Common use of Additional Issuance Clause in Contracts

Additional Issuance. (a) The Additional Closing Date with respect to the Additional Note Issuance shall be the date hereof. On such Additional Closing Date, subject to the satisfaction (or waiver) of all of the conditions set forth herein and in Sections 1(b), 1(d), 6(b) and 7(b) of the Securities Purchase Agreement, Infinity shall issue and sell to each Buyer, and each Buyer severally agrees to purchase from Infinity, (I) Additional Notes in the principal amount set forth opposite such Buyer’s name on the Additional Schedule of Buyers, along with (II) the related Additional 115% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (A) 28% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (B) the Warrant Exercise Price (as defined in the Additional 115% Warrants) on the Additional Closing Date, and (III) the related Additional 140% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (X) 27% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (Y) the Warrant Exercise Price (as defined in the Additional 140% Warrants) on the Additional Closing Date (the “First Additional Closing”). Infinity hereby acknowledges and agrees that such purchase by each of the Buyers of such Additional Notes and related Additional Warrants shall satisfy in full any obligations of such Buyers under the Securities Purchase Agreement and the other Transaction Documents with respect to the Additional Sale Election Notice. (b) For purposes of Section 4(h) of the Securities Purchase Agreement in connection with the First Additional Closing, each Buyer’s Reimbursement Allocation Percentage shall be as set forth on the Additional Schedule of Buyers, rather than the Schedule of Buyers attached to the Securities Purchase Agreement. (c) Concurrently with the execution hereof, Infinity-Delaware is executing and delivering to the Agent and the Buyers a Joinder in the form of Exhibit A attached to the Security Agreement.

Additional Issuance. (a) Subject to the terms and conditions of this Agreement, the Company agrees to issue and sell and each of (a) Pequot Private Equity Fund III, L.P. and Pequot Offshore Private Equity Partners III, L.P. (together, the “Pequot Purchasers”) and (b) Constellation Venture Capital II, L.P., Constellation Venture Capital Offshore II, L.P., The Additional Closing Date BSC Employee Fund VI, L.P. and CVC II Partners, LLC (together, the “Constellation Purchasers”) shall have the right, on or prior to April 10, 2007, to purchase, additional shares of Series A-6 Preferred Stock and detachable warrants to purchase shares of Common Stock on the same terms and conditions as set forth herein with respect to the Additional Note Issuance shall be Series A-6 Purchased Shares and the date hereof. On such Additional Closing Date, subject to the satisfaction (or waiver) of all of the conditions set forth herein and in Sections 1(b), 1(d), 6(b) and 7(b) of the Securities Purchase Agreement, Infinity shall issue and sell to each Buyer, and each Buyer severally agrees to purchase from Infinity, (I) Additional Notes in the principal amount set forth opposite such Buyer’s name on the Additional Schedule of Buyers, along with (II) the related Additional 115% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (A) 28% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (B) the Warrant Exercise Price (as defined in the Additional 115% Warrants) on the Additional Closing Date, and (III) the related Additional 140% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (X) 27% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (Y) the Warrant Exercise Price (as defined in the Additional 140% Warrants) on the Additional Closing Date (the “First Additional ClosingSeries A-6 Purchased Shares and Additional Warrants”). Infinity hereby acknowledges and agrees that such purchase by each of the Buyers of such Additional Notes and related Additional Warrants shall satisfy in full any obligations of such Buyers under the Securities Purchase Agreement and the other Transaction Documents with respect to the Additional Sale Election Notice. (b) For purposes of Section 4(h) The Pequot Purchasers may allocate up to $1,000,000 Additional Series A-6 Purchased Shares and Additional Warrants among themselves in such manner as the Pequot Purchasers may agree. The Constellation Purchasers may allocate up to $1,000,000 Additional Series A-6 Purchased Shares and Additional Warrants among themselves in such manner as the Constellation Purchasers may agree. If either the Pequot Purchasers or the Constellation Purchasers do not purchase all of the Securities Purchase Agreement Additional Series A-6 Purchased Shares and Additional Warrants that they are entitled to purchase, the other Purchasers may purchase such Additional Series A-6 Purchased Shares and Additional Warrants in connection with the First Additional Closing, each Buyer’s Reimbursement Allocation Percentage shall be such amounts as set forth on the Additional Schedule of Buyers, rather than the Schedule of Buyers attached to the Securities Purchase Agreementsuch Purchasers may agree. (c) Concurrently with The Purchasers may exercise the execution hereof, Infinity-Delaware is executing right to purchase Additional Series A-6 Purchased Shares and delivering Additional Warrants by giving notice to the Agent Company, at least two business days prior to the date of such purchase which date shall be set forth in such notice. Such date of purchase shall be a Closing Date and the Buyers time and place of such purchase shall be a Joinder Closing for purposes of this Agreement. The Additional Series A-6 Purchased Shares and Additional Warrants purchased at such Closing shall be deemed to be Series A-6 Purchased Shares and Warrants for all purposes of this Agreement. The obligations of each of the Purchasers and the Company at such Closing shall be subject to satisfaction of the respective conditions of the Purchasers’ obligations and the Company’s obligations, as set forth in the form of Exhibit A attached to the Security AgreementSection 4 hereof.

