Common use of CONTRACTING PROCESS Clause in Contracts

CONTRACTING PROCESS. Representative shall negotiate, on behalf of Knicks, LLC, sponsorship agreements that provide for the sale of, payment for and delivery of Team Sponsorship Assets. Such agreements, as well as any sponsorship agreements in existence as of the Effective Date that include Team Sponsorship Assets, shall hereinafter be referred to as “Sponsorship Agreements.” Representative shall make commercially reasonable, good faith efforts to ensure that the appropriate Knicks-specific entity is the direct contracting party with all sponsors with respect to whom the sponsorship assets purchased are exclusively such Team’s assets, and that NYK, LLC, or its parent, MSG Sports, LLC, is the direct contracting party with all sponsors with respect to whom the sponsorship assets purchased are exclusively or primarily Team Sponsorship Assets of more than one Team, and payments shall be made directly from the sponsor to such Knicks-specific entity, NYK, LLC or MSG Sports, LLC, as applicable, in such instances, subject to the final sentence of this subsection (a). Where Representative is unable to effect that outcome, or where Team Sponsorship Assets are included in multi-property deals that do not consist exclusively or primarily of Team Sponsorship Assets, Representative shall make commercially reasonable, good faith efforts to include applicable Team entities and/or NYK, LLC as express third-party beneficiaries in any such agreements entered into during the Term. It is agreed and acknowledged that Sponsorship Agreements that are entered into by NYK, LLC, MSG Sports, LLC or any other Knicks-specific entity that include Arena Game Shared Sponsorship Assets, Non-Team Sponsorship Assets and/or, during the term of the Network Rep Agreement, Broadcast Advertising Inventory shall be subject to the payment of appropriate allocations with respect to all revenue related to such assets, which allocations shall be agreed upon by the parties in advance of Knicks, LLC’s approval of any such Sponsorship Agreement and set forth in Schedule 2 of the Team Sponsorship Allocation Agreement (defined in Section 3.3 below).

CONTRACTING PROCESS. Representative shall negotiate, on behalf of KnicksRangers, LLC, sponsorship agreements that provide for the sale of, payment for and delivery of Team Sponsorship Assets. Such agreements, as well as any sponsorship agreements in existence as of the Effective Date that include Team Sponsorship Assets, Assets shall hereinafter be referred to as “Sponsorship Agreements.” Representative shall make commercially reasonable, good faith efforts to ensure that the appropriate Knicks-specific entity is the direct contracting party with all sponsors with respect to whom the sponsorship assets purchased are exclusively such Team’s assetsRangers, and that NYK, LLC, or its parent, MSG Sports, LLC, LLC is the direct contracting party with all sponsors with respect to whom the sponsorship assets purchased are exclusively or primarily Team Sponsorship Assets of more than one TeamAssets, and payments shall be made directly from the sponsor to such Knicks-specific entity, NYKRangers, LLC or MSG Sports, LLC, as applicable, in such instances, subject to the final sentence of this subsection (a). Where Representative is unable to effect that outcome, or where Team Sponsorship Assets are included in multi-property deals that do not consist exclusively or primarily of Team Sponsorship Assets, Representative shall make commercially reasonable, good faith efforts to include applicable Team entities and/or NYKRangers, LLC as an express third-party beneficiaries beneficiary in any such agreements entered into during the Term. It is agreed and acknowledged that Sponsorship Agreements that are entered into by NYKRangers, LLC, MSG Sports, LLC or any other KnicksRangers-specific entity that include Arena Game Shared Sponsorship Assets, Non-Team Sponsorship Assets and/or, during the term of the Network Rep Agreement, Broadcast Advertising Inventory shall be subject to the payment of appropriate allocations with respect to all revenue related to such assets, which allocations shall be agreed upon by the parties in advance of KnicksRangers, LLC’s approval of any such Sponsorship Agreement and set forth in Schedule 2 of the Team Sponsorship Allocation Agreement (defined in Section 3.3 below).