0001411494-14-000028 Sample Contracts

RESTRICTED SHARE UNIT AWARD AGREEMENT UNDER THE APOLLO GLOBAL MANAGEMENT, LLC 2007 OMNIBUS EQUITY INCENTIVE PLAN
Restricted Share Unit Award Agreement • August 11th, 2014 • Apollo Global Management LLC • Investment advice • New York

This Award Agreement (this “RSU Award Agreement”), dated as of [ ], 20[ ] (the “Date of Grant”), is made by and between Apollo Global Management, LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Apollo Global Management, LLC 2007 Omnibus Equity Incentive Plan, as the same may be amended, modified or supplemented from time to time (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company. If this RSU Award Agreement is not executed and returned to the Company by [ ], [ ] [ ], 20[ ], this Award will be null and void ab initio and the Participant will have no rights hereunder.

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Apollo Advisors VIII, L.P. One Manhattanville Road Purchase, NY 10577 United States of America
Limited Partnership Agreement • August 11th, 2014 • Apollo Global Management LLC • Investment advice • Delaware

This letter agreement is being entered into in connection with the admission of [Name of Limited Partner] (the “LP”) to Apollo Advisors VIII, L.P., a Delaware limited partnership (the “Partnership”). The Amended and Restated Agreement of Limited Partnership of the Partnership, effective as of January 1, 2014 (the “Agreement”), authorizes the general partner of the Partnership (the “General Partner”) to enter into a side letter or similar agreement with a limited partner that has the effect of establishing rights under, altering or supplementing the terms of the Agreement with respect to the limited partner. This letter agreement constitutes such a side letter or similar agreement.

RESTRICTED SHARE UNIT AWARD AGREEMENT UNDER THE APOLLO GLOBAL MANAGEMENT, LLC 2007 OMNIBUS EQUITY INCENTIVE PLAN
Restricted Share Unit Award Agreement • August 11th, 2014 • Apollo Global Management LLC • Investment advice • New York

This Award Agreement (this “RSU Award Agreement”), dated as of [ ], 20[ ] (the “Date of Grant”), is made by and between Apollo Global Management, LLC, a Delaware limited liability company (the “Company”), and [ ] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Apollo Global Management, LLC 2007 Omnibus Equity Incentive Plan, as the same may be amended, modified or supplemented from time to time (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company. If this RSU Award Agreement is not executed and returned to the Company by [ ], [ ] [ ], 20[ ], this Award will be null and void ab initio and the Participant will have no rights hereunder.

June 20, 2014 Personal and Confidential Mr. James C. Zelter [Address on file with the Company] Dear Jim:
Letter Agreement • August 11th, 2014 • Apollo Global Management LLC • Investment advice • New York

This letter agreement (this “Agreement”) amends and restates the terms of your employment with Apollo Global Management, LLC (“Apollo” or “AGM”) and its subsidiaries (collectively, the “Company”), effective immediately. Your employer shall continue to be Apollo Management Holdings, L.P. or one of its subsidiaries.

Apollo Advisors VIII, L.P.
Apollo Global Management LLC • August 11th, 2014 • Investment advice

Reference is made to the letter agreement dated as of [˜] by and among Apollo Advisors VIII, L.P., Apollo Capital Management VIII, L.P. and you (your “Carry Plan”). This Award Letter confirms the number of Points you are being awarded and certain terms in relation with your Carry Plan. Capitalized terms not defined herein shall have the meanings set forth in your Carry Plan.

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