<PAGE>

                                                                    EXHIBIT 10.7

[CIBC LOGO]

                                      Jean-Pierre Ducharme, CGA, MBA
                                      Director, Knowlecge-Based Business
                                      1155 West, Rene-Levesque Blvd., 14th Floor
                                      Montreal (Quebec) H3B 4N6
                                      Tel. (514)-876-8465
                                      Fax (514)-876-2374

PERSONAL AND CONFIDENTIAL

February 10,2003.

SR Telecom Inc.
8150, Trans-Canada Highway
St-Laurent (Quebec)
H4S 1M5

ATTENTION: Mr. David Adams, Vice-President Finance
           and Chief Financial Officer.

                    SUBJECT: SUMMARY OF TERMS AND CONDITIONS.

Dear Sir,

We are please to advise that, at the pleasure of the CIBC, the following line of
credit has been authorized, subject to the following terms and conditions:

1.0      BORROWER: SR Telecom Inc., hereinafter called the "Borrower".

2.0      LENDER: Canadian Imperial Bank of Commerce, hereinafter called "CIBC".

3.0      AMOUNTS:

<TABLE>
<S>      <C>                  <C>                 <C>
3.1      Cdn dollars          $ 5,000,000         Operating Loans facility.

3.2      U.S. dollars         $10,000,000         Standby Letters of Credit and/or Performance Letters of
                                                  Guarantee.

3.3      Cdn dollars          $ 2,500,000         Contingent Liability for Third Party Payment.

3.4      Cdn dollar           $    70,000         Merchant Visa facility
</TABLE>

         The limit of Section 3.1 may be increased up to $8,000,000, in the
         event that the Borrower provides the security specified in Section 12.0
         (b), and/or complies with the terms of Section 13.(i)(d).

4.0      PURPOSE:

         4.1      The operating loans facility is payable on demand and is
                  required to finance day to day operations, more specifically
                  accounts receivables and inventory arising from operations,
                  and for general corporate purposes.

         4.2      The Performance Letters of Guarantee and/or Standby Letters of
                  Credit facility is required to secure advance payments, bids
                  on contracts, performance or warranty obligations.

<PAGE>

                                   - PAGE 2 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

5.0      AVAILABILITY:

         5.1      The Operating Loans Facility may be availed of by way of
                  Overdrafts in Canadian and/or U.S. dollars. Furthermore, the
                  Operating Loans Facility may also be availed of by way of
                  Bankers's Acceptances in Canadian dollars and/or U.S. dollars
                  LIBOR loans and/or Documentary Letters of Credit in Canadian
                  and/or U.S. dollars.

         5.2      The Performance Letters of Guarantee and/or Standby Letters of
                  Credit facility is availed at the pleasure of the CIBC as
                  follows:

                  (i)      In U.S Dollars and/or the Canadian dollars
                           equivalent;

                  (ii)     Individual Performance Letters of Guarantee and/or
                           Standby Letters of Credit in excess of U.S.
                           $3,000,000 and with terms exceeding 24 months to
                           require CIBC's prior approval before booking;

                  (iii)    All individual Performance Letters of Guarantee
                           and/or Standby Letters of Credit will be guaranteed
                           at 100% by the Export Development Corporation ("EDC")
                           under their Performance Security Guarantee program;

                  (iv)     Notwithstanding what is indicated at 5.2 (iii) above,
                           Performance Letters of Guarantee and/or Standby
                           Letters of Credit of less than US $200,000 may be
                           issued without the EDC guarantee, as long as the
                           total of Performance Letters of Guarantee and/or
                           Standby Letters of Credit outstanding of less than US
                           $200,000 that do not have the EDC guarantee,
                           including as much the outstanding issues as the new
                           issues, do not exceed the aggregate amount of US
                           $2,000,000. Further, an additional amount of US
                           $1,300,000 in Performance Letters of Guarantee and/or
                           Standby Letters of Credit may be issued without the
                           EDC guarantee as long as they are supported at 100%
                           by a cash collateral.

