ContractDigital Recorders Inc • August 8th, 2002 • Radio & tv broadcasting & communications equipment
EXHIBIT 99.5 Acknowledgment, Agreement and Reaffirmation of Guarantors WHEREAS, the undersigned are parties to that certain Subsidiary Guaranty, dated as of June 27, 2001 (“Subsidiary Guaranty”), in favor of RENAISSANCE US GROWTH & INCOME TRUST PLC and BFSUS SPECIAL OPPORTUNITIES TRUST PLC (collectively the “Holders”) pursuant to the 8.00% Convertible Debentures dated as of June 27, 2001, (as amended, supplemented or otherwise modified from time to time, the “Debentures”), from DIGITAL RECORDERS, INC., a North Carolina corporation (the “Borrower”) in favor of Holders; and WHEREAS, the Borrower and Holders are parties to that certain Convertible Loan Agreement, dated as of June 27, 2001 (the “Loan Agreement”) pursuant to which the Holders purchased debentures for an aggregate principal amount of Three Million Dollars ($3,000,000); and WHEREAS, on even date herewith the Borrower and Holders have entered into the First Amendment to the Loan Agreement to provide for the issuance and purc
ContractShare Purchase Agreement • August 8th, 2002 • Digital Recorders Inc • Radio & tv broadcasting & communications equipment • North Carolina
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
ContractConvertible Loan Agreement • August 8th, 2002 • Digital Recorders Inc • Radio & tv broadcasting & communications equipment
EXHIBIT 99.3 FIRST AMENDMENT TO CONVERTIBLE LOAN AGREEMENT This First Amendment (“Amendment”) to Convertible Loan Agreement, dated as of June 22, 2001, is made as of this 31st day of July, 2002, by and among Digital Recorders, Inc., a North Carolina corporation (the “Company”), Renaissance US Growth & Income Trust PLC, a public limited company registered in England and Wales (“Renaissance PLC”), and BFSUS Special Opportunities Trust PLC, a public limited company registered in England and Wales (“BFSUS”) (Renaissance PLC and BFSUS are collectively referred to as the “Lenders” or “Holders”), and Renaissance Capital Group, Inc., a Texas corporation, as agent for the Lenders (the “Agent”). All capitalized terms used but not defined herein shall have the meaning given them in the Loan Agreement (as defined below).
