Common use of Confidential Information, Intellectual Property and Proprietary Information Clause in Contracts

Confidential Information, Intellectual Property and Proprietary Information. (a) Each Partner hereby agrees that such Partner shall not, without the prior express written consent of the General Partner, (i) use for the benefit of such Partner, use to the detriment of any Oaktree Group Member, or disclose, at any time (including while providing services to the Oaktree Group), in each case, unless and to the extent required by law or as required in the performance of such Partner’s services to an Oaktree Group Member, any Confidential Information, or (ii) remove or retain, upon such Partner ceasing to provide services to the Oaktree Group for any reason, any document, paper, electronic file or other storage medium containing or relating to any Confidential Information, any Intellectual Property or any physical property of any Oaktree Group Member. (b) Each Partner hereby agrees to deliver to the Oaktree Group on the date such Partner ceases to provide services to the Oaktree Group for any reason, or promptly at any other time that any Oaktree Group Member may request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) within such Partner’s possession or control that contain any Confidential Information or any Intellectual Property. (c) Each Partner hereby agrees that any and all Intellectual Property is and shall be the exclusive property of the Oaktree Group for the Oaktree Group’s sole use. In addition, each Partner hereby acknowledges and agrees that the investment performance of the funds and accounts managed by any Oaktree Group Member is attributable to the efforts of the team of professionals of the Oaktree Group and not to the efforts of any single individual, and that, therefore, the performance records of the funds and accounts managed by any Oaktree Group Member are and shall be the exclusive property of the Oaktree Group. Each Partner hereby agrees that such Partner, whether during or after such Partner’s provision of services to any Oaktree Group Member, shall not use or disclose any Intellectual Property, including the performance records of the funds and accounts managed by any Oaktree Group Member without the prior written consent of the General Partner, except in the ordinary course of such Partner’s services to an Oaktree Group Member. (d) Without limiting the generality of the foregoing, any trade secrets of the Oaktree Group shall be entitled to all of the protections and benefits under applicable law. Each Partner hereby acknowledges that (i) such Partner may have had, and may have in the future, access to information that constitutes trade secrets but that has not been, and shall not be, marked to indicate its status as such and (ii) this Agreement constitutes reasonable efforts under the circumstances by the Partnership to notify such Partner of the existence of such trade secrets and to maintain the confidentiality of such trade secrets within the provisions of the Uniform Trade Secrets Act or other applicable law. (e) Each Partner hereby acknowledges and agrees that a remedy at law for any breach or threatened breach of the provisions of this Article IX would be inadequate, and, therefore, each Partner agrees that the Partnership shall be entitled to injunctive relief, in addition to any other available rights and remedies in case of any such breach or threatened breach; provided that nothing contained herein shall be construed as prohibiting the Partnership from pursuing any other rights and remedies available for any such breach or threatened breach.

Confidential Information, Intellectual Property and Proprietary Information. (ai) Each Partner hereby agrees that such Partner The Participant shall not, without the prior express written consent of the General PartnerCompany, (iA) use for the benefit of such Partnerthe Participant, use to the detriment of any Oaktree Group MemberMember or Fund, or disclose, at any time (including while providing services to the Oaktree Group), in each case, unless and to the extent required by law or as required in the performance of such Partnerthe Participant’s services to an Oaktree Group Member, any Confidential Information, or (iiB) remove or retain, upon such Partner the Participant ceasing to provide services to the Oaktree Group for any reason, any document, paper, electronic file or other storage medium containing or relating to any Confidential Information, any Intellectual Property or any physical property of any Oaktree Group Member. (bii) Each Partner The Participant hereby agrees to deliver to the Oaktree Group on the date such Partner the Participant ceases to provide services to the Oaktree Group for any reason, or promptly at any other time that any Oaktree Group Member may request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) within such Partnerthe Participant’s possession or control that contain any Confidential Information or any Intellectual Property. (ciii) Each Partner The Participant hereby agrees that any and all Intellectual Property is and shall be the exclusive property of the Oaktree Group for the Oaktree Group’s sole use. In addition, each Partner the Participant hereby acknowledges and agrees that the investment performance of the funds and accounts managed by any Oaktree Group Member is attributable to the efforts of the team of