REGISTRATION AGREEMENTRegistration Agreement • August 25th, 2016 • Madison Square Garden Co • Services-miscellaneous amusement & recreation • Delaware
THIS REGISTRATION AGREEMENT (this “Agreement”), dated as of August 16, 2016, is made by and among (i) Townsquare Media, Inc., a Delaware corporation (the “Company”), (ii) Madison Square Garden Investments, LLC (the “Investor”), and (iii) each of the other Persons signatory hereto and each other Person who, at any time, acquires securities of the Company and (a) executes a counterpart of this Agreement or (b) otherwise agrees to be bound by this Agreement, in each of the case of (a) and (b), with the written consent of the Investor (such Persons, together with each other Person identified as an “Other Securityholder” on the Schedule of Securityholders attached hereto, the “Other Securityholders”). The Investor and the Other Securityholders are collectively referred to herein as the “Securityholders.” Capitalized terms used but not defined herein have the meanings set forth in Section 9 below. As set forth in Section 10(i) below, this Agreement, together with that certain letter agreemen
STOCK PURCHASE AGREEMENTStock Purchase Agreement • August 25th, 2016 • Madison Square Garden Co • Services-miscellaneous amusement & recreation • New York
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of August 16, 2016, by and among (i) Madison Square Garden Investments, LLC, a Delaware limited liability company (the “Purchaser”), and (ii) each of the entities listed as a “Seller” on Exhibit A hereto (together, the “Sellers,” and each, a “Seller”).
JOINT FILING AGREEMENTJoint Filing Agreement • August 25th, 2016 • Madison Square Garden Co • Services-miscellaneous amusement & recreation
This will confirm the agreement by and among all the undersigned that the Schedule 13D filed on or about this date and any amendments thereto with respect to the beneficial ownership by the undersigned of the Class A Common Stock, par value $0.01 per share, of Townsquare Media, Inc. is being filed on behalf of each of the undersigned in accordance with Rule 13d-1(k). This agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Townsquare Media, Inc. Greenwich, CT 06830Board Observer Rights Agreement • August 25th, 2016 • Madison Square Garden Co • Services-miscellaneous amusement & recreation • Delaware
This letter agreement (“Letter Agreement”) evidences our agreement regarding the right of Madison Square Garden Investments, LLC (the “Investor”), to designate one representative to attend and observe meetings of the board of directors (the “Board”) of Townsquare Media, Inc., a Delaware corporation (the “Corporation”).
