GF Group definition
Examples of GF Group in a sentence
For the avoidance of doubt, the Pro Rata Percentage is to be reduced only by voluntary sales of Securities by GF Canco (or other members of the GF Group) or as a result of GF Canco failing to exercise its Pre-Emptive Right when available to be exercised in respect of any Equity Financing.
Upon acceptance of a GF Canco Securities Offer to subscribe for any Offered Securities by delivery of a GF Canco Acceptance to Asanko, GF Canco or another member of the GF Group will purchase the number of Offered Securities set out in the GF Canco Acceptance at the subscription price for such Offered Securities as set out in the GF Canco Securities Offer concurrently with the closing of the Equity Financing.
GF Canco may assign its Pre-Emptive Right under this Article 2 to any other GF Group members by written notice to Asanko; provided however, that each such GF Group member delivers, in a form acceptable to Asanko, acting reasonably, a legal, valid, and enforceable document whereby such GF Group member agrees to be bound by, and to comply with, the terms of this Agreement governing the Pre-Emptive Right.
Nothing in this Article 2 shall obligate GF Canco or any other member of the GF Group to purchase, or obligate Asanko to sell, any Offered Securities in respect of which the Pre-Emptive Right is exercised if the Equity Financing does not close.
However, if the incoming GF Group member ceases to be a member of the GF Group, such former GF Group member must assign its rights and obligations under this Agreement back to GF Canco, at no cost to Asanko.
The GF Group will provide Aquantia with early access to and support for GF’s [*] PDKs and related technology in line with best customer practice.
GF Canco may assign its Pre-Emptive Right or Top-Up Right under this Article 2 to any other GF Group members by written notice to ▇▇▇▇▇▇▇; provided however, that each such GF Group member delivers, in a form acceptable to ▇▇▇▇▇▇▇, acting reasonably, a legal, valid, and enforceable document whereby such GF Group member agrees to be bound by, and to comply with, the terms of this Agreement governing the Pre-Emptive Right.
Upon receipt of the Top-Up Notice, if the Dilution Trigger has been met, GF Canco may at its sole discretion exercise the Top-Up Right by giving notice to ▇▇▇▇▇▇▇ within ten (10) Business Days that it will subscribe for up to such number of Common Shares as will enable the GF Group to increase its holdings in Common Shares to the Pro Rata Percentage it had prior to the Excluded Issuances.
Upon acceptance of a GF Canco Securities Offer to subscribe for any Offered Securities by delivery of a GF Canco Acceptance to ▇▇▇▇▇▇▇, ▇▇ Canco or another member of the GF Group will purchase the number of Offered Securities set out in the GF Canco Acceptance at the subscription price for such Offered Securities as set out in the GF Canco Securities Offer concurrently with the closing of the Equity Financing.
For greater certainty, during the Standstill Period no member of the GF Group shall enter into any lock-up or other agreement, arrangement or understanding with respect to the sale of any Common Shares, or with respect to the tender of any Common Shares under a take-over bid that has not been publicly announced.