professionals of the Oaktree Group and not to the efforts of any single individual, and that, therefore, the performance records of the funds and accounts managed by any Oaktree Group Member are and shall be the exclusive property of the Oaktree Group. Each Partner The Participant hereby agrees that such Partnerthe Participant, whether during or after such Partnerthe Participant’s provision of services to any Oaktree Group Member, shall not use or disclose any Intellectual Property, including the performance records of the funds and accounts managed by any Oaktree Group Member without the prior written consent of the General PartnerCompany, except in the ordinary course of such Partnerthe Participant’s services to an Oaktree Group Member. (div) Without limiting the generality of the foregoing, any trade secrets of the Oaktree Group shall be entitled to all of the protections and benefits under applicable law. Each Partner The Participant hereby acknowledges that (iA) such Partner the Participant may have had, and may have in the future, access to information that constitutes trade secrets but that has not been, and shall not be, marked to indicate its status as such and (iiB) this Agreement constitutes reasonable efforts under the circumstances by the Partnership Oaktree Group to notify such Partner the Participant of the existence of such trade secrets and to maintain the confidentiality of such trade secrets within the provisions of the Uniform Trade Secrets Act or other applicable law. The Participant further understands and acknowledges that (x) an individual will not be held criminally or civilly liable under any U.S. federal or state trade secret law for the disclosure of a trade secret that is made (1) in confidence to a U.S. federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law or (2) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal, and (y) an individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order. Nothing in this Agreement or any other agreement between the Participant and an Oaktree Group Member requires the Participant to obtain the prior authorization of (or to give notice to) the Oaktree Group regarding any communication or disclosure described in the preceding sentence; provided however that under no circumstance may the Participant disclose any information covered by the attorney-client privilege of any Oaktree Group Member or any attorney work product of any Oaktree Group Member without the prior written consent of the Oaktree Group’s General Counsel. (ev) Each Partner Nothing in this Agreement or any other agreement between the Participant and any Oaktree Group Member shall prohibit or restrict the Participant from communicating, cooperating or filing a complaint with any U.S. federal, state or local governmental or law enforcement branch, agency or entity (each, a “Governmental Entity”) with respect to possible violations of any U.S. federal, state or local law or regulation, or otherwise making disclosures to any Governmental Entity, in each case, that are protected under the whistleblower provisions of any such law or regulation, provided that in each case such communications and disclosures are consistent with applicable law. Moreover, the Participant can testify truthfully in response to a subpoena or other legal process regarding any matter concerning the Participant’s relationship with any Oaktree Group Member, provided that the Participant notifies the Oaktree Group’s General Counsel within a reasonable time after receiving such a subpoena or other legal process so that the Oaktree Group may take appropriate steps to protect its interests. (vi) If the Participant’s services to the Oaktree Group are governed by the laws of the State of California, then in accordance with Section 2870 of the California Labor Code the Participant’s obligation to assign the Participant’s right, title and interest throughout the world in and to all Intellectual Property does not apply to any works of authorship, inventions, intellectual property, materials, documents or other work product (including, without limitation, research, reports, software, databases, systems, applications, presentations, textual works, content or audiovisual materials) that the Participant developed entirely on the Participant’s own time without using the Oaktree Group’s equipment, supplies, facilities, or Confidential Information (and any such works shall not be deemed “Intellectual Property” hereunder), except for the Intellectual Property that either (A) relates to the business of the Oaktree Group at the time of conception or reduction to practice of the Intellectual Property, or actual or demonstrably anticipated research or development of the Oaktree Group, or (B) results from any work performed by the Participant for the Oaktree Group. (vii) The Participant hereby acknowledges and agrees that a remedy at law for any breach or threatened breach of the provisions of this Article IX Paragraph 11 would be inadequate, and, therefore, each Partner the Participant agrees that the Partnership Company shall be entitled to injunctive relief, in addition to any other available rights and remedies in case of any such breach or threatened breach; provided that nothing contained herein shall be construed as prohibiting the Partnership Company from pursuing any other rights and remedies available for any such breach or threatened breach.