6.0      CONDITIONS APPLICABLE TO CANADIAN DOLLARS BANKERS' ACCEPTANCES:

         The issuance of Bankers' Acceptances in Canadian dollars is subject to
         the following conditions;

         (i)      Issuance is to be for a minimum amount of Cdn $1,000,000 and
                  multiples of Cdn $100,000 in excess of such minimum aggregate
                  face amount;

         (ii)     Minimum term of 30 days and a maximum of 180 days;

         (iii)    Issuances are subject to availability of funds and a 2
                  business days notice provision prior to rollover;

         (iv)     Amounts, terms and notice requirements are subject to change
                  as advised by the CIBC from time to time;

         (v)      All contract periods shall mature on or prior to the final
                  maturity date of the present credit arrangements;

         (vi)     The conversion of maturing Bankers' Acceptances into
                  borrowings is subject to CIBC's then existing prime lending
                  rate being equal to or greater than the 30 day Bankers'
                  Acceptance rate, including stamping fee. Should CIBC's prime
                  lending rate be less than the aggregate of the 30 day Bankers'
                  Acceptance rate and the stamping fee, conversion will be
                  subject to the consent of the CIBC.

<PAGE>

                                   - PAGE 3 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

7.0      CONDITIONS APPLICABLE TO U.S. DOLLARS LIBOR LOANS:

         The issuance of U.S. dollars LIBOR loans is subject to the following
         conditions:

         (i)      Minimum amount of U.S. $1,000,000 and multiples of U.S
                  $100,000 in excess of such minimum amount;

         (ii)     Minimum terms of 30 days and a maximum of 180 days;

         (iii)    Issuances are subject to availability of funds and a 2
                  business days notice provision prior to rollover;

         (iv)     All contract periods shall mature on or prior to final
                  maturity date of the present credit arrangements;

         (v)      Amounts, terms and notice requirements for U.S. dollars LIBOR
                  loans are subject to change as advised by the CIBC from time
                  to time.

8.0      REPAYMENT:

         8.1      The Operating Loans Facility is payable on demand.

         8.2      The Performance Letters of Guarantee and/or Standby Letters of
                  Credit are payable as agreed per the transactions.

         8.3      The documentary letters of credit are payable as agreed per
                  the transaction.

9.0      PREPAYMENT:

         9.1      The Operating Loans facility is fully prepayable at any time,
                  with notice as required herein.

10.0     INTEREST RATES & FEES:

         10.1     Operating Loans

                  Overdrafts in Canadian dollars: CIBC's Prime Rate + 3.25%,
                                                  payable monthly in arrears.

                  Overdrafts in U.S. dollars:     CIBC's U.S. Base Rate + 3.25%,
                                                  payable monthly in arrears.

                  U.S. dollars LIBOR loans:       LIBOR + 4.75%, payable at the
                                                  end of each LIBOR period.

                  Canadian dollar Bankers Acceptances: Stamping fee of 4.75%
                                                       (payable upon issuance).

         10.2     Documentary letters of credit

                  Standard charges, plus out-of-pocket expenses where
                  applicable.

         10.3     Performance Letters of Guarantee and/or Standby Letters of
                  Credit

                  Guaranteed by the Export     100.0 basis points per annum,
                  Development Corporation:     with issuance/amendment charges
                                               where applicable.

                  Supported at 100% by a cash  75.0 basis points per annum, with
                  collateral:                  issuance/amendment charges where
                                               applicable.

<PAGE>

                                   - PAGE 4 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

                  Others:

                  Financial:        665.0 basis points per annum, with
                                    issuance/amendment charges where applicable.

                  Non financial:    475.0 basis points per annum, with
                                    issuance/amendment charges where applicable.

         10.4     Other credit services

                  Standard rates and fees to apply to other credit services.

         10.5     The cost for preparing the required legal documentation and/or
                  security documents, if applicable, are to the account of the
                  Borrower.

         10.6     Standby fee

                  Operating Loans: Standby fee of 0.50% of the unused portion of
                                   the Operating Loans facility, payable
                                   quarterly in arrears.

