Epstein Secrets

iodical income received from sources within the United States if such income is not treated as effectively connected with a trade or business within the United States. The 30% rate may be reduced or eliminated under the provisions of an applicable income tax treaty between the United States and the country in whic

nder should qualify as a -publicly offered security" within the meaning of the Plan Asset Regulations. Governmental plans, certain church plans and non-United States plans (each, a "Non-ERISA Plan"), while not subject to the fiduciary responsibility or prohibited transaction provisions of Title I of ERISA or Sec

partnerships, accounts, including strategic investment accounts or "SIAs," alternative asset companies and other entities for which subsidiaries of the Apollo Operating Group provide investment management or advisory services; • "Apollo Operating Group" refers to (i) the limited partnerships through which our Managing P

this Agreement or any transaction contemplated hereby each of the parties hereto hereby irrevocably (a) submits to the exclusive jurisdiction of (A) the United States District Court for the Southern District of New York or (B) in the event that such court lacks jurisdiction to hear the claim, the state courts of N

Marc Rowan 927 Fifth Avenue Apartment #6 New York, NY 10021 with a copy to: [Cooley Godward Kronish LLP The Grace Building 1114 Avenue of the Americas New York, NY 10036-7798 Attention: Chet Lipton, Esq.] If, to JH or any member of his Group: Josh Harris 895 Park Avenue Apt 4/5 B New York, NY

ered into the Principals Contribution Agreement (as defined herein) whereby the Principals and their Groups contributed certain equity interests in the Apollo Operating Group to Intermediate Holdings (as defined herein) and sold certain equity interests in the Apollo Operating Group to APO Corp. and APO LLC (each as defi

Marc Rowan 927 Fifth Avenue Apartment #6 New York, NY 10021 with a copy to: [Cooley Godward Kronish LLP The Grace Building 1114Avenue of the Americas New York, NY 10036-7798 Attention: Chet Lipton, Esq.j If, to JH or any member of his Group: Josh Harris 895 Park Avenue Apt 4/5 B New York, NY

ered into the Principals Contribution Agreement (as defined herein) whereby the Principals and their Groups contributed certain equity interests in the Apollo Operating Group to Intermediate Holdings (as defined herein) and sold certain equity interests in the Apollo Operating Group to APO Corp. and APO LLC (each as defi

ny that has a class of equity securities registered under the United States Securities Exchange Act of 1934, as amended, or that is registered under the United States Investment Company Act of 1940, as amended), which board seat or office was occupied or held at the request of the Partnership or any of its Affiliat

Intermediate Holdings and the Partnership. "Alternative Vesting" shall have the meaning set forth in Section 4.1(d). "AOG Unit' refers to a unit in the Apollo Operating Group, which represents one limited partnership interest in each of the limited partnerships that comprise the Apollo Operating Group and any equity secu

Attention: Chief Legal Officer with a copy to: NYI:1694391.10 14 EFTA00621115 Paul, Weiss, Riflcind Wharton & Canton LLP 1285 Avenue of the Americas Eltailekeny-and-Myers-LL-P Tintes,Square-Tewer ;--T-imes-8qtrare New York, New York 10036NY 10019-6064 (T)-(414)--326-2000 (F) (212) 326 2061

l"); WHEREAS, each of the Partnerships is treated as a partnership for U.S. Federal income tax purposes; WHEREAS, the limited partner interests in the Apollo Operating Group (as defined herein), are exchangeable, for Federal income tax purposes, with APO Corp., APO FC and the Issuer for Class A Shares (as defined herei

Marc Rowan 927 Fifth Avenue Apartment #6 New York, NY 10021 with a copy to: Cooley Godward Kronish LLP The Grace Building 1114 Avenue of the Americas New York, NY 10036-7798 Attention: Chet Lipton, Esq. If, to JH or any member of his Group: Josh Harris 895 Park Avenue Apt 4/5 B New York, NY

tered into the Principals Contribution Agreement (as defined herein) whereby the Principals and their Groups contributed certain equity interests in the Apollo Operating Group to Intermediate Holdings (as defined herein) and sold certain equity interests in the Apollo Operating Group to APO Corp. and APO LLC (each as defi