Dri Corp Sample Contracts

October 2nd, 2006 · Common Contracts · 789 similar
Digital Recorders IncDIGITAL RECORDERS, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY RIGHTS AGREEMENT DATED AS OF SEPTEMBER 22, 2006

Agreement, dated as of September 22, 2006, between Digital Recorders, Inc., a North Carolina corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the “Rights Agent”).

March 21st, 2006 · Common Contracts · 277 similar
Digital Recorders IncContract

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DIGITAL RECORDERS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

January 16th, 2007 · Common Contracts · 222 similar
Digital Recorders IncSECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

This Agreement is made pursuant to the Security Agreement, dated as of the date hereof, by and among the Purchaser, the Company and various subsidiaries of the Company (as amended, modified or supplemented from time to time, the “Security Agreement”), and pursuant to the Warrants referred to therein and certain other warrants and shares of Common Stock issued to the Purchaser subsequent to the Security Agreement.

October 7th, 2004 · Common Contracts · 122 similar
Digital Recorders IncSECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of October 5, 2004, among Digital Recorders, Inc., a North Carolina corporation (the “Company”), and the investors identified on the signature pages hereto (each, an “Investor” and collectively, the “Investors”).

March 21st, 2006 · Common Contracts · 69 similar
Digital Recorders IncSTOCK PLEDGE AGREEMENT

This Stock Pledge Agreement (this “Agreement”), dated as of March 15, 2006, among Laurus Master Fund, Ltd. (the “Pledgee”), Digital Recorders, Inc., a North Carolina corporation (the “Company”), and each of the other undersigned parties (other than the Pledgee) (the Company and each such other undersigned party, a “Pledgor” and collectively, the “Pledgors”).

March 21st, 2006 · Common Contracts · 37 similar
Digital Recorders IncSECURITY AGREEMENT LAURUS MASTER FUND, LTD. DIGITAL RECORDERS, INC. TWINVISION OF NORTH AMERICA, INC. DIGITAL AUDIO CORPORATION and ROBINSON-TURNEY INTERNATIONAL, INC. Dated: March 15, 2006

This Security Agreement is made as of March 15, 2006 by and among LAURUS MASTER FUND, LTD., a Cayman Islands company (“Laurus”), DIGITAL RECORDERS, INC., a North Carolina corporation (“the Parent”), and each party listed on Exhibit A attached hereto (each an “Eligible Subsidiary” and collectively, the “Eligible Subsidiaries”) the Parent and each Eligible Subsidiary, each a “Company” and collectively, the “Companies”).

April 22nd, 2004 · Common Contracts · 32 similar
Digital Recorders IncEXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of April 21, 2004, by and among DIGITAL RECORDERS, INC., a North Carolina corporation (the "Company"), and the investors...
May 4th, 2006 · Common Contracts · 26 similar
Digital Recorders IncContract

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO DIGITAL RECORDERS, INC. THAT SUCH REGISTRATION IS NOT REQUIRED.

May 21st, 2001 · Common Contracts · 19 similar
Digital Recorders IncSTERLING PLAZA DALLAS, TEXAS
July 13th, 2001 · Common Contracts · 16 similar
Digital Recorders IncTHIS DEBENTURE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("ACT"), OR APPLICABLE STATE SECURITIES LAWS ("STATE ACTS"), AND SHALL NOT BE SOLD, HYPOTHECATED, OR OTHERWISE TRANSFERRED, UNLESS SUCH TRANSFER IS MADE IN COMPLIANCE...
August 20th, 2010 · Common Contracts · 10 similar
Dri CorpREGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT dated as of the ___ day of , 2010 by and among DRI CORPORATION, a North Carolina corporation (the “Company”) and (the “Holder”).

April 15th, 2011 · Common Contracts · 8 similar
Dri CorpEXECUTIVE EMPLOYMENT AGREEMENT

EXECUTIVE EMPLOYMENT AGREEMENT effective the 16th day of September, 2010 (the “Agreement”) by and between DRI CORPORATION, a North Carolina corporation (the “Company”) with principal offices at Durham, North Carolina and Steven P Slay (the “Executive”).

August 14th, 2008 · Common Contracts · 7 similar
Dri CorpContract

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT (AS HEREINAFTER DEFINED) OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD OR OFFERED FOR SALE UNLESS REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN OPINION IN REASONABLY ACCEPTABLE FORM AND SCOPE TO THE COMPANY OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION, QUALIFICATION OR OTHER SUCH ACTIONS ARE NOT REQUIRED UNDER THE SECURITIES ACT OR ANY OTHER LAWS OR THAT AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.

