EXHIBIT 10.1 LOAN AGREEMENT by and between FIRST INTERSTATE BANK OF ARIZONA, N.A. -------------------------------------- as Lender and APOLLO GROUP, INC. and ITS OPERATING SUBSIDIARIES (as hereinafter defined) ----------------------------- as BorrowerLoan Agreement • October 25th, 1996 • Apollo Group Inc • Services-educational services • Arizona
1 EXHIBIT 10 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 11th, 1997 • Apollo Group Inc • Services-educational services • Colorado
Exhibit 10.10b AMENDMENT TO SHAREHOLDER AGREEMENT This Amendment to Shareholder Agreement is made as of May 25, 2001 by and among John G. Sperling, Peter V. Sperling, and Todd S. Nelson (each a "Shareholder" and collectively the "Shareholders") and...Shareholder Agreement • November 28th, 2001 • Apollo Group Inc • Services-educational services
EXHIBIT 10.12Purchase and Sale Agreement • October 25th, 1996 • Apollo Group Inc • Services-educational services • Arizona
EXHIBIT 10.1j EIGHTH MODIFICATION AGREEMENT BY THIS EIGHTH MODIFICATION AGREEMENT (the "Agreement"), made and entered into as of the 15th day of January, 2002, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, whose address is...Modification Agreement • April 12th, 2002 • Apollo Group Inc • Services-educational services • Arizona
EXHIBIT 1 2,750,000 Shares Apollo Group, Inc. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 21st, 1995 • Apollo Group Inc • Services-educational services • New York
1 2 statement or (ii) such an additional registration statement is proposed to be filed with the Commission pursuant to Rule 462(b) and will become effective upon filing pursuant to such Rule and upon such filing the Offered Securities will all have...Underwriting Agreement • August 25th, 2000 • Apollo Group Inc • Services-educational services • New York
2- amended hereby. The RLC Note and the Loan Agreement, as amended hereby, are hereby ratified and reaffirmed by Company, and Company specifically acknowledges the validity and enforceability thereof.Loan Agreement • July 20th, 2000 • Apollo Group Inc • Services-educational services • Arizona
CREDIT AGREEMENT dated as of April 18, 2012 among APOLLO GROUP, INC. The Lenders Party Hereto JPMORGAN CHASE BANK, N.A. as Administrative Agent BANK OF AMERICA, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Syndication Agentsand U.S. BANK...Credit Agreement • June 25th, 2012 • Apollo Group Inc • Services-educational services • New York
CREDIT AGREEMENT (this “Agreement”) dated as of April 18, 2012 among APOLLO GROUP, INC., the LENDERS from time to time party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, BANK OF AMERICA, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agents and U.S. BANK NATIONAL ASSOCIATION, NATIONAL BANK OF ARIZONA, MORGAN STANLEY BANK, N.A. and BARCLAYS BANK PLC, as Documentation Agents.
ASSIGNMENT AND AMENDMENT AGREEMENT BY AND AMONG NATIONAL ENDOWMENT FOR FINANCIAL EDUCATION, THE COLLEGE FOR FINANCIAL PLANNING, INC., APOLLO ONLINE, INC., AND APOLLO GROUP, INC.Assignment and Amendment Agreement • September 23rd, 1997 • Apollo Group Inc • Services-educational services • Colorado
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 8th, 2016 • Apollo Education Group Inc • Services-educational services • Arizona
This VOTING AND SUPPORT AGREEMENT, dated as of February 7, 2016 (this “Agreement”), by and among AP VIII Queso Holdings, L.P., a Delaware limited partnership (“Parent”), Socrates Merger Sub, Inc., an Arizona corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Apollo Education Group, Inc., an Arizona corporation (the “Company”) and Apollo Class B Voting Stock Trust No. 1 (the “Shareholder”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
THIRD MODIFICATION AGREEMENT BY THIS THIRD MODIFICATION AGREEMENT (the "Agreement"), made and entered into as of the 30th day of April, 1999, WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, whose address is 100 West Washington,...Third Modification Agreement • July 14th, 1999 • Apollo Group Inc • Services-educational services • Arizona
APOLLO GROUP, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • January 8th, 2009 • Apollo Group Inc • Services-educational services • Arizona
RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • January 8th, 2015 • Apollo Education Group Inc • Services-educational services • Arizona
Exhibit 10.12 (APOLLO GROUP, INC. LOGO) APOLLO GROUP INC. UNIVERSITY OF PHOENIX INSTITUTE FOR PROFESSIONAL DEVELOPMENT COLLEGE FOR FINANCIAL PLANNING WESTERN INTERNATIONAL UNIVERSITY LOBBYIST AGREEMENT This service agreement ("Agreement") is entered...Lobbyist Agreement • May 22nd, 2007 • Apollo Group Inc • Services-educational services • Arizona