         10.7     Renewal fee

                  Renewal fee of $200,000 is payable upon acceptance of the
                  present Summary of Terms and Conditions. By accepting the
                  present Summary of Terms and Conditions you hereby provide
                  CIBC with the authorization to debit your current account for
                  the amount of the said fees.

         10.8     Loan administration fee

                  Loan administration fee of $175 per month.

11.0     REFERENCE RATES AND DEFINITIONS:

         11.1     Prime rate means, with respect to a Prime Loan, the annual
                  rate of interest announced from time to time by the CIBC as
                  being its reference rate then in effect for determining
                  interest rates on Canadian Dollar denominated commercial loans
                  made in Canada. Any change in the Prime Rate shall be
                  effective on the date such change is announced.

         11.2     U.S. Base Rate means, with respect to a U.S. Base Rate Loan,
                  the annual rate of interest announced from time to time by the
                  CIBC as being its reference rate then in effect for
                  determining interest rate on US Dollar denominated commercial
                  loans made in Canada, calculated on the basis of a year of 365
                  days.

         11.3     Libor means, the London Interbank Offered Rate for deposits of
                  30, 60, 90, or 180 days, at the option of the Borrower, for
                  minimum amounts of U.S. $1,000,000. LIBOR is calculated on the
                  basis of a year of 360 day year and is payable on rollover
                  dates but not less frequently than quarterly.

<PAGE>

                                   - PAGE 5 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

12.0     SECURITY AND OTHER LEGAL DOCUMENTATION:

         The whole account is secured as follows;

         (a)      Negative pledge from the Borrower, who undertakes not to sell,
                  transfer, assign, mortgage or otherwise pledge any of their
                  assets, without the prior written consent of the CIBC.

         (b)      The $5,000,000 Operating Loans facility limit may be increased
                  dollar for dollar by the amount of a first ranking movable
                  hypothec up to a maximum limit of $8,000,000. The increase in
                  the facility limit shall become effective upon the execution
                  and registration of the moveable hypothec on all the assets of
                  the Borrower in favour of CIBC, together with any other
                  supporting documentation, as advised by CIBC's senior legal
                  counsel. It is understood that such charge is to be above any
                  charge presently held to secure standby letters of credit
                  and/or letter of guarantee as further described under
                  paragraphe 5.2 (iv) above.

         (c)      Undertaking from the Borrower to provide CIBC with the same
                  ranking charge on the Borrower's assets in the event that
                  other parties were granted a charge on the Borrower's assets.
                  This requirement to be provided with a same ranking charge is
                  not to be considered by the Borrower as an authorization by
                  CIBC to provide such charge to third parties, which would
                  still be subject as indicated above to CIBC's prior written
                  approval.

         (d)      Standard sundry account, product and security documentation as
                  applicable, including standard swap documentation.

         (e)      The Performance Letters of Guarantee and/or Standby Letters of
                  Credit facility is supported by the standard indemnity
                  agreement satisfactory to CIBC. It is further understood that
                  any default in the credit facilities included in the present
                  Summary of Terms and Conditions, or in any other credit
                  facility with another lender including, but without limiting
                  the generality of the above, any default in the financial
                  covenants and other covenants referred to in the present
                  Summary of Terms and Conditions, will trigger an acceleration
                  of the credit facilities included in the present Summary of
                  Terms and Conditions, including the Performance Letters of
                  Guarantee and/or Standby Letters of Credit facility, which
                  will cause the Borrower to provide the CIBC (to its
                  satisfaction) with adequate protection and security for
                  payment of all liabilities arising from all letters of Letters
                  of Guarantee and/or Standby Letters of Credit then outstanding
                  at the time of default including, without limitation, and when
                  applicable, all premiums and foreign exchange risks.

         (f)      Individual Performance Letters of Guarantee and/or Standby
                  Letters of Credit issued from the date of the present Summary
                  of Terms and Conditions will all have to be secured by Export
                  Development Corporation's 100% Performance Security Guarantee,
                  but for what is provided for under paragraph 5.3 of the
                  present Summary of Terms and Conditions.

