Common use of SPV Clause in Contracts

SPV. Each Holder that is an entity that was formed for the sole purpose of acquiring (directly or indirectly) shares of Common Stock or that has no substantial assets other than (direct or indirect interests in) the shares of Common Stock agrees that (i) certificates of shares of its common stock or other instruments reflecting equity interests in such entity (and the certificates for shares of common stock or other equity interests in any similar entities controlling such entity) will note the restrictions contained in this Agreement on the Transfer of shares of Common Stock as if such shares of common stock or other equity interests were shares of Common Stock and (ii) no such shares of common stock or other equity interests may be transferred to any Person directly or indirectly (including through derivative securities) other than in accordance with the terms and provisions of this Agreement as if such shares or equity interests were shares of Common Stock.

Appears in 2 contracts

Sources: Warrant Holder Rights Agreement, Warrant Holder Rights Agreement (Affinion Group, Inc.)