Common use of Assignment of Agreements Clause in Contracts

Assignment of Agreements. (a) In connection with the Transfers, MSG and/or its Affiliates shall enter into assignment agreements pursuant to which certain rights and obligations of MSG and/or its Affiliates (in each case, an “MSG Assignor”) will be assigned to, and accepted and assumed by, Spinco and/or its Affiliates (in each case a “Spinco Assignee”), in each case effective at or prior to the Effective Time. Unless otherwise agreed in the relevant assignment agreement, the relevant MSG Assignor shall be entitled to the benefits of and be responsible for all Liabilities under each such agreement that relate to all periods of time prior to the Effective Time (each such Liability, an “MSG Retained Contract Liability”) and the relevant Spinco Assignee shall be entitled to the benefits of and be responsible for all Liabilities relating to all periods of time after the Effective Time (each such Liability, a “Spinco Assumed Contract Liability”).

Appears in 4 contracts

Samples: Distribution Agreement (MSG Entertainment Spinco, Inc.), Distribution Agreement (Madison Square Garden Co), Distribution Agreement (MSG Entertainment Spinco, Inc.)

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Assignment of Agreements. (a) In connection with the Transfers, MSG Networks and/or its Affiliates shall enter into assignment agreements pursuant to which certain rights and obligations of MSG Networks and/or its Affiliates (in each case, an “MSG Networks Assignor”) will be assigned to, and accepted and assumed by, by Spinco and/or its Affiliates (in each case a “Spinco Assignee”), in each case effective at or prior to the Effective Time. Unless otherwise agreed in the relevant assignment agreement, the relevant MSG Networks Assignor shall be entitled to the benefits of and be responsible for all Liabilities under each such agreement that relate to all periods of time prior to the Effective Time (each such Liability, an “MSG Networks Retained Contract Liability”) and the relevant Spinco Assignee shall be entitled to the benefits of and be responsible for all Liabilities relating to all periods of time after the Effective Time (each such Liability, a “Spinco Assumed Contract Liability”).

Appears in 2 contracts

Samples: Distribution Agreement (Madison Square Garden Co), Distribution Agreement (MSG Spinco, Inc.)

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