         (g)      It is understood that in the event that the Borrower transfers
                  its business to another financial institution, and Performance
                  Letters of Guarantee and/or Standby Letters of Credit and/or
                  Documentary Letters of Credit are still outstanding, the
                  negative pledge referred hereinabove and financial test
                  covenants continue to apply until maturity and/or replacement
                  of such Performance Letters of Guarantee and/or Standby
                  Letters of Credit and/or Documentary Letters of Credit and/or
                  the Borrower provides the CIBC with full unconditional counter
                  guarantee acceptable to the CIBC.

<PAGE>

                                   - PAGE 6 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

13.0     AFFIRMATIVE COVENANTS:

(i) The Borrower covenants with the CIBC as follows:

         (a)      To pay duly and punctually all sums of money due under the
                  terms of this Agreement;

         (b)      To provide prompt notice to the CIBC of the occurrence of any
                  event which, with notice or lapse of time, or both, would
                  constitute an event of default under credit facilities with
                  CIBC or other financial institutions;

         (c)      The Borrower shall enter into an agreement with the Export
                  Development Corporation, the Inter-American Development Bank
                  and its subsidiary Communication y Telefonia Rural ('CTR')
                  before February 28,2003. Such agreement shall restructure
                  CTR's indebtedness in a way that is satisfactory to CIBC or
                  shall forbear the rights of the Export Development
                  Corporation, the Inter-American Development Bank against CTR
                  and the Borrower during one year until February 13, 2004.

         (d)      The $5,000,000 Operating Facility limit may be increased by
                  the amount that the Borrower agrees to maintain on deposit in
                  a CIBC current account at main branch Montreal, transit 00001,
                  at all times, subject to a maximum facility limit of
                  $8,000,000. The Borrower must provide satisfactory written
                  confirmation of the amount it will maintain on deposit with
                  CIBC at all times prior to any increase to the facility limit.

(ii) The Borrower shall be in respect of the following financial ratios. For the
     purpose of clarity, all ratios will be calculated on the "Core financial
     statement", which are defined by the Borrower's consolidated financial
     statements, excluding its Chilean subsidiary CTR, and may also be called
     the "Core Borrower ".

         a)       The Core Borrower shall maintain sales equal or higher than
                  $33,500,000 for the quarter ended March 31, 2003, and
                  $36,000,000 per quarter for each subsequent quarter
                  thereafter. The covenant will be tested at the end of each
                  quarter, when the Borrower releases its financial results.

         b)       The Core Borrower shall maintain an EBITDAX equal or higher
                  than $2,000,000 for the quarter ended December 31, 2002,
                  $1,000,000 for the quarter ended March 31, 2003, $2,250,000
                  for the quarter ended June 30,2003, and $2,750,000 per quarter
                  for each subsequent quarter thereafter. The EBITDAX is defined
                  by the Earnings before Interest, Taxes, Depreciation,
                  Amortization and any other exceptional non-recurring items
                  such as foreign exchange loss or gain, special charges and
                  provisions. Specifically excluded from EBITDAX are a
                  restructuring charge of approximately $4,900,000 recorded in
                  the fourth quarter of 2002, and the reversal of a gain on
                  dilution of approximately $4,000,000 recorded in the fourth
                  quarter of 2002. The ratios will be tested at the end of each
                  quarter, when the Borrower releases its financial results.

<PAGE>
                                   - PAGE 7 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

