These excerpts taken from the CKXE 8-K filed Feb 11, 2005.
REGISTRATION RIGHTS AGREEMENT
This REGISTRATION RIGHTS AGREEMENT (this Agreement) is made as of February 7, 2005 by and among Sports Entertainment Enterprises, Inc., a corporation organized and existing under the Business Corporation Act of the State of Colorado (the Company) and each of the investors listed on Schedule 1 attached hereto (each an Investor, and collectively, the Investors).
A. Concurrently with the execution of this Agreement, the Investors are acquiring from the Company shares of the Companys Series A Convertible Redeemable Preferred Stock, no par value (the Series A Preferred Stock), shares of the Companys Common Stock and warrants to purchase Common Stock of the Company (the Investor Warrants), pursuant to the terms and provisions of the Stock Purchase Agreement among the Company and the Investors of even date herewith, as such agreement may thereafter be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof (the Purchase Agreement).
B. Pursuant to the Purchase Agreement, the Company has agreed to grant the Holders (as defined below) the registration rights set forth in this Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
1. Definitions. The following terms when used in this Agreement, including its Preamble and Recitals, shall, except where the context otherwise requires, have the following meanings (such meanings to be equally applicable to the singular and plural forms thereof):
(a) Affiliate as applied to any Person, means any other Person directly or indirectly controlling, controlled by, or under direct or indirect common control with, such Person. For purposes of this definition, control (including, with correlative meanings, the terms controlling, controlled by and under common control with), as applied to any Person, means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise, and, in addition to the foregoing, a Person shall be deemed to control another Person if the controlling Person owns 15% or more of any class of voting securities (or other ownership interest) of the controlled Person.
Registration Rights Agreement means the registration rights agreement by and among the Parties hereto and certain other stockholders, to be entered into at the Closing, substantially in the form of Exhibit B hereto and as such agreement may be amended, supplemented or otherwise modified from time to time in accordance with the terms thereof.