Epstein Secrets

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

a 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 the Prior Agreement, as amended through the date hereof, by and among APO Corp., a Delaware corporation, Apollo Principal Hol

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

a 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 the Prior Agreement, as amended through the date here by and among APO Corp., a Delaware corporation, Apollo Princi al Holdin

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

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

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

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

New York 10019 Attention: John J. Su dam, Es . Electronic Mail: with a copy to: Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, NY 10019-6064 Attention: Grego A. Ezrinl, Es.. d Monica K Thurmond, Es. Electronic mail: 11 EFTA00586827 (b) (c) If to any Apoll

ss APO Corp. for, (i) the amount of any payments made by APO Corp. to such Apollo Principal Holder or Apollo Principal Holder Affiliate pursuant to the Tax Receivable Agreement with respect to such Tax Losses, (ii) 15% of the amount of any foregone tax savings resulting from such Tax Losses, and (iii) any and all other loss