Epstein Secrets

to the adjusted basis of any such asset, or is adjusted as a result of the sale or exchange of such asset, the "Original Assets") by reason of such Exchange and the receipt of payments under this Agreement; WHEREAS, the parties—te—thisoriginal Tax Receivable Agreement desire —to rnakceamong APO Corp.,

lable source of such market rate) for London interbank offered rates for U.S. dollar deposits for such month (or portion thereof). "Manage?' means AGM Management, LLC, a Delaware limited liability company and the manager of the Issuer. "Market Value" shall mean the closing price of the Class A Shares on the

e taxable exchanges that trigger TRA payments. The transfer of BFP interests from Leon's estate to the CLATs would not be considered a nontaxable A Exchange because the CLATs themselves are not charities and no AOG units would be exchanged for public stock as part of the transfer. As exchanges are made

cluding Surrogate's Court approval of the proposed repayments.2 Alternatively, reliance on the estate administration exception would not be because AGM Management, LLC, which is owned and controlled by the principals through BRH GP, will manage all of Apollo's operations and activities and have discretion ove

cluding, without limitation, any merger or consolidation) the result of which is that any "person" (as that term is used in Section I 3(d)(3) of the Exchange Act or any successor provision), other than a Continuing Apollo Person, becomes (A) the beneficial owner (within the meaning of Rule I 3d-3 under t

ur Shares % Series A Preferred Shares % Series A Preferred Shares (the "Series A Preferred Shares" or the "shares"). When, as, and if declared by AGM Management, LLC, our manager, distributions on the Series A Preferred Shares will be payable quarterly on March 15, June 15, September 15 and December 15 of ea