Lobbyist AgreementLobbyist Agreement • July 11th, 2005 • Apollo Group Inc • Services-educational services • Arizona
This service agreement (“Agreement”) is entered into by and between Apollo Group, Inc, (“Apollo”) an Arizona corporation and parent company of University of Phoenix (“UOP”), with its principal place of business at 4615 E. Elwood, Phoenix, AZ 85040, and Governmental Advocates, Inc. (“Firm”), with its principal place of business at 1127 Eleventh Street, Suite #400, Sacramento, California, 95814.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • January 8th, 2009 • Apollo Group Inc • Services-educational services
The EMPLOYMENT AGREEMENT entered into by and between Apollo Group, Inc. (the “Company”) and Gregory Cappelli (the “Executive”), effective March 31 2007 (the “Agreement”), is hereby amended as follows, effective as of January 1, 2009 except as otherwise specified below. The purpose of this Amendment is to bring the Agreement into documentary compliance with the applicable requirements of the Treasury Regulations issued under Section 409A of the Internal Revenue Code of 1986, as amended.
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • October 27th, 2009 • Apollo Group Inc • Services-educational services • Delaware
THIS AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is made and entered into as of July 28, 2009, by and among Apollo Global, Inc., a Delaware corporation (the “Company”), Apollo Group, Inc., an Arizona corporation (“Apollo”), CVP III Coinvestment, L.P., a Delaware limited partnership (“CVP”), Carlyle Venture Partners III, L.P., a Delaware limited partnership (“Carlyle” and, together with Apollo, CVP, and each Affiliate of Carlyle and Apollo that hereafter becomes a Shareholder, collectively the “Investor Shareholders”), and the Persons listed on Schedule I attached hereto or who otherwise agree to be bound by the provisions hereof as an Other Shareholder by executing a joinder agreement (the “Other Shareholders”). Apollo, Carlyle, CVP and the Other Shareholders are collectively referred to herein as the “Shareholders.” Unless otherwise indicated herein, capitalized terms used herein are defined in paragraph 14 hereof.
NON-STATUTORY STOCK OPTION AGREEMENTNon-Statutory Stock Option Agreement • October 21st, 2014 • Apollo Education Group Inc • Services-educational services • Arizona
This Option Agreement is made and entered into by and between APOLLO EDUCATION GROUP, INC., an Arizona corporation (hereinafter referred to as the “Company”), and <NAME> (hereinafter referred to as “Employee”), as of <GRANT_DT> (which date is hereinafter referred to as the “Date of Grant”). If Employee is presently or subsequently becomes employed by a subsidiary of the Company, the term “Company” shall be deemed to refer collectively to Apollo Education Group, Inc. and the subsidiary or subsidiaries which employ the Employee.
EMPLOYMENT AGREEMENTEmployment Agreement • October 29th, 2007 • Apollo Group Inc • Services-educational services • Arizona
THIS AGREEMENT is entered into, effective this 31st day of August 2007, by and between Apollo Group, Inc. (the “Company”), and P. Robert Moya (the “Executive”) (hereinafter collectively referred to as “the parties”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2011 • Apollo Group Inc • Services-educational services • Arizona
THIS AMENDED AND RESTATED AGREEMENT is entered into, effective as of April 2, 2011 (the “Effective Date”), by and between Apollo Group, Inc. (the “Company”), and Gregory W. Cappelli (the “Executive”) (hereinafter collectively referred to as “the parties”).
TECHNOLOGY ASSIGNMENT AND LICENSE AGREEMENTTechnology Assignment and License Agreement • October 21st, 2014 • Apollo Education Group Inc • Services-educational services • Delaware
This Technology Assignment and License Agreement (the “Agreement”) dated as of August 2, 2011 (“Effective Date”), is entered into by and between Apollo Group, Inc., an Arizona corporation with principal offices located at 4025 South Riverpoint Parkway, Phoenix, Arizona 85040 (“Apollo”), Carnegie Mellon University, a Pennsylvania not-for-profit corporation, with principal offices located at 5000 Forbes Avenue, Pittsburgh, Pennsylvania 15213 (“CMU”), and Carnegie Learning, Inc., a Pennsylvania corporation, with principal offices located at 1200 Penn Avenue, Suite 150, Pittsburgh, Pennsylvania 15222 (“CL”) (each of Apollo, CMU and CL, a “Party” and, collectively, the “Parties”).
