ESCROW AGREEMENTEscrow Agreement • December 19th, 2023 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • New York
THIS ESCROW AGREEMENT (this “Escrow Agreement”), dated as of September 13, 2023, is entered into by and among Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), Apollo Global Securities, LLC, a Delaware limited liability company, as dealer manager for the Company (the “Dealer Manager”), and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF APOLLO INFRASTRUCTURE COMPANY LLCLimited Liability Company Agreement • September 28th, 2023 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • Delaware
This Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), is entered into as of April 12, 2023, by Apollo Principal Holdings VI, L.P., a Cayman Islands exempted limited partnership (“Apollo Principal Holdings”), as a member of the Company generally (in such capacity, the “Sole Member”), and as a Class V Member (as defined herein) (together with each other person admitted to the Company as a member of the Company in accordance with the terms of this Agreement, until such time as such person ceases to be a member of the Company, individually, a “Member” and collectively, the “Members”).
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • August 11th, 2023 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made as of the 15th day of June, 2023, by and between Apollo Infrastructure Company LLC, a Delaware series limited liability company (the “Company”), on behalf of each of its series, and Apollo Manager, LLC, a Delaware limited liability company (the “Operating Manager”).
SERIES AGREEMENT OF APOLLO INFRASTRUCTURE COMPANY LLC – SERIES ISeries Agreement • June 15th, 2023 • Apollo Infrastructure Co LLC • Delaware
THIS SERIES AGREEMENT, dated as of April 12, 2023 (this “Series Agreement”), is among the Sole Member, the Class V Member associated with the New Series, and each other person or entity that acquires an interest in the New Series. Capitalized terms used herein and not otherwise defined are used as defined in the Second Amended and Restated Limited Liability Company Agreement of Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), dated as of April 12, 2023 (as amended from time to time, the “LLC Agreement”).
DEALER MANAGER AGREEMENTDealer Manager Agreement • April 1st, 2024 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • New York
THIS DEALER MANAGER AGREEMENT (this “Agreement’) is made as of this 22nd day of December, 2023, by and between Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), and Apollo Global Securities, LLC (the “Dealer Manager”), a Delaware limited liability company.
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTApollo Infrastructure Co LLC • November 7th, 2023 • Electric, gas & sanitary services
THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), is made and entered into as of November 1, 2023 (as amended from time to time and including any schedules, exhibits, annexes or other documents attached to this Agreement from time to time, this “Agreement”), by Apollo Principal Holdings VI, L.P., a Cayman Islands exempted limited partnership (“Apollo Principal Holdings”), as the initial sole member of the Company generally and as a member associated with each Series (in such capacity, the “Sole Member”), and as a V Member (as defined herein) and a V Shareholder (as defined herein), Apollo Manager, LLC, a Delaware limited liability company, as the Operating Manager (as defined herein), and any other Persons who are or hereafter become Shareholders or Members of the Company or parties hereto as provided herein. Capitalized terms used in this Agreement without definition shall hav
OPERATING AGREEMENTOperating Agreement • November 7th, 2023 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • New York
THIS OPERATING AGREEMENT is made as of October 31, 2023 to be effective as of October 31, 2023 by and among APOLLO INFRASTRUCTURE COMPANY LLC, a Delaware series limited liability company (the “Company”), and APOLLO MANAGER, LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”).
Apollo Infrastructure Company LLC Subscription AgreementApollo Infrastructure Co LLC • August 11th, 2023 • Electric, gas & sanitary services
The undersigned hereby tenders this Subscription Agreement and applies for the purchase of the dollar amount of limited liability company interests (the “Shares”) of the series of Apollo Infrastructure Company LLC (“AIC”) set forth below. AIC is managed by its operating manager, Apollo Manager, LLC (the “Manager”), which is a subsidiary of the sponsor, Apollo Asset Management, Inc. (together with its subsidiaries, “Apollo”). Please see the confidential private placement memorandum, as may be amended and/or supplemented (“PPM”), for complete details regarding the offering by AIC.
APOLLO IP HOLDINGS/APOLLO INFRASTRUCTURE COMPANY TRADEMARK LICENSE AGREEMENTTrademark License Agreement • November 7th, 2023 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • New York
This APOLLO IP HOLDINGS / APOLLO INFRASTRUCTURE COMPANY TRADEMARK LICENSE AGREEMENT (“Agreement”), is entered into as of October 31, 2023 (“Effective Date”), by and between the Parties, Apollo IP Holdings, LLC, a Delaware limited liability company, having a principal place of business at 9 West 57th Street, New York, NY 10019 (“AIH”), Apollo Infrastructure Company LLC, a Delaware limited liability company with offices at 9 West 57th Street 42nd Floor, New York, New York 10019 (“AIC”), Apollo Infrastructure Company LLC—Series I, a Delaware registered series (“Series I”) of AIC, and Apollo Infrastructure Company LLC - Series II, a Delaware registered series (“Series II”) of AIC (together with Series I, the “Series”), and the Parties agree as follows:
ContractApollo Infrastructure Co LLC • December 19th, 2023 • Electric, gas & sanitary services
Apollo Infrastructure Company LLC Subscription Agreement The undersigned hereby tenders this Subscription Agreement and applies for the purchase of the dollar amount of limited liability company interests (the “Shares”) of the series of Apollo Infrastructure Company LLC (“AIC”) set forth below. AIC is managed by its operating manager, Apollo Manager, LLC (the “Manager”), which is a subsidiary of the sponsor, Apollo Asset Management, Inc. (together with its subsidiaries, “Apollo”). Please see the confidential private placement memorandum, as may be amended and/or supplemented (“PPM”), for complete details regarding the offering by AIC. (1) YOUR INVESTMENT A. Investment Investment Amount $ Initial Investment ($2,500 minimum initial investment) ☐ Subsequent Purchase ($500 minimum per transaction) B. Investment Method ☐ By wire: Please wire funds according to the instructions below. Name: Apollo Infrastructure Co Bank Name: State Street ABA 011000028 Account: 99001539 Ref: [Investor Regis
APOLLO INFRASTRUCTURE COMPANY LLC FORM OF RESTRICTED SHARE PLAN FOR INDEPENDENT DIRECTORS E SHARE AWARD AGREEMENTE Share Award Agreement • May 15th, 2024 • Apollo Infrastructure Co LLC • Electric, gas & sanitary services • Delaware
This E Share Award Agreement (this “Agreement”) is made as of [●] (hereinafter referred to as the “Date of Grant”), between Apollo Infrastructure Company LLC, a Delaware limited liability company (the “Company”), and [●] (the “Participant”):
