OAKTREE GARDENS OLP, LLC Amended and Restated Limited Liability Company Agreement Dated as of May 4, 2023Limited Liability Company Agreement • May 5th, 2023 • Oaktree Gardens OLP, LLC • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Oaktree Gardens OLP, LLC (the “Company”), is entered into as of May 4, 2023, by and among the Company, Oaktree Fund GP I, L.P. (the “Initial Member”) and those Persons who have entered into Subscription Agreements with the Company for the purchase of Common Units in the Company. This Agreement amends and restates in its entirety the Limited Liability Company Agreement (the “Original Agreement”) of the Company, dated as of February 6, 2023, by and between the Company and the Initial Member.
REVOLVING CREDIT AGREEMENT OAKTREE GARDENS OLP, LLC, as Initial Borrower GARDENS COINVEST, LLC, as Initial Qualified Borrower OAKTREE GARDENS OLP SPV, L.P, as Initial Guarantor OAKTREE OLPG GP, L.P., as General Partner andRevolving Credit Agreement • October 2nd, 2023 • Oaktree Gardens OLP, LLC • New York
THIS REVOLVING CREDIT AGREEMENT, is dated as of September 26, 2023, by and among OAKTREE GARDENS OLP, LLC a Delaware limited liability company (the “Initial Borrower”, and together with any Additional Borrowers becoming party hereto, collectively, the “Borrowers”; each, a “Borrower”); GARDENS COINVEST, LLC, a Delaware limited liability company (the “Initial Qualified Borrower”); OAKTREE GARDENS OLP SPV, L.P., a Cayman Islands exempted limited partnership, acting by its general partner, the Initial General Partner (as defined herein) (the “Initial Guarantor”); OAKTREE OLPG GP, L.P., a Cayman Islands exempted limited partnership, acting by its general partner, the Ultimate General Partner (as defined herein) (“Initial General Partner”), as the General Partner of the Initial Guarantor; the Ultimate General Partner (as defined herein); the Manager (as defined herein); the banks and financial institutions from time to time party hereto as Lenders; SUMITOMO MITSUI BANKING CORPORATION, as the
ADMINISTRATION AGREEMENTAdministration Agreement • May 5th, 2023 • Oaktree Gardens OLP, LLC • New York
This Administration Agreement (this “Agreement”) made this 4th day of May, 2023 (the “Effective Date”) by and between Oaktree Gardens OLP, LLC, a Delaware limited liability company (the “Company”), and Oaktree Fund Administration, LLC, a Delaware limited liability company (the “Administrator”).
CUSTODY AGREEMENT by and among EACH ENTITY LISTED ON APPENDIX A and THE BANK OF NEW YORK MELLONCustody Agreement • May 5th, 2023 • Oaktree Gardens OLP, LLC • New York
This CUSTODY AGREEMENT (“Agreement”) is dated as of February 3, 2022 and is by and between THE BANK OF NEW YORK MELLON, a bank organized under the laws of the state of New York (the “Custodian”), and each entity listed on Appendix A hereto, severally and not jointly (each individually, “Client”). A separate custody agreement between Custodian and each Client effective as of the date set forth on Appendix A hereto (the “Effective Date”) will be deemed to have been established, the terms of which are set forth in this Agreement. With respect to each such separate Agreement, Custodian and the applicable Client are collectively referred to as the “Parties” and individually as a “Party”.
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • May 5th, 2023 • Oaktree Gardens OLP, LLC • New York
This Investment Advisory Agreement (this “Agreement”) made this 4th day of May, 2023 (the “Effective Date”) by and between Oaktree Gardens OLP, LLC, a Delaware limited liability company (the “Company”), and Oaktree Fund Advisors, LLC, a Delaware limited liability company (the “Adviser”).
LENDER JOINDER AGREEMENTLender Joinder Agreement • May 14th, 2024 • Oaktree Gardens OLP, LLC
THIS LENDER JOINDER AGREEMENT (this “Joinder Agreement”), by and among the parties set forth on the signature pages hereto, is dated as of March 12, 2024.
