0000950123-09-034690 Sample Contracts

BHC Interim Funding III, L.P. 444 Madison Avenue, 25th Floor New York, New York 10022
Dri Corp • August 13th, 2009 • Communications equipment, nec • New York

Reference is made to the Loan and Security Agreement, dated as of June 30, 2008 (as amended, modified or supplemented from time to time, the “Loan Agreement”), by and 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”). Terms which are capitalized in this letter and not otherwise defined herein shall have the meanings ascribed to such terms in the Loan Agreement.

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QUOTA PURCHASE AGREEMENT
Quota Purchase Agreement • August 13th, 2009 • Dri Corp • Communications equipment, nec

Purchaser, Sellers, JADI, Mobitec AB and the Company hereinafter also referred individually as “Party” and collectively as “Parties”.

THIRD AMENDMENT TO THE LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 13th, 2009 • Dri Corp • Communications equipment, nec • New York

THIS THIRD AMENDMENT dated as of August 7, 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.

BHC Interim Funding III, L.P. 444 Madison Avenue, 25th Floor New York, New York 10022
Dri Corp • August 13th, 2009 • Communications equipment, nec • New York

Reference is made to that certain letter agreement, dated as of July 21, 2009 (as amended, modified or supplemented from time to time, the “July Letter Agreement”) by and among DIGITAL RECORDERS, INC., a North Carolina corporation (“Digital”), TWINVISION OF NORTH AMERICA, INC., a North Carolina corporation (“Twin Vision” 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”).

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