EXHIBIT 1
JOINT FILING AGREEMENT
Xxxxx Acquisition Corp., U.S. Traffic Corporation, Xxxxxxx
International W.L.L., and Xxxxxx X. Xxxxxx (the "Filing Persons"), hereby agree
to file jointly a Schedule 13D and any amendments thereto relating to the
aggregate ownership by each of the Filing Persons of any voting equity security
of a class which is registered pursuant to Section 12 of the Securities Exchange
Act of 1934, as amended, as required by Rule 13d-1 and Rule 13d-2 promulgated
under the Securities Act of 1934. Each of the Filing Persons agrees that the
information set forth in such Schedule 13D and any amendments thereto with
respect to such Filing Person will be true, complete and correct as of the date
of such Schedule 13D or such amendment, to the best of such Filing Person's
knowledge and belief, after reasonable inquiry. Each of the Filing Persons makes
no representations as to the accuracy or adequacy of the information set forth
in the Schedule 13D or any amendments thereto with respect to any other Filing
Person. Each of the Filing Persons shall promptly notify the other Filing
Persons if any of the information set forth in the Schedule 13D or any
amendments thereto shall become inaccurate in any material respect or if said
person learns of information that would require an amendment to the Schedule
13D.
IN WITNESS WHEREOF, the undersigned have set their hands this 18th day
of April, 2001.
XXXXX ACQUISITION CORP.
/s/ Xxxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx Its: Director
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U.S. TRAFFIC CORPORATION
By: /s/ Xxxxxx X. Xxxxxx
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Its: Director
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XXXXXXX INTERNATIONAL W.L.L.
By: /s/ Xxxxxx X. Xxxxxx
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Its: Director
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