Oaktree Letterhead]Profit Sharing Arrangement • March 30th, 2012 • Oaktree Capital Group, LLC • Investment advice • California
SECOND AMENDED AND RESTATED TAX RECEIVABLE AGREEMENTTax Receivable Agreement • March 30th, 2012 • Oaktree Capital Group, LLC • Investment advice • Delaware
This SECOND AMENDED AND RESTATED TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of March 29, 2012, is hereby entered into by and among Oaktree Holdings, Inc., a Delaware corporation (“Holdings Inc.”), Oaktree AIF Holdings, Inc. (f/k/a Oaktree Media Holdings, Inc.), a Delaware corporation (“AIF Holdings Inc.”) (each a “Corporation” and collectively, the “Corporations”), Oaktree Capital II, L.P., a Delaware limited partnership (“Oaktree Capital II”), Oaktree Capital Management, L.P., a Delaware limited partnership (“OCM”), Oaktree Investment Holdings, L.P. a Delaware limited partnership (“Investment Holdings”), Oaktree AIF Investments, L.P. (f/k/a Oaktree Media Investments, L.P.), a Delaware limited partnership (“Oaktree AIF”), the entities set forth on the signature pages hereto (together with all other Persons (as defined herein) in which the Corporations acquire a partnership interest, limited liability company interest or similar interest after th
SECOND AMENDED AND RESTATED EXCHANGE AGREEMENT by and among OAKTREE CAPITAL GROUP, LLC, OCM HOLDINGS I, LLC, OAKTREE HOLDINGS, INC., OAKTREE AIF HOLDINGS, INC., OAKTREE HOLDINGS, LTD., OAKTREE CAPITAL GROUP HOLDINGS, L.P. and OTHER PARTIES JOINED...Exchange Agreement • March 30th, 2012 • Oaktree Capital Group, LLC • Investment advice • Delaware
This SECOND AMENDED AND RESTATED EXCHANGE AGREEMENT (the “Agreement”), dated as of March 29, 2012, is among Oaktree Capital Group, LLC, a Delaware limited liability company (“Oaktree”), OCM Holdings I, LLC, a Delaware limited liability company (“OCM Holdings”), Oaktree Holdings, Inc., a Delaware corporation (“Oaktree Inc.”), Oaktree AIF Holdings, Inc. (f/k/a Oaktree Media Holdings, Inc.), a Delaware corporation (“Oaktree AIF”), Oaktree Holdings, Ltd., a Cayman Islands exempted company (“Oaktree Ltd.”), Oaktree Capital Group Holdings, L.P., a Delaware limited partnership (“OCGH”), the OCGH Limited Partners (as defined below) and other parties joined hereto from time to time pursuant to Section 3.3. Capitalized terms used but not otherwise defined herein have the respective meanings ascribed thereto in Section 1.1.
AMENDMENT TO THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF OAKTREE CAPITAL GROUP, LLCOperating Agreement • March 30th, 2012 • Oaktree Capital Group, LLC • Investment advice
This AMENDMENT TO THIRD AMENDED AND RESTATED OPERATING AGREEMENT OF OAKTREE CAPITAL GROUP, LLC (the “Company”) is dated as of March 29, 2012 (this “Amendment”). Capitalized terms used herein without definition shall have the respective meanings ascribed thereto in Section 1.1 of the Third Amended Agreement (as defined below).
Oaktree Letterhead]Management Fee Sharing Arrangement • March 30th, 2012 • Oaktree Capital Group, LLC • Investment advice • California
