FIRST AMENDMENT TO CREDIT AND SECURITY AGREEMENT
This Amendment, dated as of September 29, 2000, is made by and among CXR TELCOM CORPORATION,
a Delaware corporation ("CXR") and XIT CORPORATION, a New Jersey corporation ("XIT" and together
with CXR, the "Borrowers"), and WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the
The Borrower and the Lender have entered into a Credit and Security Agreement dated as of August 16, 2000
(the "Credit Agreement"). Capitalized terms used in these recitals have the meanings given to them in the Credit
Agreement unless otherwise specified.
CXR now desires to purchase substantially all of the assets of T-Com, LLC, a Delaware limited liability company
("T-Com"), free and clear of liens, in consideration of the issuance by MicroTel to T-Com of 150,000 Series B
Convertible Preferred Shares of MicroTel and Warrants exercisable for 250,000 shares of MicroTel common
stock, all pursuant to the terms and conditions of that certain Asset Purchase Agreement, effective September 1,
2000, among MicroTel, CXR and T-Com (the "Purchase Agreement").
The Borrower has requested that Lender consent to the Purchase Agreement, which the Lender is willing to do
pursuant to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements herein
contained, it is agreed as follows:
1. DEFINED TERMS. Capitalized terms used in this Amendment which are defined in the Credit Agreement
shall have the same meanings as defined therein, unless otherwise defined herein.
2. CONSENT TO THE PURCHASE AGREEMENT. For the purposes of Section 7.7 of the Credit
Agreement, Lender hereby consents to the Purchase Agreement and the transactions contemplated thereby.
3. ACCOUNTS AND INVENTORY OF T-COM. The Accounts and Inventory purchased by CXR from T-
Com shall be included in the Eligible Accounts and Eligible Inventory of CXR, to the extent (and only to the