0001193125-23-170152 Sample Contracts

Contract
Credit Agreement • June 20th, 2023 • Madison Square Garden Entertainment Corp. • Services-miscellaneous amusement & recreation • New York

AMENDMENT NO. 2 TO CREDIT AGREEMENT dated as of May 25, 2023 (this “Amendment”), among MSG NATIONAL PROPERTIES, LLC, a Delaware limited liability company (the “Company”), the GUARANTORS party hereto, the LENDERS party hereto, the L/C ISSUERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”).

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Madison Square Garden Entertainment Corp. [•] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • June 20th, 2023 • Madison Square Garden Entertainment Corp. • Services-miscellaneous amusement & recreation • New York

Sphere Entertainment Group, LLC, a Delaware limited liability company (the “Selling Stockholder”), a stockholder of Madison Square Garden Entertainment Corp., a Delaware corporation (the “Company”), proposes to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] shares of Class A common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional [•] shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

TRANSACTION AGREEMENT
Transaction Agreement • June 20th, 2023 • Madison Square Garden Entertainment Corp. • Services-miscellaneous amusement & recreation

Transaction Agreement (this “Agreement”), dated as of April 18, 2023, by and among (i) MSG Arena, LLC, a Delaware limited liability company (“Arenaco”), MSG Arena Holdings, LLC, a Delaware limited liability company (“Arena Holdco” and together with Arenaco, the “Arena Companies”), MSG National Properties, LLC, a Delaware limited liability company (“National Properties”), MSG Entertainment Holdings, LLC, a Delaware limited liability company (“MSGE Holdings”), and MSGE Spinco, Inc. (to be renamed Madison Square Garden Entertainment Corp.), a Delaware corporation (“Spinco” and together with the Arena Companies, National Properties and MSGE Holdings, the “Spinco Parties”); and (ii) Madison Square Garden Entertainment Corp. (to be renamed Sphere Entertainment Co.), a Delaware corporation (“Sphere Entertainment”), and MSG Entertainment Group, LLC (to be renamed Sphere Entertainment Group, LLC), a Delaware limited liability company and a direct wholly-owned subsidiary of Sphere Entertainment

AMENDMENT NO. 2 TO AIRCRAFT SUPPORT SERVICES AGREEMENT
Aircraft Support Services Agreement • June 20th, 2023 • Madison Square Garden Entertainment Corp. • Services-miscellaneous amusement & recreation

This AMENDMENT NO. 2 TO THE AIRCRAFT SUPPORT SERVICES AGREEMENT (this “Amendment”) is entered into effective as of May 16, 2023, by and between MSG ENTERTAINMENT HOLDINGS, LLC, as successor-in-interest to MSG ENTERTAINMENT GROUP, LLC (f/k/a MSG SPORTS & ENTERTAINMENT, LLC), a Delaware limited liability company with an address at 2 Pennsylvania Plaza, New York, New York 10121 (“MSG”), on the one hand, and the following operators as follows: Charles F. Dolan, James L. Dolan, Thomas C. Dolan, Deborah Dolan-Sweeney, Patrick F. Dolan, Marianne Dolan Weber, and Kathleen M. Dolan, each an individual, with their address at c/o Dolan Family Office, LLC, 340 Crossways Park Drive, Woodbury, New York 11797 (each a “Client,” and collectively, “Client” or “Clients” as appropriate), on the other hand. Capitalized terms used but not defined elsewhere in this Amendment have the meanings assigned to them in the Aircraft Support Services Agreement, effective as of December 17, 2018, by and between Client

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