November 12th, 2003 · Common Contracts · 5 similar
Digital Recorders IncExhibit 10.5 LOAN AND SECURITY AGREEMENT DATED AS OF NOVEMBER 6, 2003
April 22nd, 2004 · Common Contracts · 5 similar
Digital Recorders IncARTICLE I. DEFINITIONS
March 23rd, 2006 · Common Contracts · 5 similar
Digital Recorders IncREGISTRATION RIGHTS AGREEMENT

WHEREAS, it is contemplated under that certain Share Purchase Agreement by and between the Company and the Holder dated as of March 21, 2006 (as such may be amended from time to time, the “Share Purchase Agreement”) and that certain Stock Purchase Warrant dated as of March 21, 2006, by the Company in favor of the Holder (the “Warrant Agreement”), that the Company provide the Holder with certain registration rights.

August 14th, 2008 · Common Contracts · 4 similar
Dri CorpContract

The security interest granted pursuant to this instrument is subordinated to other security interests pursuant to, and to the extent provided in, and is otherwise subject to the terms of, the Intercreditor Agreement, dated as of June 30, 2008, between BHC Interim Funding III L.P., as Junior Creditor, and PNC Bank, National Association, as Agent under the Revolving Credit and Security Agreement, as Senior Creditor, as the same may be amended, restated, supplemented or otherwise modified or extended or renewed from time to time.

November 4th, 2005 · Common Contracts · 4 similar
Digital Recorders IncSHARE PURCHASE AGREEMENT By and Between JOHN D. HIGGINS as the “Buyer” herein, on the one hand, and DIGITAL RECORDERS, INC. as “DRI” herein, on the other hand Dated as of October 31, 2005

THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of October 31, 2005, by and between JOHN D. HIGGINS (the “Buyer”), on the one hand, and DIGITAL RECORDERS, INC. (“DRI”) on the other.

April 16th, 2004 · Common Contracts · 3 similar
Digital Recorders IncEXHIBIT 99.7 WARRANT AGREEMENT WARRANT AGREEMENT, dated as of March 23, 2004, by and between FAIRVIEW CAPITAL VENTURES, LLC (the "Warrantee"), on the one hand, and DIGITAL RECORDERS, INC., a North Carolina corporation ("DRI") on the other. WHEREAS,...
November 4th, 2005 · Common Contracts · 3 similar
Digital Recorders IncSTOCK PURCHASE WARRANT

This Stock Purchase Warrant (this “Warrant”), dated November ___, 2005, is issued to JOHN D. HIGGINS (the “Holder”), by DIGITAL RECORDERS, INC., a North Carolina corporation (the “Company”).

August 14th, 2008 · Common Contracts · 3 similar
Dri CorpContract

The security interest granted pursuant to this instrument is subordinated to other security interests pursuant to, and to the extent provided in, and is otherwise subject to the terms of, the Intercreditor Agreement, dated as of June 30, 2008, between BHC Interim Funding III L.P., as Junior Creditor, and PNC Bank, National Association, as Agent under the Revolving Credit and Security Agreement, as Senior Creditor, as the same may be amended, restated, supplemented or otherwise modified or extended or renewed from time to time.

July 13th, 2001 · Common Contracts · 3 similar
Digital Recorders IncBY AND AMONG
August 14th, 2008 · Common Contracts · 3 similar
Dri CorpREVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS AGENT) WITH DIGITAL RECORDERS, INC. and TWINVISION OF NORTH AMERICA, INC. (BORROWERS) and DRI CORPORATION (GUARANTOR) June 30, 2008

Revolving Credit and Security Agreement dated as of June 30, 2008 by and among DIGITAL RECORDERS, INC., a corporation organized under the laws of the State of North Carolina (“DR”), TWINVISION OF NORTH AMERICA, INC., a corporation organized under the laws of the State of North Carolina (“TVna”) (DR and TVna, each a “Borrower”, and collectively “Borrowers”), DRI CORPORATION, a corporation organized under the laws of the State of North Carolina, as a guarantor (“DRI”), the financial institutions which are now or which hereafter become a party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).

October 7th, 2004 · Common Contracts · 3 similar
Digital Recorders IncREGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 5, 2004, by and among Digital Recorders, Inc., a North Carolina corporation (the “Company”), and the investors signatory hereto (each an “Investor” and collectively, the “Investors”).

July 13th, 2001 · Common Contracts · 3 similar
Digital Recorders IncSUBSIDIARY GUARANTY
July 13th, 2001 · Common Contracts · 2 similar
Digital Recorders IncTHIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED ("ACT"), OR APPLICABLE STATE SECURITIES LAWS ("STATE ACTS"), AND SHALL NOT BE SOLD, HYPOTHECATED, OR OTHERWISE TRANSFERRED, UNLESS SUCH TRANSFER IS MADE IN COMPLIANCE...
April 15th, 2010 · Common Contracts · 2 similar
Dri CorpTHIRD AMENDMENT TO WARRANT

THIRD AMENDMENT dated effective as of December 29, 2009 (this “Amendment”), between DRI CORPORATION, a North Carolina corporation (“DRI”), and BHC INTERIM FUNDING III, L.P. (“Holder”) to that certain Warrant dated as of June 30, 2008 (as amended, modified, supplemented or restated from time to time, the “Warrant”).

