MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between Cinedigm Entertainment Holdings, LLC and Gaiam Americas, Inc. Dated as of October 17, 2013Membership Interest Purchase Agreement • October 23rd, 2013 • Gaiam, Inc • Services-motion picture & video tape production • New York
This Membership Interest Purchase Agreement (this “Agreement”), dated as of October 17, 2013 (the “Effective Date”), is by and between (i) Cinedigm Entertainment Holdings, LLC, a Delaware limited liability company (“Purchaser”); (ii) Gaiam Americas, Inc., a Colorado corporation (“Seller”); and (iii) solely for purposes of Article 2, Article 8 and Article 9, Gaiam, Inc., a Colorado corporation (“Gaiam”), and Cinedigm Corp., a Delaware corporation (“Cinedigm”). Each of Purchaser and Seller are sometimes referred to herein as a “Party,” and both of them are sometimes referred to herein as the “Parties.”
