$3,000,000 Revolving Note by XIT Corporation and CXR Telcom Corporation in Favor of Wells Fargo Business Credit, Inc.

Summary

XIT Corporation and CXR Telcom Corporation jointly promise to repay up to $3,000,000 to Wells Fargo Business Credit, Inc. under the terms of a related Credit Agreement. The note outlines repayment of principal and interest, specifies that it is secured by collateral, and allows for prepayment only as permitted by the Credit Agreement. If the borrowers fail to pay, they are responsible for collection costs. The agreement is governed by the terms set forth in the Credit Agreement and related security documents.

EX-10.5 7 a2031575zex-10_5.txt EXHIBIT 10.5 EXHIBIT 10.5 REVOLVING NOTE $3,000,000 Pasadena, California August 16, 2000 For value RECEIVED, the undersigned, XIT CORPORATION, a New Jersey corporation and CXR TELCOM CORPORATION, a Delaware corporation (collectively the "BORROWERS"), jointly and severally, hereby promise to pay on the Termination Date under the Credit Agreement (defined below), to the order of WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the "LENDER"), at its main office in Pasadena, California, or at any other place designated at any time by the holder hereof, in lawful money of the United States of America and in immediately available funds, the principal sum of THREE MILLION DOLLARS ($3,000,000) or, if less, the aggregate unpaid principal amount of all Revolving Advances made by the Lender to the Borrowers under the Credit Agreement (defined below) together with interest on the principal amount hereunder remaining unpaid from time to time, computed on the basis of the actual number of days elapsed and a 360-day year, from the date hereof until this Note is fully paid at the rate from time to time in effect under the Credit and Security Agreement of even date herewith (as the same may hereafter be amended, supplemented or restated from time to time, the "CREDIT AGREEMENT") by and between the Lender and the Borrowers. The principal hereof and interest accruing thereon shall be due and payable as provided in the Credit Agreement. This Note may be prepaid only in accordance with the Credit Agreement. This Note is issued pursuant, and is subject, to the Credit Agreement, which provides, among other things, for acceleration hereof. This Note is the Revolving Note referred to in the Credit Agreement. This Note is secured, among other things, pursuant to the Credit Agreement and the Security Documents as therein defined, and may now or hereafter be secured by one or more other security agreements, mortgages, deeds of trust, assignments or other instruments or agreements. The Borrowers hereby agree to pay all costs of collection, including attorneys' fees and legal expenses in the event this Note is not paid when due, whether or not legal proceedings are commenced. Presentment or other demand for payment, notice of dishonor and protest are expressly waived. CXR TELCOM CORPORATION XIT CORPORATION a Delaware corporation a New Jersey corporation By: /s/ RANDOLPH FOOTE By /s/ RANDOLPH FOOTE ------------------------ ------------------------ Name: Randolph Foote Name: Randolph Foote ---------------------- ---------------------- Its VP/CFO Its VP/CFO ------------------ ------------------