January 26th, 2004 · Common Contracts · 2 similar
Digital Recorders IncJOINT FILING AGREEMENT AND POWER OF ATTORNEY January 21, 2004

Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder, each undersigned party hereby agrees to the joint filing, on behalf of such undersigned party with respect to the common stock, par value $0.10 per share, of Digital Recorders, Inc., a North Carolina corporation, of any and all form(s), statement(s), report(s), and/or document(s) required to be filed by such undersigned party under Section 16 or Section 13(d) of the Exchange Act (including any amendment(s), supplement(s), and/or exhibit(s) thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange or national securities association, also with the exchange or association), and further agrees that this Joint Filing Agreement and Power of Attorney shall be included as an Exhibit to each such joint filing.

August 8th, 2002 · Common Contracts · 2 similar
Digital Recorders IncContract

EXHIBIT 99.6 SHARE PURCHASE AGREEMENT By and Between LITE VISION CORPORATION, as the “Buyer” herein, on the one hand, and DIGITAL RECORDERS, INC. on the other Dated as of ___________, 2002

August 14th, 2008 · Common Contracts · 2 similar
Dri CorpContract

The security interest granted pursuant to this instrument is subordinated to other security interests pursuant to, and to the extent provided in, and is otherwise subject to the terms of, the Intercreditor Agreement, dated as of June 30, 2008, between BHC Interim Funding III L.P., as Junior Creditor, and PNC Bank, National Association, as Agent under the Revolving Credit and Security Agreement, as Senior Creditor, as the same may be amended, restated, supplemented or otherwise modified or extended or renewed from time to time.

November 15th, 2010
Dri CorpSEVENTH AMENDMENT TO THE LOAN AND SECURITY AGREEMENT

THIS SEVENTH AMENDMENT is entered into as of November 12, 2010 (this “Amendment”) among DIGITAL RECORDERS, INC., a North Carolina corporation (“Digital”), TWINVISION OF NORTH AMERICA, INC., a North Carolina corporation (“TwinVision” and, together with Digital, the “Borrowers”), DRI CORPORATION, a North Carolina corporation (“Guarantor” and, together with the Borrowers, the “Loan Parties”), and BHC INTERIM FUNDING III, L.P., a Delaware limited partnership (“Lender”), to that certain Loan and Security Agreement dated as of June 30, 2008 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”) among the Loan Parties and Lender.

November 16th, 2009
Dri CorpFOURTH AMENDMENT TO THE LOAN AND SECURITY AGREEMENT

THIS FOURTH AMENDMENT is entered into as of October 1, 2009 (this “Amendment”) among DIGITAL RECORDERS, INC., a North Carolina corporation (“Digital”), TWINVISION OF NORTH AMERICA, INC., a North Carolina corporation (“TwinVision” and, together with Digital, the “Borrowers”), DRI CORPORATION, a North Carolina corporation (“Guarantor” and, together with the Borrowers, the “Loan Parties”), and BHC INTERIM FUNDING III, L.P., a Delaware limited partnership (“Lender”), to that certain Loan and Security Agreement dated as of June 30, 2008 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”) among the Loan Parties and Lender. Terms which are capitalized in this Amendment and not otherwise defined shall have the meanings ascribed to such terms in the Loan Agreement.

November 14th, 2008
Dri CorpAMENDMENT NO. 2 TO REVOLVING CREDIT AND SECURITY AGREEMENT

THIS AMENDMENT NO. 2 (this “Agreement”) is entered into as of September 29, 2008, by and between DIGITAL RECORDERS, INC. (“DR”), TWINVISION OF NORTH AMERICA, INC. (“TVna”, collectively with DR, each a “Borrower”, and collectively the “Borrowers”), DRI CORPORATION (“DRI”, collectively with the Borrowers, each a “Loan Party, and collectively, the “Loan Parties”), the financial institutions party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).

March 31st, 1997
Digital Recorders IncAMENDMENT TO 19 APRIL 1996 SERVICES AGREEMENT BETWEEN DIGITAL RECORDERS AND RTI Page #: 1
August 5th, 2009
Dri CorpAMENDMENT NO. 4 TO REVOLVING CREDIT AND SECURITY AGREEMENT

THIS AMENDMENT NO. 4 (this “Agreement”) is entered into as of July 30, 2009, by and between DIGITAL RECORDERS, INC. (“DR”), TWINVISION OF NORTH AMERICA, INC. (“TVna”, collectively with DR, each a “Borrower”, and collectively the “Borrowers”), DRI CORPORATION (“DRI”, collectively with the Borrowers, each a “Loan Party, and collectively, the “Loan Parties”), the financial institutions party hereto (collectively, the “Lenders” and individually a “Lender”) and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as agent for Lenders (PNC, in such capacity, the “Agent”).