Common use of Short-Form Registrations Clause in Contracts

Short-Form Registrations. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The Company shall use its reasonable best efforts to make Short-Form Registrations available for the sale of Registrable Securities. If the holders of a majority of the Registrable Securities request that a Short-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”) and the Company is qualified to do so, the Company shall use its reasonable best efforts to cause the Shelf Registration to be declared effective under the Securities Act as soon as practicable after filing, and once effective, the Company shall cause the Shelf Registration to remain effective for a period ending on the earlier of (i) the date on which all Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable Securities.

Short-Form Registrations. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if registration. For so long as the managing underwriters (if any) agree Company is subject to the use reporting requirements of a Short-Form Registration. The the Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations available for the offer and sale of Registrable Securities. If the holders Company is qualified to and, pursuant to the request of any Investor Party, has filed with the Commission a majority of registration statement under the Registrable Securities request that a Short-Act on Form Registration be filed S-3 pursuant to Rule 415 (a “Shelf Registration”), (i) and if the Company is qualified to do soa WKSI at the time of any such request, then the Company shall use its reasonable best efforts to cause the such Shelf Registration to be declared effective under the Securities Act as soon as practicable after filingan Automatic Shelf Registration Statement, and (ii) once effective, the Company shall cause the such Shelf Registration to remain effective for (including by filing a period ending on new Shelf Registration, if necessary) until the earlier of (i) the date on which all Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all expiration of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144Effectiveness Period. If thereafter for any reason the Company ceases to be a WKSI or becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesSecurities and use its reasonable best efforts to cause such registration statement to become effective under the Securities Act as promptly as practicable after the filing thereof and to remain effective (including by filing a new registration statement, if necessary) until the expiration of the Effectiveness Period.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to Section 2(b), holder(s) of a majority of the Brentwood Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Registrant shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company Registrant is permitted to use any applicable short form and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The Company After the Registrant has become subject to the reporting requirements of the Securities Exchange Act, it shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If In the holders case of a majority of the Registrable Securities request that a any Short-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”) and under the Company is qualified to do soSecurities Act, the Company Registrant shall use its commercially reasonable best efforts to cause the Shelf Registration registration statement to be declared become effective under the Securities Act as soon promptly as practicable after filing, and once effective, maintain the Company shall cause effectiveness of such registration statement (subject to the Shelf Registration to remain effective terms and conditions of this Agreement) for a period ending on the earlier of (i) two years following the date on which such registration statement first becomes effective, and (ii) the date on which all Registrable Securities included in covered by such registration statement have been sold and the distribution contemplated thereby has been completed, or distributed have become freely tradeable pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with 144 under the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesAct without regard to volume.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph 1(b), the holders of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The After the Company has become subject to the reporting requirements of the Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If the Company is qualified to and, pursuant to the request of the holders of a majority of the Investor Registrable Securities, has filed with the Securities request that and Exchange Commission a Short-registration statement under the Securities Act on Form Registration be filed S-3 pursuant to Rule 415 (a the “Shelf Registration”) and the Company is qualified to do so), then the Company shall use its reasonable best efforts to cause the Shelf Registration to be declared effective under the Securities Act as soon as practicable after filing, and once effective, the Company shall cause the such Shelf Registration to remain effective for a period ending on the earlier of (i) the date on which all Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month 90-day period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with 144 under the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesAct.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to Section 1(b), the holders of a majority of the OCM Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses. Demand Registrations shall will be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if form. After the managing underwriters (if any) agree Company has become subject to the use reporting requirements of a Short-Form Registration. The the Securities Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If All Short-Form Registrations shall be underwritten registrations, unless otherwise agreed to by the holders of a majority of the OCM Registrable Securities included in such registration. If the Company, pursuant to the request that of the holder(s) of a Short-majority of OCM Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form Registration be filed S-3 pursuant to Rule 415 under the Securities Act (a the “Shelf Required Registration”) and the Company is qualified to do so), then the Company shall use its reasonable best efforts to cause the Shelf Required Registration to be declared effective under the Securities Act as soon as practicable after filing, and and, once effective, the Company shall cause the Shelf such Required Registration to remain effective for a period ending on the earlier of (i) until the date on which all OCM Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesRequired Registration.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to Section 1(b), the holders of a majority of the Registrable Securities shall be entitled to request four (4) Short-Form Registrations in any twelve (12) month period, in which the Company shall pay all Registration Expenses. Demand Registrations shall will be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if the managing underwriters (underwriter(s), if any) , agree to the use of a Short-Form Registration. The Company shall use its commercially reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If All Short-Form Registrations shall be underwritten registrations, unless otherwise agreed to by the holders of a majority of the Registrable Securities included in such registration. If the Company, pursuant to the request that of the holder(s) of a Short-majority of the Registrable Securities, is qualified to and has filed with the Securities Exchange Commission a registration statement under the Securities Act on Form Registration be filed S-3 pursuant to Rule 415 under the Securities Act (a the “Shelf Required Registration”) and the Company is qualified to do so), then the Company shall use its commercially reasonable best efforts to cause the Shelf Required Registration to be declared effective under the Securities Act as soon as practicable after filing, and and, once effective, the Company shall cause the Shelf such Required Registration to remain effective for a period ending on the earlier of (i) until the date on which all Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesRequired Registration.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to Section l(b), the holder or holders of a majority of Investor Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Company shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if form. After the managing underwriters (if any) agree Company has become subject to the use reporting requirements of a Short-Form Registration. The the Securities Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations available for the sale of Registrable Securities. If the holders Company, pursuant to the request of the holder(s) of a majority of the Investor Registrable Securities, is qualified to and has filed with the Securities request that and Exchange Commission a Short-registration statement under the Securities Act on Form Registration be filed S-3 pursuant to Rule 415 under the Securities Act (a the “Shelf Required Registration”) and the Company is qualified to do so), the Company shall use its reasonable best efforts to cause the Shelf Required Registration to be declared effective under the Securities Act as soon as practicable practical after filing, and once effective, the Company shall cause the Shelf such Required Registration to remain effective for a period ending on the earlier of (i) the date on which all Investor Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Required Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144“Effective Period”). If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable Securities.Notwithstanding the

