Oaktree Member definition

Oaktree Member means Oaktree Capital Group Holdings, L.P., a Delaware limited partnership, and any successors thereto.

Oaktree Member or “Oaktree Members” means, without duplication, (i) Oaktree AC InvestCo, L.P., Oaktree AC InvestCo 2, L.P., and Oaktree AC InvestCo 3, L.P., each a Delaware limited partnership, and (ii) each Permitted Transferee thereof, in each case for so long as such Person (a) is owned, directly or indirectly, by one or more investment funds or accounts affiliated with Oaktree Capital Management, L.P. and (b) beneficially owns one or more Units; provided that, to the extent there is more than one Oaktree Member, any consents required hereunder shall be determined by holders of a majority of the Units held by all Oaktree Members.

Oaktree Member means Oaktree Capital Group Holdings, L.P., a Delaware limited partnership, and any successors thereto. “Oaktree Operating Group” means, collectively, the upper-most entities (a) in or over which (i) each of the Oaktree Member, OEP and either the Company or Atlas Top (or any successor thereof) have an economic interest and (ii) the Company or the SubCo has Control and (b) through which the Oaktree Business is conducted or the Oaktree Strategy is pursued. For the avoidance of doubt, each of the following entities are part of the Oaktree Operating Group as of the date hereof: Oaktree Capital I, L.P., Oaktree Capital II, L.P. (including each series thereof), Oaktree Capital Management, L.P., Oaktree Investment Holdings, L.P., Xxxxxxx AIF Investments, L.P., each a Delaware limited partnership, Oaktree Capital Management (Cayman), L.P., a Cayman Islands exempted limited partnership, and any other Subsidiary of the Company, Atlas Top or the SubCo (whether now existing or hereafter formed) that is designated part of the Oaktree Operating Group by the Board of Directors (with, prior to the expiration of the Initial Period, the prior written consent of the Brookfield Member and, after the Initial Period and for so long as the Oaktree Member has the right to appoint an Oaktree Director, the prior written

Examples of Oaktree Member in a sentence

• For the avoidance of doubt, the provisions of this Section 12.9 (as well as the other provisions of this Agreement) are subject to the provisions of Section 3.4. For the avoidance of doubt, the Oaktree Member and the Brookfield Member shall be entitled to notice of, and to vote at, a meeting of Members or to act with respect to matters as to which the Oaktree Member or the Brookfield Member, as the case may be, has the right to vote or to act (including the giving of approval in writing).

• For greater clarity, each of the Oaktree Member and the Company agrees that, for so long as the Brookfield Member is a Member, it will not take any action that would, or would reasonably be expected to, cause the Company to be a “bad asset” for purposes of the Investment Company Act of 1940, as amended.

• In the event that no Oaktree Director is able to attend a meeting of the Board of Directors or any committee thereof, the Oaktree Member may, by notice sent prior to the time of such meeting, appoint an alternate to attend such meeting in the stead of an Oaktree Director, and such alternate shall have all the same rights, privileges and obligations at such meeting, including as to voting, as an Oaktree Director.

• Beneficially Owns, in the aggregate, at least 80% of the Reference Number of Units, shall in each case not require the consent of the Oaktree Member.

• The Oaktree Member and the Brookfield Member each acknowledges and agrees it has had the opportunity to draft, review and edit the language of this Agreement and that it is their intent that no presumption for or against any party arising out of drafting all or any part of this Agreement will be applied in any dispute involving them relating to, in connection with or involving this Agreement.

• The Brookfield Member agrees not to enter into any contract or agreement of any nature that binds or purports to bind the Oaktree Member or its portfolio companies, affiliates or any other entity Controlled by the Oaktree Member in any way, whether directly or indirectly through references to affiliates, controlled entities, or otherwise.

• For the avoidance of doubt, this Section 3.9 shall not apply to the Oaktree Member, the Brookfield Member or their respective permitted transferees.

• The Oaktree Member agrees not to enter into any contract or agreement of any nature that binds or purports to bind the Brookfield Member or its portfolio companies, affiliates or any other entity Controlled by the Brookfield Member in any way, whether directly or indirectly through references to affiliates, controlled entities, or otherwise.

• Upon the acquisition by the Oaktree Member of a newly issued Oaktree Operating Group Unit, the Company shall issue a Class B Unit to the Oaktree Member, without requiring any Capital Contribution to the Company in respect of such Class B Unit.

• If, notwithstanding the preceding sentence, at any time the number of Class B Units held by the Oaktree Member exceeds the aggregate number of Oaktree Operating Group Units then held by the Oaktree Member, then such excess Class B Units shall automatically and without any action by the Board of Directors or the Company be cancelled, and the Oaktree Member shall have no further right to or interest in such Class B Units.

More Definitions of Oaktree Member

Oaktree Member means Oaktree and/or any direct or indirect Permitted Transferee thereof to whom Membership Interests are Transferred in accordance with Section 8.1(b).