Epstein Secrets

ther similar interests or the sole general partner interest or managing member or similar interest of such Person. "Tax Receivable Agreement' means the Tax Receivable Agreement, dated as of the date hereof, by and among APO Corp., a Delaware corporation, Apollo Principal Holdings II, L.P., a Delaware limited partnership, A

respect to any Principal Group and Heritage Fund, such Principal Group's Pecuniary Interest in the Heritage Points of such Heritage Fund divided by the Pecuniary Interest of all the Principal Groups in the Heritage Points of such Heritage Fund as set forth on Schedule I hereto, as adjusted pursuant to the Agreement Am

taxing authority, and shall include all interest, penalties and additions imposed with respect to such amounts. "Tax Receivable Agreement" means the Tax Receivable Agreement, dated as of the date hereof, by and among APO Corp., a Delaware corporation, Apollo Principal Holdings II, L.P., a Delaware limited partnership, A

ncipal Group, as of immediately prior to any Exchange, the excess (if any) of the number of Equivalent Heritage Points of such Principal Group over the Pecuniary Interest in the Heritage Points of such Principal Group. "Exchange" means (i) the exchange by Holdings of an AOG Unit for a Class A Share pursuant to the E

5 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.36 First Amendment and Joinder, dated as of April 14. 2010. to the Tax Receivable Agreement (incorporated by reference to Exhibit 10.36 to the Registrant's Registration Statement on Form S-I (File No. 333-150141)). 10.37 Employment Agreem

not terminate a managing partner except for cause or by reason of disability. Upon a managing partner's resignation or termination for any reason. the Pecuniary Interest held by such managing partner that has not vested shall be forfeited as of the applicable Forfeiture Date (as defined below) and the remaining Pecun