0000950123-20-002579 Sample Contracts

TIME SHARING AGREEMENT
Time Sharing Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

THIS TIME SHARING AGREEMENT is entered into effective as of the __ day of _______, 20__, by and between MSG SPORTS & ENTERTAINMENT, LLC (to be renamed MSG ENTERTAINMENT, LLC), a Delaware limited liability company with a place of business at 2 Penn Plaza, New York, New York 10121 (“Lessor”), and MSG SPORTS, LLC, a Delaware limited liability company with a place of business at 2 Penn Plaza, New York, New York 10121 (“Lessee”).

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FORM OF RESTRICTED STOCK UNITS AGREEMENT
Restricted Stock Units Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services

Pursuant to the 2020 Employee Stock Plan (the “Plan”), you have been selected by the Compensation Committee of the Board of Directors (as more fully described in Section 11, the “Committee”) of The Madison Square Garden Company (formerly known as MSG Entertainment Spinco, Inc.) (the “Company”), effective as of [Grant Date] (the “Grant Date”) to receive [#RSUs] restricted stock units (“Units”). The Units are granted subject to the terms and conditions set forth below and in the Plan.

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FORM OF PERFORMANCE RESTRICTED STOCK UNITS AGREEMENT
Performance Restricted Stock Units Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services

Pursuant to the 2020 Employee Stock Plan (the “Plan”), you have been selected by the Compensation Committee of the Board of Directors (as more fully described in Section 12, the “Committee”) of The Madison Square Garden Company (formerly known as MSG Entertainment Spinco, Inc.) (the “Company”), effective as of [Grant Date] (the “Grant Date”) to receive a performance restricted stock unit award (the “Award”). The Award is granted subject to the terms and conditions set forth below and in the Plan.

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FORM OF OPTION AGREEMENT
Option Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

Pursuant to the 2020 Employee Stock Plan (the “Plan”) of The Madison Square Garden Company (formerly known as MSG Entertainment Spinco, Inc.) (the “Company”), on [Date] (the “Effective Date”) you have been awarded nonqualified options (the “Options”) to purchase shares of the Company’s Class A Common Stock, par value $.01 per share (“Class A Common Stock”) at a price of $ per share. The Award is granted subject to the terms and conditions set forth below and in the Plan.

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ARENA LICENSE AGREEMENT between MSG ARENA, LLC and NEW YORK RANGERS, LLC Dated as of , 2020
Arena License Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

This ARENA LICENSE AGREEMENT (this “Agreement”) is made as of , 2020 (the “Effective Date”) between MSG Arena, LLC, a Delaware limited liability company (“Licensor”), and New York Rangers, LLC, a Delaware limited liability company (the “Rangers”). Licensor and the Rangers are each referred to individually as a “Party” and collectively as the “Parties.”

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TIME SHARING AGREEMENT
Time Sharing Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

THIS TIME SHARING AGREEMENT (this “Agreement”) is entered into effective as of the __ day of ______, 20__, by and between MSG Sports & Entertainment, LLC (to be renamed MSG Entertainment, LLC) (“Lessor”), and MSG Sports, LLC, a limited liability company with a place of business at Two Pennsylvania Plaza, New York, New York 10121 (“Lessee”).

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ARENA LICENSE AGREEMENT between MSG ARENA, LLC and NEW YORK KNICKS, LLC Dated as of , 2020
Arena License Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

This ARENA LICENSE AGREEMENT (this “Agreement”) is made as of , 2020 (the “Effective Date”) between MSG Arena, LLC, a Delaware limited liability company (“Licensor”), and New York Knicks, LLC, a Delaware limited liability company (the “Knicks”). Licensor and the Knicks are each referred to individually as a “Party” and collectively as the “Parties.”

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FORM OF NON-EMPLOYEE DIRECTOR AWARD AGREEMENT
Non-Employee Director Award Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services

Pursuant to the 2020 Stock Plan for Non-Employee Directors (the “Plan”) of The Madison Square Garden Company (formerly known as MSG Entertainment Spinco, Inc.) (the “Company”), you have been granted, effective as of , restricted stock units (“Units”) (such grant, the “Award”). The Units are granted subject to the terms and conditions set forth in this agreement (this “Agreement”) and in the Plan:

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DISTRIBUTION AGREEMENT BY AND BETWEEN THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG SPORTS INC.) AND MSG ENTERTAINMENT SPINCO, INC. (TO BE RENAMED THE MADISON SQUARE GARDEN COMPANY) Dated as of [●], 2020
Distribution Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

This Distribution Agreement (this “Agreement”), is dated as of [●], 2020, by and between The Madison Square Garden Company (to be renamed MSG Sports Inc. after the Effective Time (as defined herein)), a Delaware corporation (“MSG”), and MSG Entertainment Spinco, Inc. (to be renamed The Madison Square Garden Company after the Effective Time), a Delaware corporation and an indirect wholly-owned subsidiary of MSG (“Spinco” and, together with MSG, the “Parties”).

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CONTRIBUTION AGREEMENT BY AND AMONG THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG SPORTS INC.), MSG ENTERTAINMENT, LLC (FORMERLY MSG SPORTS & ENTERTAINMENT LLC) AND MSG ENTERTAINMENT SPINCO, Inc. (TO BE RENAMED THE MADISON SQUARE GARDEN...
Contribution Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

CONTRIBUTION AGREEMENT (this “Agreement”), dated as of [●], 2020, by and among THE MADISON SQUARE GARDEN COMPANY (to be renamed MSG Sports Inc. after the Effective Time (as defined herein)), a Delaware corporation (“MSG”), MSG ENTERTAINMENT, LLC (formerly MSG Sports & Entertainment, LLC), a Delaware limited liability company and a direct wholly-owned subsidiary of MSG (“MSG Entertainment”), and MSG ENTERTAINMENT SPINCO, INC. (to be renamed The Madison Square Garden Company after the Effective Time), a Delaware corporation (“Spinco”).

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FORM OF PERFORMANCE OPTION AGREEMENT
Performance Option Agreement • February 14th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • New York

Pursuant to the 2020 Employee Stock Plan (the “Plan”) of The Madison Square Garden Company (formerly known as MSG Entertainment Spinco, Inc.) (the “Company”), on [Date] (the “Effective Date”) you have been awarded nonqualified options (the “Options”) to purchase shares of the Company’s Class A Common Stock, par value $.01 per share (“Class A Common Stock”) at a price of $ per share. The Award is granted subject to the terms and conditions set forth below and in the Plan.

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