Common use of Right to Purchase New Securities Clause in Contracts

Right to Purchase New Securities. Except as otherwise provided in this Section 4.4 (including Section 4.4(e) hereof), the Company hereby grants to each Stockholder that, together with its Affiliates, holds of record at least one percent (1%) of the Outstanding Company Common Stock (the “Qualified Stockholder”) the right to purchase its pro rata share of any and all issuances, sales or distributions of New Securities proposed to be made by the Company or any of its Subsidiaries as set forth herein. Notwithstanding the foregoing, or anything herein to the contrary, if the purchase by any Qualified Stockholder of its pro rata share of the New Securities would not be permitted without the prior approval of a governmental body of applicable jurisdiction (including the U.K. Financial Conduct Authority), such approval has not been obtained, and such approval would not be required if the Qualified Stockholder were to purchase Limited Warrants in lieu of some or all of the New Securities, then, under this Section 4.4, the offer to such Qualified Stockholder shall be the right to purchase the number of Limited Warrants (at the same price as the New Securities) and New Securities that would result from making such a substitution.

Appears in 4 contracts

Samples: Shareholders Agreement (Affinion Group, Inc.), Shareholders Agreement (Affinion Group Holdings, Inc.), Shareholders Agreement (Affinion Group Holdings, Inc.)

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Right to Purchase New Securities. Except as otherwise provided in this Section 4.4 4.6 (including Section 4.4(e4.6(e) hereof)) and until the earlier of an IPO, the Company hereby grants to each Stockholder that, together with its Affiliates, holds of record at least one seven percent (17%) of the Outstanding Company Common Stock (the “Qualified Stockholder”) the right to purchase its pro rata share of any and all issuances, sales or distributions of New Securities proposed to be made by the Company or any of its Subsidiaries as set forth herein. Notwithstanding the foregoing, or anything herein to the contrary, if the purchase by any Qualified Stockholder of its pro rata share of the New Securities would not be permitted without the prior approval of a governmental body of applicable jurisdiction (including the U.K. Financial Conduct Authority), such approval has not been obtained, and such approval would not be required if the Qualified Stockholder were to purchase Limited Xxxxx Warrants in lieu of some or all of the New Securities, then, under this Section 4.44.6, the offer to such Qualified Stockholder shall be the right to purchase the number of Limited Xxxxx Warrants (at the same price as the New Securities) and New Securities that would result from making such a substitution.

Appears in 1 contract

Samples: Credit Agreement (Affinion Group Holdings, Inc.)

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