         c)       The Core Borrower shall maintain a ratio of EBITX to Interest,
                  on a rolling four-quarter basis, equal or higher than 1.00:1
                  for the quarter ended December 31, 2002 and for the first
                  quarter ended March 31, 2003. EBITX to Interest shall be equal
                  or greater than 1.10:1 for the second quarter ended June 30,
                  2003 and for the third quarter ended September 30, 2003. EBITX
                  to Interest shall be equal or greater than 1.25:1 for the
                  fourth quarter ended December 31, 2003 and thereafter. The
                  EBITX is defined by the Earnings before Interest, Taxes, and
                  any other exceptional non-recurring items such as foreign
                  exchange loss or gain, special charges and provisions.
                  Specifically excluded from EBITX are a restructuring charge of
                  approximately $4,900,000 recorded in the fourth quarter of
                  2002, and the reversal of a gain on dilution of approximately
                  $4,000,000 recorded in the fourth quarter of 2002. In
                  addition, EBITX may exclude up to $2,000,000 in non-recurring
                  costs recorded in the fourth quarter of 2002, provided that
                  the Borrower presents an Officer's certificate, satisfactory
                  to CIBC, which details the amounts expensed and confirms their
                  non-recurring nature. The ratio will be tested at the end of
                  each quarter, when the Borrower releases its financial
                  results.

         d)       The Core Borrower shall maintain at all times a tangible
                  working capital ratio equal or higher than 1.50:1, such being
                  calculated by dividing (i) current assets, net of sums
                  receivable from related parties, by (ii) the current
                  liabilities, net of any postponed loans.

         e)       The Core Borrower shall maintain at all time a quick ratio
                  equal or higher than 1.00:1 such being calculated by dividing
                  (i) current assets, net of sums receivable from related
                  parties, and inventory, by (ii) current liabilities, net of
                  any postponed loans.

         f)       The Core Borrower shall maintain at all time a tangible net
                  worth equal or higher than $48,000,000. The tangible net worth
                  is defined by the shareholder equity less (i) intangible
                  assets (such as product development expenditures and deferred
                  charges), (ii) advances and investments to shareholders and
                  affiliated companies, (iii) Investment Tax Credits shown as
                  long term assets and (iv) all taxes receivable shown as long
                  term assets, plus (i) advances payable to associated companies
                  that are formally subordinated to CIBC's loans.

         g)       The Core Borrower shall maintain at all time a total debt to
                  tangible net worth ratio that will not exceed 3.00:1, such
                  being calculated by dividing (i) the total liabilities, net of
                  formally postponed loans, (ii) by the tangible net worth.

         The non-respect of any of the financial covenants shall trigger an
         immediate default under the present Summary of Terms and Conditions. It
         is also understood that any default under the trust indenture
         supporting the debenture of $75,000,000 would create a default under
         the present credit facilities.

14.0     NEGATIVE COVENANTS:

         While the Borrower has any Borrowings outstanding or while this Credit
         Agreement remains in force, the Borrower covenants with the CIBC that:

         (a)      NO CHANGE IN NATURE OF BUSINESS: the Borrower will not change
                  the nature of its business or amalgamate or otherwise merge
                  with any other person or permit all or a material (according
                  to GAAP) portion of its assets to become the property of any
                  other person;

<PAGE>

                                   - PAGE 8 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

         (b)      NO SALE OF ASSETS: The Borrower will not sell, transfer,
                  lease, assign or otherwise dispose of any part of the
                  undertaking, property, assets or rights of the Borrower in
                  excess of the aggregate annual amount of $ 1,000,000, other
                  than in the ordinary course of business without prior written
                  consent of the CIBC. For the purpose of this paragraph, it is
                  understood that the sale of the Chilean subsidiary CTR is
                  permitted subject to the following:

                  (i)      That the loss resulting from such sale does not
                           exceed the provision for loss reported in the last
                           year-end audited financial statements dated December
                           31, 2001;

                  (ii)     That the sale be for 100% of the operation of CTR;

                  (iii)    That this sale be with no recourse against the
                           Borrower for any of the liabilities, real or
                           contingent, of CTR;

                  (iv)     That the sale be paid at 100% in cash.

         (c)      LIMIT TO CAPITAL EXPENDITURES: Capital expenditures are not to
                  exceed $5,000,000 for the fiscal year ended December 31, 2002,
                  and $2,500,000 for the fiscal year ended December 31, 2003.
                  Capital expenditures are calculated on a non-consolidated
                  basis;

         (d)      NO LIEN ON ITS ASSETS: The Borrower will not create any lien
                  or charge on its assets other than in favour of the CIBC,
                  except for the following:

                  (i)      New lease financings for new capital acquisitions in
                           the normal course of business of the Borrower;

                  (ii)     In the event that the debenture holders under the
                           debenture of $75,000,000 were to require to be
                           granted security on the assets of the Borrower, in
                           which circumstances CIBC will be granted the same
                           security on the assets of the Borrower, ranking
                           pari-passu with the debenture holders;

                  (iii)    Liens not exceeding $1,000,000 on the aggregate.