Short-Form Registrations. (i) In addition to the Long-Form Registrations provided pursuant to Section 1(b), the holders of a majority of the Oaktree Registrable Securities shall be entitled to request an unlimited number of Short-Form Registrations, in which the Company shall pay all Registration Expenses. Demand Registrations shall will be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if form. After the managing underwriters (if any) agree Company has become subject to the use reporting requirements of a Short-Form Registration. The the Securities Exchange Act, the Company shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If All Short-Form Registrations shall be underwritten registrations, unless otherwise agreed to by the holders of a majority of the Oaktree Registrable Securities included in such registration. If the Company, pursuant to the request that of the holder(s) of a Short-majority of the Oaktree Registrable Securities, is qualified to and has filed with the Securities and Exchange Commission a registration statement under the Securities Act on Form Registration be filed S-3 pursuant to Rule 415 under the Securities Act (a the “Shelf Required Registration”) and the Company is qualified to do so), then the Company shall use its reasonable best efforts to cause the Shelf Required Registration to be declared effective under the Securities Act as soon as practicable after filing, and and, once effective, the Company shall cause the Shelf such Required Registration to remain effective for a period ending on the earlier of (i) until the date on which all Oaktree Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesRequired Registration.

Short-Form Registrations. In addition to the Long-Form Registrations provided pursuant to paragraph 2(c), the holders of a majority of the Manager Securities shall be entitled to request an unlimited number of Short-Form Registrations in which the Registrant shall pay all Registration Expenses. Demand Registrations shall be Short-Form Registrations whenever the Company Registrant is permitted to use any applicable short form and if the managing underwriters (if any) agree to the use of a Short-Form Registration. The Company After the Registrant has become subject to the reporting requirements of the Securities Exchange Act, it shall use its reasonable best efforts to make Short-Form Registrations on Form S-3 available for the sale of Registrable Securities. If In the holders case of a majority of the Registrable Securities request that a any Short-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”) and under the Company is qualified to do soSecurities Act, the Company Registrant shall use its commercially reasonable best efforts to cause the Shelf Registration registration statement to be declared become effective under the Securities Act as soon promptly as practicable after filing, and once effective, maintain the Company shall cause effectiveness of such registration statement (subject to the Shelf Registration to remain effective terms and conditions of this Agreement) for a period ending on the earlier of (i) two years following the date on which such registration statement first becomes effective, and (ii) the date on which all Registrable Securities included in covered by such registration statement have been sold and the distribution contemplated thereby has been completed, or distributed have become freely tradeable pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with 144 under the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable SecuritiesAct without regard to volume.

Short-Form Registrations. Demand Registrations shall be Short-Form Registrations whenever the Company is permitted to use any applicable short form and if the managing underwriters (if any) or a majority of those holders demanding the Demand Registration agree to the use of a Short-Form Registration. The Company shall use its reasonable best efforts to make Short-Form Registrations available for the sale of Registrable Securities. If the holders of a majority of the Registrable Securities request that a Short-Form Registration be filed pursuant to Rule 415 (a “Shelf Registration”) and the Company is qualified to do so, the Company shall use its reasonable best efforts to cause the Shelf Registration to be declared effective under the Securities Act as soon as practicable after filing, and once effective, the Company shall cause the Shelf Registration to remain continuously effective for a period ending on the earlier of (i) the date on which all Registrable Securities included in such registration have been sold or distributed pursuant to the Shelf Registration or (ii) the date as of which all of the Registrable Securities included in such registration are able to be sold by the holder of the Registrable Securities without limitation or restriction within a three (3) month period in compliance with Rule 144. If thereafter for any reason the Company becomes ineligible to utilize Form S-3, the Company shall prepare and file with the Securities and Exchange Commission a registration statement or registration statements on such form that is available for the sale of Registrable Securities.