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EXHIBIT 2.6
SHAREHOLDER ACKNOWLEDGEMENT
THIS ACKNOWLEDGEMENT dated the ____ day of ___________, 1998 by XXXXX
X. XXXXXX and XXXXXX XXXXXXXX, shareholders of Xxxxxxxx Xxxxxx International,
Inc.
With respect to the Agreement and Plan of Reorganization by and among
Xxxxxxxx Xxxxxx International, Inc, Digital Recorders, Inc., and Digital
Recorders Acquisition, Inc. (the "Agreement"), the undersigned acknowledge:
(i) That he knows or has had the opportunity to acquire all information
concerning the business affairs, financial condition, plans and prospects of
Digital Recorders, Inc. that he deems relevant to make a fully informed decision
respecting the acquisition of the Digital Recorders, Inc. shares;
(ii) That he has been encouraged and has had the opportunity to rely
upon the advice of legal counsel and accountants and other advisers with respect
to the acquisition of the Digital Recorders, Inc. shares; and
(iii) That he has had the opportunity to ask such questions and receive
such answers and information respecting, among other things, the business,
affairs, financial condition, plans and prospects of Digital Recorders, Inc. and
the terms and conditions of the acquisition of the Digital Recorders, Inc.
shares as he has requested so as to more fully understand his investment.
Without limiting the foregoing, the undersigned acknowledges that he
has been provided complete copies of all of the information identified on
Schedule 3.2(g) of said Agreement.
IN WITNESS WHEREOF, this Shareholder Acknowledgement has been executed
the day and year first above written.
(SEAL)
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XXXXX X. XXXXXX
(SEAL)
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XXXXXX XXXXXXXX