         (e)      NO ADDITIONAL INDEBTEDNESS: Will not create, incur, assume or
                  permit to exist any Indebtedness without the prior consent of
                  the Lender acting reasonably except:

                  (i)      Indebtedness in favour of the CIBC;

                  (ii)     Indebtedness outstanding as of the date hereof under
                           permitted circumstances, Schedule I attached or
                           approved in writing by the CIBC;

                  (iii)    Volume rebates extended to customers of the Borrower
                           in the ordinary course of business consistent with
                           normal trade practices in the industry;

                  (iv)     Indebtedness incurred in the ordinary course of
                           business which Indebtedness may not rank pari passu
                           with or senior to Indebtedness in favour of the CIBC;

                  (v)      Indebtedness constituting deferred compensation for
                           services rendered by employees or consultants in
                           accordance with normal industry practices;

                  (vi)     Indebtedness constituting unsecured current
                           liabilities (not the result of borrowing) incurred in
                           the ordinary course of business for current purposes
                           and not represented by any note or other evidence of
                           Indebtedness in accordance with normal industry
                           practices;

                  (vii)    Indebtedness constituting obligations pursuant to
                           operating or capital leases of the Borrower and
                           automobile leases; or,

<PAGE>

                                   - PAGE 9 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

                  (vii)    Indebtedness constituting deferred tax obligations;

                  (viii)   Credit facilities with BNP Paribas for letters of
                           guarantee for an amount of US $13,100,000 which is
                           unsecured and fully guaranteed by the Export
                           Development Corporation, together with a non-recourse
                           revolving export discount facility with the same
                           financial institution for an amount of US $5,000,000.

         (f)      DRAWDOWNS: the Borrower will make no drawdown under the Credit
                  Facilities which would have the effect of putting the Borrower
                  in breach of any term of this Agreement;

         (g)      LIMIT TO INVESTMENTS: Other than capital expenditures
                  indicated at 14.0 (c) above and vendor financing indicated at
                  17.1 below, the Borrower is not to make any acquisition of
                  other businesses, investments in other businesses, loans or
                  advances, without CIBC's prior written consent, neither make
                  any repayment for loans or advances made by related parties.

It is understood that the acquisition of certain assets of Merg., Inc. is
authorized.

         The non-respect of any of the financial covenants shall trigger an
         immediate default under the present Summary of Terms and Conditions. It
         is also understood that any default under the trust indenture
         supporting the debenture of $75,000,000 shall create a default under
         the present credit facilities.

15.0     REPORTING REQUIREMENTS:

         (a)      ANNUAL FINANCIALS: the Borrower will furnish to the CIBC
                  within 90 days after close of each Fiscal Year of the Borrower
                  its annual audited financial statements prepared on a
                  consolidated, non-consolidated and consolidated prior to CTR
                  (also called "Core" financial statements) basis. In the latter
                  case, the CIBC will be provided with an auditor's report on
                  the consolidation pre-CTR, but exclusive of the notes as such
                  will already be included in the consolidated and non-
                  consolidated financial statements.

         (b)      ANNUAL FORECASTS: the Borrower will furnish to the CIBC within
                  (30) days of the close of each Fiscal Year of the Borrower an
                  Annual Budget and Business Plan.

         (c)      INTERIM FINANCIALS: the Borrower will furnish to the CIBC
                  unaudited quarterly consolidated and non-consolidated
                  financial statements, consolidated financial statements
                  excluding the Chilean subsidiary CTR, together with the
                  consolidation worksheet, within (45) days following the end of
                  each quarter, signed by the authorized officers of the
                  Borrower, one of whom shall be its CFO, to include the
                  following:

                  (i)      The balance sheet as at the end of each such quarter,

                  (ii)     The statements of income for such quarter and year to
                           date results, with such quarter, and,

                  (iii)    A statement of cash flow.

