REGISTRATION RIGHTS AGREEMENT
THIS REGISTRATION RIGHTS AGREEMENT (this “ Agreement ”) is made and entered into as of
October 22, 2007, by and among Apollo Global, Inc., a Delaware corporation (the “ Company ”), Apollo
Group, Inc., an Arizona corporation (“ Apollo ”) and Carlyle Ventures Partners III, L.P., a Delaware limited
partnership (“ Carlyle ” and, together with Apollo and each Affiliate of Carlyle and Apollo that hereafter becomes
a shareholder of the Company, the “ Shareholders ”). Unless otherwise indicated herein, capitalized terms used
herein are defined in paragraph 9 hereof.
The Company, Apollo and Carlyle are parties to (i) a Joint Venture Agreement dated as of the date hereof
(the “ Joint Venture Agreement ”), and (ii) a Shareholders’ Agreement dated as of the date hereof (the “
Shareholders’ Agreement ”).
As a condition to the consummation of the transactions contemplated by the Joint Venture Agreement, the
parties hereto are entering into this Agreement to provide the registration rights set forth herein and to provide for
certain rights and obligations in respect thereto as hereinafter provided.
NOW, THEREFORE, the parties to this Agreement agree as follows:
1. Demand Registrations .
(a) Requests for Registration . At any time after the date that is 180 days after an Initial Public Offering,
(i) the holders of a majority of the Apollo Registrable Securities or (ii) the holders of a majority of the Carlyle
Registrable Securities, each may request registration under the Securities Act of all or part of their Registrable
Securities on Form S-1 or any similar long-form registration statement (“ Long-Form Registrations ”) or, if
available, such holders may request registration under the Securities Act of all or part of their Registrable
Securities on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form
registration statement (“ Short-Form Registra