0001193125-15-318660 Sample Contracts

Ms. Andrea Greenberg Page 1 September 11, 2015 Ms. Andrea Greenberg The Madison Square Garden Company Eleven Pennsylvania Plaza New York, NY 10121 Dear Andrea:
Letter Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services

This letter agreement (the “Agreement”), effective as of the distribution of the common stock of MSG Spinco, Inc. (to be renamed The Madison Square Garden Company, “Spinco”) to the shareholders of The Madison Square Garden Company (to be renamed MSG Networks Inc., the “Company”) (the “Effective Date”), will confirm the terms of your continued employment with the Company.

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TAX DISAFFILIATION AGREEMENT BETWEEN THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG NETWORKS INC.) AND MSG SPINCO, INC. (TO BE RENAMED THE MADISON SQUARE GARDEN COMPANY) dated as of September 11, 2015
Tax Disaffiliation Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

THIS TAX DISAFFILIATION AGREEMENT (the “Agreement”) is dated as of September 11, 2015, by and between The Madison Square Garden Company (to be renamed MSG Networks Inc. after the Effective Time (as defined below)), a Delaware corporation (“Networks”), and MSG Spinco, Inc. (to be renamed The Madison Square Garden Company after the Effective Time), a Delaware corporation and an indirect wholly-owned subsidiary of Networks (“Spinco” and, together with Networks, the “Parties”, and each, a “Party”). Unless otherwise indicated, all “Section” references in this Agreement are to sections of the Agreement.

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DISTRIBUTION AGREEMENT BY AND BETWEEN THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG NETWORKS INC.), AND MSG SPINCO, INC. (TO BE RENAMED THE MADISON SQUARE GARDEN COMPANY) Dated as of September 11, 2015
Distribution Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

This Distribution Agreement (this “Agreement”), is dated as of September 11, 2015, by and between The Madison Square Garden Company (to be renamed MSG Networks Inc. after the Effective Time (as defined herein)), a Delaware corporation (“MSG Networks”), and MSG 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 Networks (“Spinco” and, together with MSG Networks, the “Parties”).

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EMPLOYEE MATTERS AGREEMENT by and between THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG NETWORKS INC.) and MSG SPINCO, INC. (TO BE RENAMED THE MADISON SQUARE GARDEN COMPANY) Dated as of September 11, 2015
Employee Matters Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

THIS EMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated as of September 11, 2015, is by and between The Madison Square Garden Company (to be renamed MSG Networks Inc.), a Delaware corporation (“MSG Networks”), and MSG Spinco, Inc. (to be renamed The Madison Square Garden Company), a Delaware corporation and an indirect wholly-owned subsidiary of MSG Networks (“Spinco,” and, together with MSG Networks, each, a “Party” and collectively, the “Parties”).

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TRANSITION SERVICES AGREEMENT BY AND BETWEEN MSG SPINCO, INC. (TO BE RENAMED THE MADISON SQUARE GARDEN COMPANY) AND THE MADISON SQUARE GARDEN COMPANY (TO BE RENAMED MSG NETWORKS INC.) DATED AS OF SEPTEMBER 11, 2015
Transition Services Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

Transition Services Agreement, dated as of September 11, 2015 (this “Agreement”), between MSG Spinco, Inc. (to be renamed The Madison Square Garden Company), a Delaware corporation (“Spinco”), and The Madison Square Garden Company (to be renamed MSG Networks Inc.), a Delaware corporation (“MSG Networks”).

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CONTRIBUTION AGREEMENT
Contribution Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

CONTRIBUTION AGREEMENT (this “Agreement”), dated as of September 11, 2015, by and among THE MADISON SQUARE GARDEN COMPANY, a Delaware corporation (“MSG Networks”) (to be renamed MSG Networks Inc. after the Effective Time), MSG HOLDINGS L.P., a Delaware limited partnership and an indirect wholly-owned subsidiary of MSG Networks (“MSG Holdings”), and MSG Spinco, Inc., a Delaware corporation (“Spinco”) (to be renamed The Madison Square Garden Company after the Effective Time).

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September 11, 2015
Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

This Agreement (the “Agreement”), effective as of the distribution (the “Distribution”) of the common stock of MSG Spinco, Inc. (to be renamed The Madison Square Garden Company, “Spinco”) to the shareholders of The Madison Square Garden Company (to be renamed MSG Networks Inc., the “Company”) (the “Effective Date”), will confirm the terms of your employment by the Company.

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September 11, 2015 Mr. Lawrence J. Burian The Madison Square Garden Company (to be renamed MSG Networks Inc.) New York, NY 10001 Dear Lawrence:
Letter Agreement • September 14th, 2015 • Madison Square Garden Co • Cable & other pay television services • New York

This letter agreement (the “Agreement”), effective on the date (the “Effective Date”) the Company completes the spinoff of MSG Spinco Inc. (to be renamed The Madison Square Garden Company) (“Spinco”), will confirm the terms of your continued employment with The Madison Square Garden Company (to be renamed MSG Networks Inc.) (the “Company”).

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