Confidential Information, Intellectual Property and Proprietary Information. (ai) Each Partner hereby agrees that such Partner The Participant shall not, without the prior express written consent of the General PartnerCompany, (iA) use for the benefit of such Partnerthe Participant, use to the detriment of any Oaktree Group MemberMember or Fund, or disclose, at any time (including while providing services to the Oaktree Group), in each case, unless and to the extent required by law or as required in the performance of such Partnerthe Participant’s services to an Oaktree Group Member, any Confidential Information, or (iiB) remove or retain, upon such Partner the Participant ceasing to provide services to the Oaktree Group for any reason, any document, paper, electronic file or other storage medium containing or relating to any Confidential Information, any Intellectual Property or any physical property of any Oaktree Group Member. (bii) Each Partner The Participant hereby agrees to deliver to the Oaktree Group on the date such Partner the Participant ceases to provide services to the Oaktree Group for any reason, or promptly at any other time that any Oaktree Group Member may request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) within such Partnerthe Participant’s possession or control that contain any Confidential Information or any Intellectual Property. (ciii) Each Partner The Participant hereby agrees that any and all Intellectual Property is and shall be the exclusive property of the Oaktree Group for the Oaktree Group’s sole use. In addition, each Partner the Participant hereby acknowledges and agrees that the investment performance of the funds and accounts managed by any Oaktree Group Member is attributable to the efforts of the team of professionals of the Oaktree Group and not to the efforts of any single individual, and that, therefore, the performance records of the funds and accounts managed by any Oaktree Group Member are and shall be the exclusive property of the Oaktree Group. Each Partner The Participant hereby agrees that such Partnerthe Participant, whether during or after such Partnerthe Participant’s provision of services to any Oaktree Group Member, shall not use or disclose any Intellectual Property, including the performance records of the funds and accounts managed by any Oaktree Group Member without the prior written consent of the General PartnerCompany, except in the ordinary course of such Partnerthe Participant’s services to an Oaktree Group Member. (div) Without limiting the generality of the foregoing, any trade secrets of the Oaktree Group shall be entitled to all of the protections and benefits under applicable law. Each Partner The Participant hereby acknowledges that (iA) such Partner the Participant may have had, and may have in the future, access to information that constitutes trade secrets but that has not been, and shall not be, marked to indicate its status as such and (iiB) this Agreement constitutes reasonable efforts under the circumstances by the Partnership Oaktree Group to notify such Partner the Participant of the existence of such trade secrets and to maintain the confidentiality of such trade secrets within the provisions of the Uniform Trade Secrets Act or other applicable law. The Participant further understands and acknowledges that (x) an individual will not be held criminally or civilly liable under any U.S. federal or state trade secret law for the disclosure of a trade secret that is made (1) in confidence to a U.S. federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law or (2) in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal, and (y) an individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order. Nothing in this Agreement or any other agreement between the Participant and an Oaktree Group Member requires the Participant to obtain the prior authorization of (or to give notice to) the Oaktree Group regarding any communication or disclosure described in the preceding sentence; provided however that the Participant may not disclose any information covered by the attorney-client privilege of any Oaktree Group Member or any attorney work product of any Oaktree Group Member without the prior written consent of the Oaktree Group’s General Counsel. (ev) Each Partner Nothing in this Agreement or any other agreement between the Participant and any Oaktree Group Member shall prohibit or restrict the Participant from communicating, cooperating or filing a complaint with any U.S. federal, state or local governmental or law enforcement branch, agency or entity (each, a “Governmental Entity”) with respect to possible violations of any U.S. federal, state or local law or regulation, or otherwise making disclosures to any Governmental Entity, in each case, that are protected under the whistleblower provisions of any such law or regulation, provided that in each case such communications and disclosures are consistent with applicable law. Moreover, the Participant can testify truthfully in response to a subpoena or other legal process regarding any matter concerning the Participant’s relationship with any Oaktree Group Member, provided that the Participant notifies the Oaktree Group’s General Counsel within a reasonable time after receiving such a subpoena or other legal process so that the Oaktree Group may take appropriate steps to protect its interests. (vi) If the Participant’s services to the Oaktree Group are governed by the laws of the State of California, then in accordance with Section 2870 of the California Labor Code the Participant’s obligation to assign the Participant’s right, title and interest throughout the world in and to all Intellectual Property does not apply to any works of authorship, inventions, intellectual property, materials, documents or other work product (including, without limitation, research, reports, software, databases, systems, applications, presentations, textual works, content or audiovisual materials) that the Participant developed entirely on the Participant’s own time without using the Oaktree Group’s equipment, supplies, facilities, or Confidential Information (and any such works shall not be deemed “Intellectual Property” hereunder), except for the Intellectual Property that either (A) relates to the business of the Oaktree Group at the time of conception or reduction to practice of the Intellectual Property, or actual or demonstrably anticipated research or development of the Oaktree Group, or (B) results from any work performed by the Participant for the Oaktree Group. (vii) The Participant hereby acknowledges and agrees that a remedy at law for any breach or threatened breach of the provisions of this Article IX Paragraph 11 would be inadequate, and, therefore, each Partner the Participant agrees that the Partnership Company shall be entitled to injunctive relief, in addition to any other available rights and remedies in case of any such breach or threatened breach; provided that nothing contained herein shall be construed as prohibiting the Partnership Company from pursuing any other rights and remedies available for any such breach or threatened breach.

