AGREEMENT made as of November 15, 1996 between MicroTel International, Inc., a Delaware corporation
(hereinafter called the "Company"), and Elk International Corporation Limited (hereinafter called "Optionee").
NOW, THEREFORE, in consideration of the premises, it is agreed as follows:
1. Grant of Option. The Company hereby grants to the Optionee the right, privilege, and option to purchase
500,000 shares of the Company's common stock, $.0033 par value per share (the "Shares"), at $2.375 per
Share, in the manner and subject to the conditions hereinafter provided.
2. Time of Exercise of Option. The option as to the 500,000 Shares, or any of them, may be exercised by the
Optionee commencing as of the date hereof and continuing during the period not later than the termination date
set forth in paragraph 4 hereof; and
3. Method of Exercise.
(a) The option shall be exercised by written notice directed to the Company at its principal place of business,
accompanied by payment of the option price for the number of Shares specified and paid for. The option may be
exercised to purchase all or any number of full Shares specified and paid for.
(b) Payment for the Shares shall be made by cash, check (subject to collection), or wire transfer.
(c) The Company shall make immediate delivery of such Shares, provided that if any law or regulation requires
the Company to take any action with respect to the Shares specified in such notice before the issuance thereof,
then the date of delivery of such Shares shall be extended for the period necessary to take such action.
4. Termination of Option.
(a) Except as otherwise stated in this Agreement, the option, to the extent not previously exercised shall terminate
forthwith on November 14, 2001, at 5:00 p.m., San Jose, California time (the "Expiration Date").
5. Outstanding Option. The option granted to the Optionee under this Agreement shall not be affected by any
option previously granted to him to purchase Shares of the