,
represented by its President, MR. MICHAEL JOSEPH SPECTOR MILLER, of legal age,
married, proprietor and resident of Dorado, Puerto Rico, hereinafter referred to
as the "BORROWER".


         WHEREAS: BORROWER has requested LENDER to make revolving line of credit
in the aggregate maximum principal amount of ONE MILLION DOLLARS ($1,000,000.00)
for investment in nursery farming business;

         WHEREAS: LENDER is to extend such loans to BORROWER for said purpose,
but only on the terms, covenants and conditions hereinafter set forth and
provided said loans are evidenced and Secured as set forth hereinbelow;

         NOW, THEREFORE, in consideration of the promises and of the covenants
and agreements hereinafter set forth, the parties agree as follows:



                                 LINE OF CREDIT

         1.1. Line of Credit. LENDER agrees to make loans to BORROWER, from time
to time, for terms not to exceed one year from the date of ths agreement in a
revolving line of credit in the maximum aggregate amount of ONE MILLION DOLLARS

         1.2. Line of Credit Interest. The line of credit loans shall bear
interest on the outstanding principal balances of the loans that resulting by
adding one point eighty percentage (1.80%) points to the interest rate
established by the London Interbank Offer Rate (LIBOR) that prevails on the
first day of each trimester of a natural year. Said interest will be adjusted
every ninety (90) days at the beginning of each trimester of said natural year
(the first day of January, April, July and October), payable monthly on or
before the tenth day of each consecutive month. In the event that the interest
payable are not exempt under the Agriculture Tax Incentive Law of Puerto Rico,
the interest payable by BORROWER will be the Prime Rate retroactively.

         1.3. Line of Credit Term. The line of credit shall be for a term of one
(1) year from the date of this agreement to expire on August 31, 2001.

         1.4. Disbursements. Disbursements of loans under the line of credit
will be evidenced by notes issued by BORROWER payable within the term of the
line of credit.

         1.5. Purpose. The loans under the line of credit will be utilized
exclusively for the payment of operating expenses of the nursery farm business




         2.1. Delinquency Penalty (Intereses por Mora). In the event BORROWER
becomes delinquent ("moroso") in the payment of principal or interest or any of
the loans granted by Lender as stipulated in the same, any outstanding balance
owed then by BORROWER to Lender under the same will bear interest for
delinquency ("interes por mora") in an amount equal to that resulting from
adding two percentage points (2%) to the interest payable under the term loan
and the line of credit and applicable at the time delinquency from the
expiration of the grace period of thirty (30) days ("mora") until full payment;
provided that, SPECTOR will have a grace period of thirty (30) days to cure the
default after notice as provided herein. If me default is cured within said
grace period, the increased interest will not apply.

         2.2. Expenses. All of the expenses, internal revenue stamps and
notarial and recording fees related to the collateral and to this agreement and
the cancellation of the same shall be paid by BORROWER.



         3.1. Pledge. To guarantee BORROWER's compliance with the terms and
conditions of this agreement and me payment of any and all amounts presently and
hereinafter owed by BORROWER to LENDER, GUARANTORS have granted a security
interest to LENDER over the mortgage promissory notes described as follows:

                                DESCRIPTION                                            VALUE

<S>                                                                                <C>
---Mortgage promissory note payable to The Federal Land of Baltimore, in           $1,000,000.00
the principal sum of $1,000,000.00 executed on March 17, 1988,

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