<PAGE>

                                  - PAGE 10 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

         (d)      STATUS OF BACKLOG POSITION: the Borrower will furnish to the
                  CIBC quarterly a status report on the backlog position, within
                  45 days following the end of each quarter, signed by the CFO,
                  to include the following;

                  (i)      Expected date of shipment,

                  (ii)     Type of equipment/supplies/services sold,

                  (iii)    Means of payment expected for each backlog order, how
                           is the order secured with respect to payment, i.e.
                           EDC financed and/or insured, confirmed L/C,
                           non-recourse invoice discounting, etc.

         (e)      The Borrower will furnish to the CIBC a Compliance Certificate
                  signed by the Borrower's Chief Financial Officer, within 45
                  days of each Quarter end, such certificate to provide
                  confirmation there are no breach in the financial test
                  covenants, or any other term of this agreement, and that they
                  are not in default of any other agreement related to financing
                  obtained by the Borrower or its subsidiaries, such compliance
                  certificate to include the detailed calculation of the
                  financial covenants and to be supported by a report by the
                  Borrower's external auditors confirming that the CIBC
                  financial covenants were calculated in accordance with the
                  terms and conditions of the credit.

         (f)      Such other information as may be required by the CIBC.

16.0     COMPLIANCE WITH ENVIRONMENTAL LAWS:

         16.1     The Borrowers will conduct their businesses and maintain all
                  the properties of the Borrowers in compliance with all
                  applicable environmental statutes and regulations;

         16.2     The Borrowers shall notify the Bank of any notice they receive
                  of (i) any violation by them of any federal, provincial or
                  municipal environmental law, regulation or by-law, (ii) any
                  administrative or judicial complaint or order filed against
                  them alleging violations of any federal, provincial or
                  municipal environmental law, regulation of by-law, or (iii)
                  any liability for clean-up costs associated with the release
                  of contaminant, pollutant, toxic substance or hazardous
                  material or waste into the environment or for any damages
                  resulting from such release;

         16.3     The Borrowers shall not bring onto or use on the Properties
                  (whether owned, leased or otherwise) any contaminant,
                  pollutant, toxic substance or hazardous material or waste
                  other than in strict compliance with all applicable laws,
                  regulations, bylaws.

17.0     OTHER CONDITIONS:

         17.1     The Borrower is authorized to proceed with further
                  inter-company loans and/or further vendor financings to the
                  Chilean subsidiary CTR provided that such inter-company loans
                  and/or vendor financings shall not exceed US $6,000,000.00 for
                  the fiscal year ended December 31, 2003. Except as provided
                  for above, no further inter-company loans or vendor financings
                  are permitted without CIBC's prior written approval.
                  Notwithstanding, the payment of US $5,700,000 for fiscal 2002
                  is permitted.

<PAGE>

                                  - PAGE 11 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

18.0     INDEMNITY CLAUSE:

         18.1     The Borrowers will indemnify and hold harmless each of the
                  CIBC and its directors, officers, employees and agents in
                  respect of any costs, losses, damages, expenses, judgements,
                  suits, claims, awards, fines, sanctions and liabilities
                  whatsoever (including the costs and expenses of defending or
                  denying same) arising out of or in respect of (i) the release
                  of any hazardous or toxic waste or other substance into the
                  environment from the Borrowers' properties or control and (ii)
                  the remedial action (if any) taken by the CIBC in respect of
                  any such release, contamination or pollution. This indemnity
                  will survive the repayment or cancellation of the Agreement.

