Agreement to Register. At any time from the date of purchase of the Shares until the fifth anniversary of the date hereof, at the request of the Purchaser (the "Registration Request"), the Company shall prepare and use its best efforts to file with the Securities and Exchange Commission (the "SEC") within 60 days of the Registration Request a registration statement covering the resale of the Shares (each, a "Registration Statement"), shall use its best efforts to cause such Registration Statement to become effective as soon as possible thereafter and to do all other things necessary to cause such Registration Statement to be declared effective by the SEC (including, without limitation, the execution of an undertaking to file post-effective amendments, appropriate qualification under applicable blue sky and other state securities laws in such jurisdictions as the Purchaser may reasonably request, and appropriate compliance with applicable regulations issued under the Securities Act) and as would permit or facilitate the sale and distribution of all or such portion of such Shares. The Purchaser shall have the right to make such Registration Request on one occasion.
Agreement to Register. The Company agrees that:
Agreement to Register. Prior to the Closing, the Purchaser shall prepare a registration statement on Form S-3 (the "Registration Statement") pursuant to the Act covering the resale of BBC Shares to be issued pursuant to this Agreement and shall file such Registration Statement with the SEC on or before the first Business Day following the Closing, provided that the Purchaser has available to it, in form satisfactory for filing, any consolidated financial information and pro forma financial information regarding the Company necessary or appropriate for filing with the SEC. The Purchaser and the Sellers shall both use their best efforts to expedite the preparation of such information to the maximum extent practicable. Subsequent to the initial filing of the Registration Statement, the Purchaser shall thereafter use its best efforts to have such Registration Statement (covering the resale of all of the BBC Shares to be issued pursuant to this Agreement) declared effective by the Securities and Exchange Commission ("SEC") promptly after the Closing Date, and to keep that Registration Statement current, subject to the provisions set forth in Appendix 2.3.7 annexed hereto regarding the temporary suspension of use of the Registration Statement, until the two year anniversary of the Closing Date. The Purchaser reserves the right to include other shares of BBC Common Stock in the Registration Statement, provided that such inclusion does not adversely affect the Sellers in any substantive respect. The Purchaser agrees to use its best efforts to cover in the Registration Statement, either initially or by amendment when applicable, any of the BBC Shares which are pledged by one or more of the Sellers to a lender and subsequently resold by such lender upon a default by the applicable borrower and any other BBC Shares which are held by a Person to whom registration rights are transferred in accordance with Section 2.3.6.
Agreement to Register. (i) As soon as reasonably practicable after the date hereof, the Company shall prepare and file with the SEC a Registration Statement covering the resale of the Securities (the "REGISTRABLE SECURITIES") and use its best efforts to cause such Registration Statement to become effective within 120 days therefrom.
Agreement to Register. The Company covenants and agrees to --------------------- cause the Investor's Common Stock and the Registrable Securities (as defined below) to be registered with the Securities and Exchange Commission ("Commission") under the Securities Act of 1933 (the "Securities Act"), within 365 days from the Effective Date ("Registration Deadline"). The securities entitled to the benefits of this Agreement ("Registrable Securities") are (i) the shares of Common Stock subscribed and purchased by the Investor pursuant to the Subscription Agreement, and (ii) any securities issued or issuable upon the Investor's conversion of the Debentures (and after giving effect to any stock split, recapitalization, reclassification, merger, consolidation or exchange offer). For purposes of this Agreement, a Registrable Security ceases to be a Registrable Security when it has been sold or distributed to any person pursuant to Rule 144 of the Securities Act.
Agreement to Register. Upon the terms and conditions and subject to the limitations hereinafter set forth, the Company hereby agrees to file the Registration Statement by June 21, 1998 and to use commercially reasonable efforts to cause the Registration Statement to become effective as soon as practicable and to remain effective throughout the Registration Period.
Agreement to Register. The Company hereby agrees to use commercially reasonable efforts to prepare, file and cause to be effective a Form 10-SB, Form 8-A or similar document effecting the registration of its common stock under the Securities Exchange Act of 1934. Within the ninety (90) days of the date the Company's Form 10-SB, Form 8-A or similar document is declared effective by the SEC (the "FILING DEADLINE"), the Company shall prepare and file with the SEC one Registration Statement registering the resale of the Registrable Securities. The Company shall pay the reasonable out-of-pocket expenses incident to performance of or compliance with this agreement by the Company ("REGISTRATION EXPENSES") relating to the preparation and filing of such registration statement.
Agreement to Register. (a) The Parties agree to register this Agreement on the title to the Land (other than on the Gledswood Land) subject to obtaining the agreement of the persons specified in s7.6(1) of the Act to registration.
Agreement to Register. Subject to the conditions of this Agreement, the Company agrees to include the Shares in the Form S-1 Registration Statement to be filed with the Commission in connection with the IPO, to use its good faith efforts to cause such registration statement to become effective promptly thereafter and to sell the minimum number of shares of Common Stock to consummate the IPO, and to do all other things reasonably necessary to effect such registration (including, without limitation, the execution of an undertaking to file post-effective amendments, appropriate qualification under applicable blue sky and other state securities laws in such states where the Company or its franchisees currently operate Tumbleweed restaurants to the extent feasible, and appropriate compliance with applicable regulations issued under the Securities Act) and as would permit or facilitate the sale and distribution of the Shares.
Agreement to Register. Resales Key agrees that no later than April 3, 1997, it will file with the Commission on Form S-3, or if Form S-3 is not available to Key, on such other form as is available to Key for registration of its securities under the Securities Act, a shelf registration statement pursuant to Rule 415 of the Securities Act (the AShelf Registration Statement@) covering the offer and resale by the Shareholders of all the Key Shares and will use its best efforts to cause the Shelf Registration Statement to be declared effective by July 3, 1997 by the Commission.