Additional Issuance. (a) The Additional Closing Date Subject to the terms and conditions of this Agreement, the Company agrees to issue and sell and the Constellation Funds shall have the right but not the obligation, on or prior to May 30, 2007, to purchase additional shares of Series A-7 Preferred Stock and detachable warrants to purchase shares of Common Stock on the same terms and conditions as set forth herein with respect to the Additional Note Issuance shall be Series A-7 Purchased Shares and the date hereof. On such Additional Closing Date, subject to the satisfaction (or waiver) of all of the conditions set forth herein and in Sections 1(b), 1(d), 6(b) and 7(b) of the Securities Purchase Agreement, Infinity shall issue and sell to each Buyer, and each Buyer severally agrees to purchase from Infinity, (I) Additional Notes in the principal amount set forth opposite such Buyer’s name on the Additional Schedule of Buyers, along with (II) the related Additional 115% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (A) 28% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (B) the Warrant Exercise Price (as defined in the Additional 115% Warrants) on the Additional Closing Date, and (III) the related Additional 140% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (X) 27% of the original principal amount of the Additional Notes purchased by such Buyer at the Additional Closing, divided by (Y) the Warrant Exercise Price (as defined in the Additional 140% Warrants) on the Additional Closing Date (the “First Additional ClosingSeries A-7 Purchased Shares and Additional Warrants”). Infinity hereby acknowledges and agrees that such purchase by each of the Buyers of such Additional Notes and related Additional Warrants shall satisfy in full any obligations of such Buyers under the Securities Purchase Agreement and the other Transaction Documents with respect to the Additional Sale Election Notice. (b) For purposes The Constellation Funds may purchase up to $500,000 worth of Section 4(h) of the Securities Purchase Agreement in connection with the First Additional ClosingSeries A-7 Purchased Shares and Additional Warrants, each Buyer’s Reimbursement Allocation Percentage shall be allocated among themselves as set forth on in Schedule II or in such manner as the Additional Schedule of Buyers, rather than the Schedule of Buyers attached to the Securities Purchase AgreementConstellation Funds may agree. (c) Concurrently with The Constellation Funds may exercise the execution hereof, Infinity-Delaware is executing right to purchase Additional Series A-7 Purchased Shares and delivering Additional Warrants by giving notice to the Agent Company, at least one business day prior to the date of such purchase which date shall be set forth in such notice. Such date of purchase shall be a Closing Date and the Buyers time and place of such purchase shall be a Joinder Closing for purposes of this Agreement. The Additional Series A-7 Purchased Shares and Additional Warrants purchased at such Closing shall be deemed to be Series A-7 Purchased Shares and Warrants for all purposes of this Agreement. The obligations of each of the Purchasers and the Company at such Closing shall be subject to satisfaction of the respective conditions of the Constellation Funds’ obligations and the Company’s obligations, as set forth in the form of Exhibit A attached to the Security AgreementSection 4 hereof.

Additional Issuance. (a) The Additional Closing Date with respect to the Additional Note Issuance shall be the date hereof. On such Additional Closing Date, subject to the satisfaction (or waiver) of all of the conditions set forth herein and in Sections 1(b), 1(d), 6(b) and 7(b) of the Securities Purchase Agreement, Infinity shall issue and sell to each Buyerof Gaia and Lxxxxxxx, and each Buyer of Gaia and Lxxxxxxx severally agrees to purchase from Infinity, (I) Additional Notes in the principal amount set forth opposite such Buyer’s its name on the Additional Schedule of Buyers, along with (II) the related Additional 115% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (A) 28% of the original principal amount of the Additional Notes purchased by such Buyer thereby at the Additional Closing, divided by (B) the Warrant Exercise Price (as defined in the Additional 115% Warrants) on the Additional Closing Date, and (III) the related Additional 140% Warrants with respect to the number of Additional Warrant Shares equal to the quotient (rounded to the nearest whole number, with 0.5 rounded up) of (X) 27% of the original principal amount of the Additional Notes purchased by such Buyer thereby at the Additional Closing, divided by (Y) the Warrant Exercise Price (as defined in the Additional 140% Warrants) on the Additional Closing Date (the “First Third Additional Closing”). Infinity hereby acknowledges and agrees that such purchase by each of the Buyers Gaia and Lxxxxxxx of such Additional Notes and related Additional Warrants shall satisfy in full any obligations of such Buyers any of Gaia, Lxxxxxxx, HFTP and AG Offshore under the Securities Purchase Agreement and the other Transaction Documents with respect to the Additional Sale Election Notice. (b) For purposes of Section 4(h) of the Securities Purchase Agreement in connection with the First Third Additional Closing, each Buyer’s Reimbursement Allocation Percentage shall be as set forth on the Additional Schedule of Buyers, rather than the Schedule of Buyers attached to the Securities Purchase Agreement. (c) Concurrently with the execution hereof, Infinity-Delaware is executing and delivering to the Agent and the Buyers a Joinder in the form of Exhibit A attached to the Security Agreement.