Confidential Information, Intellectual Property and Proprietary Information. (ai) Each Partner hereby agrees that such Partner The Participant shall not, without the prior express written consent of the General PartnerCompany, (i) use for the benefit of such Partnerthe Participant, use to the detriment of any Oaktree Group MemberMember or Fund, or disclose, at any time (including while providing services to the Oaktree Group), in each case, unless and to the extent required by law or as required in the performance of such Partnerthe Participant’s services to an Oaktree Group Member, any Confidential Information, or (ii) remove or retain, upon such Partner the Participant ceasing to provide services to the Oaktree Group for any reason, any document, paper, electronic file or other storage medium containing or relating to any Confidential Information, any Intellectual Property or any physical property of any Oaktree Group Member. (bii) Each Partner The Participant hereby agrees to deliver to the Oaktree Group on the date such Partner the Participant ceases to provide services to the Oaktree Group for any reason, or promptly at any other time that any Oaktree Group Member may request, all memoranda, notes, plans, records, reports, computer tapes, printouts and software and other documents and data (and copies thereof) within such Partnerthe Participant’s possession or control that contain any Confidential Information or any Intellectual Property. (ciii) Each Partner The Participant hereby agrees that any and all Intellectual Property is and shall be the exclusive property of the Oaktree Group for the Oaktree Group’s sole use. In addition, each Partner the Participant hereby acknowledges and agrees that the investment performance of the funds and accounts managed by any Oaktree Group Member is attributable to the efforts of the team of professionals of the Oaktree Group and not to the efforts of any single individual, and that, therefore, the performance records of the funds and accounts managed by any Oaktree Group Member are and shall be the exclusive property of the Oaktree Group. Each Partner The Participant hereby agrees that such Partnerthe Participant, whether during or after such Partnerthe Participant’s provision of services to any Oaktree Group Member, shall not use or disclose any Intellectual Property, including the performance records of the funds and accounts managed by any Oaktree Group Member without the prior written consent of the General PartnerCompany, except in the ordinary course of such Partnerthe Participant’s services to an Oaktree Group Member. (div) Without limiting the generality of the foregoing, any trade secrets of the Oaktree Group shall be entitled to all of the protections and benefits under applicable law. Each Partner The Participant hereby acknowledges that (i) such Partner the Participant may have had, and may have in the future, access to information that constitutes trade secrets but that has not been, and shall not be, marked to indicate its status as such and (ii) this Agreement constitutes reasonable efforts under the circumstances by the Partnership Oaktree Group to notify such Partner the Participant of the existence of such trade secrets and to maintain the confidentiality of such trade secrets within the provisions of the Uniform Trade Secrets Act or other applicable law. (ev) Each Partner The Participant hereby acknowledges and agrees that a remedy at law for any breach or threatened breach of the provisions of this Article IX Paragraph 11 would be inadequate, and, therefore, each Partner the Participant agrees that the Partnership Company shall be entitled to injunctive relief, in addition to any other available rights and remedies in case of any such breach or threatened breach; provided that nothing contained herein shall be construed as prohibiting the Partnership Company from pursuing any other rights and remedies available for any such breach or threatened breach.