MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among CAPSS LLC as Buyer, POLPAT LLC as Buyer Parent, MSG NATIONAL PROPERTIES, LLC as Seller, MSG SPORTS & ENTERTAINMENT, LLC as Seller Parent, and MSG FORUM, LLC as the Company Dated as of March 24, 2020Membership Interest Purchase Agreement • March 26th, 2020 • MSG Entertainment Spinco, Inc. • Services-amusement & recreation services • California
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”), dated as of March 24, 2020 ( the “Effective Date”), is by and among CAPSS LLC, a Delaware limited liability company (“Buyer”), POLPAT LLC, a Delaware limited liability company (“Buyer Parent”), MSG NATIONAL PROPERTIES, LLC, a Delaware limited liability company (“Seller”), MSG SPORTS & ENTERTAINMENT, LLC, a Delaware limited liability company (“Seller Parent”), and MSG FORUM, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used herein and not otherwise defined have the meaning set forth in Exhibit A; a table of defined terms is also set forth in Exhibit A. Buyer, Buyer Parent, Seller, Seller Parent and the Company are each referred to in this Agreement individually as a “Party” and collectively as the “Parties”.
