MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG IBG BORROWER LLC, ICONIX BRAND GROUP, INC., DHX MEDIA LTD. AND DHX SSP HOLDINGS LLC DATED MAY 9, 2017Membership Interest Purchase Agreement • May 24th, 2017 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is dated May 9, 2017 by and among IBG Borrower LLC, a limited liability company organized under the Laws of the State of Delaware (“Seller”), and, solely for purposes of Section 3.4 hereof, Iconix Brand Group, Inc., a corporation organized under the Laws of the State of Delaware (“Iconix”), on the one hand, and DHX SSP Holdings LLC, a limited liability company organized under the Laws of the State of Delaware (“Purchaser”), and, solely for purposes of Section 3.3 hereof, DHX Media Ltd., a corporation organized under the Laws of Canada (“DHX”), on the other hand. Unless otherwise expressly provided to the contrary, all capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 1.1 of this Agreement.
MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG ICON NY HOLDINGS LLC, IBG BORROWER LLC, ICONIX BRAND GROUP, INC., DHX MEDIA LTD., AND DHX SSP HOLDINGS LLC DATED MAY 9, 2017Membership Interest Purchase Agreement • May 24th, 2017 • Iconix Brand Group, Inc. • Footwear, (no rubber) • New York
This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is dated May 9, 2017 by and among Icon NY Holdings LLC, a limited liability company organized under the Laws of the State of Delaware (“Peanuts Seller”), IBG Borrower LLC, a limited liability company organized under the Laws of the State of Delaware (“IBG Seller” and, together with Peanuts Seller, the “Sellers”, and each individually, a “Seller”), and, solely for purposes of Section 3.4 hereof, Iconix Brand Group, Inc., a corporation organized under the Laws of the State of Delaware (“Iconix”), on the one hand, and DHX SSP Holdings LLC, a limited liability company organized under the Laws of the State of Delaware (“Purchaser”) and, solely for purposes of Section 3.3 hereof, DHX Media Ltd., a corporation organized under the Laws of Canada (“DHX”), on the other hand. Unless otherwise expressly provided to the contrary, all capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Section 1.1 o
