Common use of The Series C Closing Clause in Contracts

The Series C Closing. (i) The closing of the purchase and sale of the Series C Shares (the "Series C Closing") shall take place at the offices of Robixxxx Xxxvxxxxx Xxxrxx Xxxnxxxx & Xermxx XXX ("Robixxxx Xxxvxxxxx"), 1290 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, xxmediately following the execution hereof or such later date as the parties shall agree, but not prior to the date that the conditions set forth in Section 4.1 have been satisfied or waived by the appropriate party and provided, that the Series C Closing may not occur later than November 15, 1996 (the "Series C Closing Expiration Date"). The date of the Series C Closing is hereinafter referred to as the "Series C Closing Date." At the Series C Closing, the Company shall sell and issue to the Purchasers, and the Purchasers shall purchase, the Series C Shares, for an aggregate purchase price of $7,000,000. (ii) At the Series C Closing, (a) the Company shall deliver (1) to Infinity (A) one or more stock certificates representing the Infinity C Preferred, registered in the name of Infinity, (B) the Series C Infinity Warrant (as defined in Section 3.19), and (C) all other documents, instruments and writings required to have been delivered at or prior to the Series C Closing by the Company pursuant to this Agreement and the Registration Rights (1) Infinity shall deliver to the Company $5,500,000 and Seacrest shall deliver to the Company $1,500,000, less the fees and disbursements of the legal counsel contemplated in Section 6.1, in United States dollars in immediately available funds by wire transfer to an account designated in writing by the Company prior to the Series C Closing Date, and (2) the Purchasers shall deliver all documents, instruments and writings required to have been delivered at or prior to the Series C Closing by each Purchaser pursuant to this Agreement and the Registration Rights Agreement.

The Series C Closing. (i) The closing of the purchase and sale of the Series C Shares (the "Series SERIES C ClosingCLOSING") shall take place at the offices of Robixxxx Xxxvxxxxx Xxxrxx Xxxnxxxx & Xermxx XXX xx such date (which may not be prior to the tenth day after receipt of the notice described hereafter in this paragraph (b)) as the Company may designate in a written notice to the Purchaser (a "Robixxxx XxxvxxxxxSUBSEQUENT FINANCING NOTICE") relating to the Series C Shares which the Company may deliver no earlier than January 1, 1997 and no later than March 19, 1997, which Subsequent Financing Notice shall set forth the number of Series C Shares (which may not exceed 3,000) that the Company intends to sell to the Purchaser, PROVIDED, HOWEVER, in no case shall the Series C Closing take place (A) earlier than the later to occur of January 11, 1997 and the tenth day after receipt of the Subsequent Financing Notice relating to such Closing or (B) later than March 30, 1997 (the "SERIES C CLOSING EXPIRATION DATE"), 1290 Xxxxxx xx xxx Xxxxxxxxand, Xxx XxxxPROVIDED, Xxx Xxxx 00000FURTHER, xxmediately following that in no case shall the execution hereof or such later date as the parties shall agree, but not prior to the date that Series C Closing take place unless and until the conditions set forth listed in Section 4.1 4.2 have been satisfied or waived by the appropriate party and provided, that the Series C Closing may not occur later than November 15, 1996 (the "Series C Closing Expiration Date")party. The date of the Series C Closing is hereinafter referred to as the "Series SERIES C Closing DateCLOSING DATE." At the Series C Closing, the Company shall sell and issue to the Purchasers, and the Purchasers shall purchase, the Series C Shares, for an aggregate purchase price of $7,000,000." (ii) At the Series C Closing, (a) the Company shall deliver to the Purchaser (1) to Infinity (A) one or more stock certificates representing the Infinity Series C PreferredShares being sold at such Closing, registered in the name of Infinity, (B) the Series C Infinity Warrant (as defined in Section 3.19)Purchaser, and (C2) all other documents, instruments and writings required to have been delivered at or prior to the Series C Closing by the Company pursuant to this Agreement and the Registration Rights Rights Agreement and (1b) Infinity the Purchaser shall deliver to the Company $5,500,000 and Seacrest shall deliver (1) the purchase price for the Series C Shares being purchased as determined pursuant to the Company $1,500,000, less the fees and disbursements of the legal counsel contemplated in Section 6.1, in United States dollars this Article I in immediately available funds by wire transfer to an account designated in writing by the Company prior to the Series C Closing Date, Date and (2) the Purchasers shall deliver all documents, instruments and writings required to have been delivered at or prior to the Series C Closing by each the Purchaser pursuant to this Agreement and the Registration Rights Agreement.

The Series C Closing. (i) The closing of the purchase and sale of the Series C Shares Preferred to be issued and sold at such closing in accordance herewith (the "Series C Shares", and such closing the "Series C Closing") shall take place at the offices of Robixxxx Xxxvxxxxx Xxxrxx Xxxnxxxx & Xermxx XXX xx such date ("Robixxxx Xxxvxxxxx"), 1290 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, xxmediately following the execution hereof or such later date as the parties shall agree, but which may not be prior to the date that fifteenth Trading Day after receipt of the conditions set forth notice described hereafter in Section 4.1 have been satisfied or waived by this paragraph (b)) as the appropriate party and provided, that Company may designate in a written notice to the Purchaser (a "Subsequent Financing Notice") relating to the Series C Closing Shares which the Company may not occur deliver no earlier than 60 days after the date hereof and no later than November 15150 days after the date hereof (such 150th day, 1996 (the "Series C Closing Expiration Date"). The date , which Subsequent Financing Notice shall set forth the number of shares of Series C Preferred that the Company intends to sell to the Purchaser, provided, however that such number shall not be in excess of (i) 400 shares, if the Company's Market Capitalization (not inclusive of the Series C Closing is hereinafter referred to as the "Series C Closing Date." At proceeds from the Series C Closing) is less than $45,000,000, (ii) 600 shares, if the Company shall sell and issue to Company's Market Capitalization (not inclusive of the Purchasers, and the Purchasers shall purchase, proceeds from the Series C SharesClosing) is between $45,000,000 and $64,999,999, for an aggregate purchase price (iii) 800 shares, if the Company's Market Capitalization (not inclusive of the proceeds from the Series C Closing) is between $65,000,000 and $84,999,999, and (iv) 1000 shares, if the Company's Market Capitalization (not inclusive of the proceeds from the Series C Closing) is in excess of $7,000,00084,999,999. (ii) At the Series C Closing, (a) the Company shall deliver (1) to Infinity (A) the Purchaser one or more stock certificates representing the Infinity Series C Preferred, Shares registered in the name of Infinity, (B) the Series C Infinity Warrant (as defined in Section 3.19), Purchaser and (C) all other documents, instruments and writings required to have been delivered at or prior to the Series C Closing by the Company pursuant to this Agreement and the Registration Rights Rights Agreement and (1b) Infinity the Purchaser shall deliver to the Company $5,500,000 and Seacrest shall deliver (1) the purchase price for the Series C Shares being purchased as determined pursuant to the Company $1,500,000, less the fees and disbursements of the legal counsel contemplated in Section 6.1, 1.2 in United States dollars in immediately available funds by wire transfer to an account designated in writing by the Company for such purpose and delivered to the Purchaser prior to the Series C Closing Date, Date and (2) the Purchasers shall deliver all documents, instruments and writings required to have been delivered at or prior to the Series C Closing by each the Purchaser pursuant to this Agreement and the Registration Rights Agreement.