FORMATION, CONTRIBUTION AND INVESTMENT AGREEMENT Dated as of August 30, 2013Formation, Contribution and Investment Agreement • July 24th, 2015 • MSG Spinco, Inc. • Services-miscellaneous amusement & recreation • New York
This Formation, Contribution and Investment Agreement, dated as of August 30, 2013 (this “Agreement”), is among MSG Holdings, L.P., a Delaware limited partnership (“MSG”), Entertainment Ventures, LLC, a Delaware limited liability company (“MSG Member” and, together with MSG, the “MSG Parties”), and Azoff Music Management LLC, a Delaware limited liability company (“Azoff Management”), and, solely for purposes of Section 8.7, Irving Azoff and Irving Azoff and Rochelle Azoff, as Co-Trustees of the Azoff Family Trust of 1997, dated May 27, 1997, as amended (the “ILA Parties” and, together with Azoff Management, the “Azoff Parties”). Capitalized terms used but not defined in this Agreement are defined in Exhibit A.
