POWER KIOSKS INC
10KSB, EX-4.6, 2000-11-14
NON-OPERATING ESTABLISHMENTS
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EXHIBIT 4.6

                                 PROMISSORY NOTE


FOR VALUE  RECEIVED,  the  undersigned,  POWER  KIOSKS,  INC.,  the  "Borrower")
promises to pay to the order of THOMSON  KERNAGHAN & CO, LTD.,  (the  "Lender"),
the principal amount of TWO HUNDRED AND FIFTY THOUSAND U.S. DOLLARS  (250,000.00
U.S.) (The "Loan") on the 31st day of August, 2000 (the "Maturity Date").

In  addition,  the  undersigned  promises to pay  interest,  on the  outstanding
balance of this Note at the rate of ten percent  (10%) per annum on the Maturity
Date, calculated from the Closing Date until the Maturity Date.

The Borrower shall have the right to repay any part of the Loan and/or  interest
before the Maturity Date, without penalty.

The  undersigned  waives  all right to notice of  default,  and in the event the
Borrower is in default on the  principal  or  interest  on the Loan,  the Lender
shall have the right  immediately  to demand payment of the entire amount of the
loan  (together  with  interest  thereon),  and the  Loan or any  balance  shall
thereupon become due and payable without further notice.

In  witness  whereof,  this  Promissory  Note is signed on this 5th day of June,
2000.


                                          POWER KIOSKS, INC.

                                          Per the Borrower Power Kiosks, Inc.


                                          /s/ Ronald Terry Cooke
                                          --------------------------------
                                          Ronald Terry Cooke
                                          President






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