0001403528-18-000009 Sample Contracts

THIRD AMENDED AND RESTATED GRANT AGREEMENT UNDER THE OAKTREE CAPITAL GROUP, LLC
Grant Agreement • February 23rd, 2018 • Oaktree Capital Group, LLC • Investment advice • Delaware

Effective as of December 2, 2014 (the “Grant Date”), OAKTREE CAPITAL GROUP HOLDINGS, L.P., a Delaware limited partnership (the “Partnership”), OAKTREE CAPITAL GROUP HOLDINGS GP, LLC, a Delaware limited liability company (in its capacity as the general partner of the Partnership, the “General Partner”), and Jay S. Wintrob, an individual (“Executive”) entered into a GRANT AGREEMENT (the “Original Grant Agreement”), which was amended and restated as of (i) February 24, 2015 (the “First A&R Grant Agreement”), and (ii) as of April 26, 2017 (the “Second A&R Grant Agreement”), and is hereby being amended and restated as of February 20, 2018 (such Second A&R Grant Agreement, as amended and restated herein, and as may be amended, modified, supplemented or restated from time to time, this “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Fifth Amended and Restated Limited Partnership Agreement of the Partnership, made and entere

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RESTRICTED UNIT AWARD AGREEMENT
Restricted Unit Award Agreement • February 23rd, 2018 • Oaktree Capital Group, LLC • Investment advice • Delaware

This RESTRICTED UNIT AWARD AGREEMENT (as may be amended, modified, supplemented or restated from time to time, this “Agreement”) is effective as of [ ] (the “Effective Date”), by and between OAKTREE CAPITAL GROUP, LLC, a Delaware limited liability company (the “Company”), and you (the “Participant”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Oaktree Capital Group, LLC Amended and Restated 2011 Equity Incentive Plan (as amended, modified, supplemented or restated from time to time, the “Plan”) and the Third Amended and Restated Operating Agreement of the Company, dated as of August 31, 2011 (as amended, modified, supplemented or restated from time to time, the “Operating Agreement”), as applicable. This Agreement shall be deemed executed, accepted and agreed to by all parties hereto upon the Participant’s acceptance of this Agreement by clicking on the “Accept” button related to this Award in the Oaktree equity portal establi

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 23rd, 2018 • Oaktree Capital Group, LLC • Investment advice • New York

This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of November 14, 2017 is entered into by and among OAKTREE CAPITAL MANAGEMENT, L.P., a Delaware limited partnership, OAKTREE CAPITAL II, L.P., a Delaware limited partnership, OAKTREE AIF INVESTMENTS, L.P., a Delaware limited partnership, OAKTREE CAPITAL I, L.P., a Delaware limited partnership (each a “Borrower” and collectively, the “Borrowers”); the Required Lenders (as defined in the Credit Agreement referred to below); and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used and not otherwise defined in this Amendment shall have the same meanings in this Amendment as set forth in the Credit Agreement defined below.

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