Common use of Certain Acknowledgments Clause in Contracts

Certain Acknowledgments. Each Partner (the “Acknowledging Partner”) hereby acknowledges and agrees that: (a) the business of the Partnership and the Oaktree Group is of a special, unique, unusual, extraordinary and specialized character; (b) each Partner has contributed valuable consideration to the Partnership or its predecessor in exchange for such Partner’s interest in the Partnership; (c) any damage to the business and goodwill of the Partnership would diminish the value of each Partner’s interest in the Partnership (including the value of the Acknowledging Partner’s Interests); (d) the Partnership and the Oaktree Group possess and will continue to possess information that has been created, discovered or developed by, or otherwise become known to them (including information created, discovered or developed by, or made known to, Partners who have provided services to the Oaktree Group), which information has commercial value in the business in which the Oaktree Group is engaged and is treated by the Partnership and Oaktree Group as confidential information, as a trade secret, as intellectual property or as proprietary information; (e) the Protective Provisions are (i) in anticipation of, (ii) reasonable in all respects, and (iii) necessary to protect the goodwill, business, confidential information, trade secrets, intellectual property or any other proprietary information of the Partnership and the Oaktree Group, as well as to protect the value of each Partner’s interest in the Partnership, in each case, from the irreparable damage that could be caused to each of them by a Partner upon or after such Partner’s disassociation from the Partnership; (f) the Acknowledging Partner desires to further the long-term success of the Partnership and the Oaktree Group, including because such success is expected to enhance the value of its, his or her own interests in the Partnership; (g) it is in the Acknowledging Partner’s own best interests, including to protect the value of its, his or her interest in the Partnership and to further the long-term success of the Partnership, for all of the Partners to agree to be bound by the Protective Provisions; and (h) no Partner is required to become a party to this Agreement, acquire an interest in the Partnership or make an investment in the Partnership.

Certain Acknowledgments. Each Partner (the “Acknowledging Partner”) The Participant hereby acknowledges and agrees that: (ai) the business of the Partnership Company and the Oaktree Group is of a special, unique, unusual, extraordinary and specialized character; (bii) each Partner the Participant has contributed valuable consideration to the Partnership Company or its predecessor in exchange for such Partnerthe Participant’s interest in the PartnershipUnits; (ciii) any damage to the business and goodwill of the Partnership Company would diminish the value of each Partner’s interest in the Partnership Granted Units and the other Units (including if any) that the value of the Acknowledging Partner’s InterestsParticipant may own); (div) the Partnership Company and the Oaktree Group possess and will continue to possess information that has been created, discovered or developed by, or otherwise become known to them (including information created, discovered or developed by, or made known to, Partners who have provided services to the Oaktree GroupParticipant), which information has commercial value in the business in which the Oaktree Group is engaged and is treated by the Partnership and Oaktree Group as confidential informationConfidential Information, as a trade secret, as intellectual property Intellectual Property or as proprietary information; (ev) the Protective Provisions provisions of this Paragraph 11 are (iA) in anticipation of, (iiB) reasonable in all respects, and (iiiC) necessary to protect the goodwill, business, confidential information, trade secrets, intellectual property or any other proprietary information of the Partnership Company, the Oaktree Group and the Oaktree GroupFunds, as well as to protect the value of each Partnerthe Participant’s and the other Members’ interest in the PartnershipCompany, in each case, from the irreparable damage that could be caused to each of them by a Partner the Participant upon or after such Partnerthe Participant’s disassociation from the PartnershipCompany; (fvi) the Acknowledging Partner Participant desires to further the long-term success of the Partnership Company, the Oaktree Group and the Oaktree GroupFunds, including because such success is expected to enhance the value of its, his or her own interests in the PartnershipGranted Units and the other Units (if any) that the Participant may own; (gvii) it is in the Acknowledging PartnerParticipant’s own best interests, including to protect the value of its, his or her interest in the Partnership Granted Units and the other Units (if any) that the Participant may own and to further the long-term success of the PartnershipCompany, the Oaktree Group and the Funds, for all of the Partners Participant to agree to be bound by the Protective Provisionsprovisions of this Paragraph 11 as a condition to his or her receipt of the Granted Units; and (hviii) no Partner the Participant is not required to become a party to this Agreement, acquire an interest in the Partnership Company or make an investment in the PartnershipCompany.