19.0     GENERAL PURPOSE PROTECTION CLAUSES:

         19.1     The rates of interest, fees and other charges herein set forth
                  are predicated on the terms and conditions hereof being
                  strictly adhered to by the Borrower (and by the guarantors, as
                  the case may be). In the event of a deviation from or failure
                  to respect such established terms and conditions, or should
                  the CIBC be called upon to increase and/or modify such credit
                  facilities, the CIBC reserves the right to charge additional
                  fees and/or adjust the interest rates in such manner as it
                  shall deem justified in the exercise of its reasonable
                  discretion, and the CIBC shall advise the Borrower accordingly
                  at the particular time.

         19.2     While we have agreed these arrangements will remain in effect
                  for a fixed period, we anticipate that change in the laws,
                  guidelines of requirements with which the CIBC must comply,
                  brought about by the Bank of Canada or other governmental
                  authority, could increase the CIBC's cost of providing these
                  services or reduce the CIBC's effective return under these
                  arrangements. If any such change occurs, the CIBC reserves the
                  right to change the terms of these arrangements. Any change in
                  the terms made by the Bank, however, will only bind you sixty
                  (60) days after the CIBC gives you written notice, and you may
                  at any time during that sixty (60) days notice period
                  terminate these arrangements effective the last day of that
                  sixty (60) day period.

20.0     ASSIGNMENT:

         20.1     CIBC reserves the right to syndicate, participate, sell or
                  assign these Facilities, in whole or in part, to one or more
                  persons (Participants), without notice to, or the consent of,
                  the Borrower. For this purpose, CIBC may disclose, on a
                  confidential basis, to a potential Participant such
                  information concerning the Borrower as CIBC considers
                  appropriate. The Borrower agrees to execute and deliver, at
                  CIBC's request and expense, such further documentation as CIBC
                  considers necessary or advisable to effect such syndication,
                  participation, sale or assignment including such form(s) of
                  Bankers' Acceptance as may be adopted for a Participant
                  provided such documents do not adversely modify any of the
                  Borrower's rights or increase its obligations under the
                  Facilities.

<PAGE>

                                  - PAGE 12 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

21.0     PRE-CONDITIONS FOR THE ESTABLISHMENT OF THIS CREDIT:

         The permitted increase to the Operating Facility limit referred to in
         Sections 12.0(b) and 13.0(i)(d) is subject to the following
         pre-conditions being respected:

         21.1     That CIBC obtains all required security documents and/or
                  Officer's certificates required in support of this credit to
                  its satisfaction;

         Further, any cost incurred by CIBC relative to the pre-conditions for
         the establishment of this credit are to the account of the Borrower.

22.0     REVIEW DATE:

         22.1     This credit is subject to review at any time but, in any
                  event, by no later than January 31, 2004, at which time CIBC
                  will perform a review including, but without limiting the
                  generality of the above, a review of the Borrower's fiscal
                  year-end consolidated and consolidated pre-CTR audited
                  financial statements and most recent interim
                  unaudited financial statements, together with the year-end
                  unaudited financial statements of its subsidiaries;

Please acknowledge receipt and indicate your acceptance of this Summary of Terms
and Conditions by signing and returning to the undersigned the attached
duplicate of this letter by no later than February 14, 2003, after which date
the present Summary of Terms and Conditions must be considered null and void and
all credit facilities cancelled.

The present Summary of Terms and Conditions replaces all previous Summary of
Terms and Conditions.

CANADIAN IMPERIAL BANK OF COMMERCE

/s/ Jean-Pierre Ducharme
--------------------------
per: Jean-Pierre Ducharme
     Director, Knowledge-Based Business

Note: Acknowledgements and acceptances at next page.

<PAGE>

                                  - PAGE 13 -

LETTER TO MR. DAVID ADAMS,                                    FEBRUARY 10, 2003.
VICE-PRESIDENT FINANCE &                        SUMMARY OF TERMS AND CONDITIONS.
CHIEF FINANCIAL OFFICER.

The Borrower hereby acknowledges having read all of the agreement and
understands and accepts fully all conditions of the loan accommodation.

SR TELECOM INC.

per: /s/ DAVID ADAMS (VP Finance & CFO)
    -----------------------------------
per: /s/ PIERRE ST. ARNAUD (President & CEO)
    -----------------------------------
Date: February 14, 2003