FIRST AMENDMENT AGREEMENTFirst Amendment Agreement • January 11th, 2016 • Apollo Education Group Inc • Services-educational services
INDEMNIFICATION AGREEMENT — EMPLOYEE DIRECTORIndemnification Agreement • October 21st, 2010 • Apollo Group Inc • Services-educational services • Arizona
This Indemnification Agreement (“Agreement”) is dated ______________and is by and between Apollo Group, Inc., an Arizona corporation (the “Corporation”) and the undersigned member of its Board of Directors (“Director”).
SPECIAL CASH RETENTION AWARD AGREEMENTCash Retention Award Agreement • June 25th, 2013 • Apollo Group Inc • Services-educational services • Arizona
APOLLO GROUP, INC. STOCK OPTION AGREEMENTStock Option Agreement • January 8th, 2009 • Apollo Group Inc • Services-educational services • Arizona
PERFORMANCE SHARE AWARD AGREEMENTPerformance Share Award Agreement • June 25th, 2013 • Apollo Group Inc • Services-educational services • Arizona
2- 3 action and causes of action, whether known or unknown and whether contingent or matured, that Company may now have, or has had prior to the date hereof, or that may hereafter arise with respect to acts, omissions or events occurring prior to the...Seventh Modification Agreement • April 13th, 2001 • Apollo Group Inc • Services-educational services • Arizona
AGREEMENT AND PLAN OF MERGER BY AND AMONG CARNEGIE LEARNING, INC., BHCL ACQUISITION CO. APOLLO GROUP, INC. ANDAgreement and Plan of Merger • October 20th, 2011 • Apollo Group Inc • Services-educational services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of August 2, 2011, by and among Carnegie Learning, Inc., a Pennsylvania corporation (the “Company”), Apollo Group, Inc., an Arizona corporation (“Buyer”), BHCL Acquisition Co., a Delaware corporation and wholly owned Subsidiary of Buyer (“Merger Sub”), and CLI Shareholder Representative, LLC, a Delaware limited liability company, solely with respect to ARTICLE II, ARTICLE VIII, Sections 9.1, 9.4 and 9.6 and ARTICLE X in its capacity as representative for the Company's Stockholders and Optionholders (the “Representative”). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE I below
AGREEMENT AND PLAN OF MERGER among APOLLO EDUCATION GROUP, INC., AP VIII QUESO HOLDINGS, L.P. and SOCRATES MERGER SUB, INC. Dated as of February 7, 2016Merger Agreement • February 8th, 2016 • Apollo Education Group Inc • Services-educational services • Arizona
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of February 7, 2016, is by and among Apollo Education Group, Inc., an Arizona corporation (the “Company”), AP VIII Queso Holdings, L.P., a Delaware limited partnership (“Parent”), and Socrates Merger Sub, Inc., an Arizona corporation and a wholly-owned subsidiary of Parent (“Merger Sub,” with the Company and Merger Sub sometimes being hereinafter collectively referred to, together, as the “Constituent Corporations”).
AMENDMENT TO SHAREHOLDER AGREEMENTShareholder Agreement • October 27th, 2009 • Apollo Group Inc • Services-educational services
This Amendment to Shareholder Agreement is made as of May 19, 2009, by and among John G. Sperling, Peter V. Sperling, the John Sperling Voting Stock Trust, and the Peter Sperling Voting Stock Trust (each a “Shareholder” and collectively the “Shareholders”) and Apollo Group, Inc. (the “Company’’).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 8th, 2013 • Apollo Group Inc • Services-educational services • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of October 12, 2012 (the “Closing Date”), by and among Apollo Group, Inc., an Arizona corporation (“Buyer”), Apollo Global, Inc., a Delaware corporation (the “Company”), Carlyle U.S. Growth Fund III, L.P. f/k/a Carlyle Venture Partners III, L.P., a Delaware limited partnership (“Carlyle”) and CVP III Coinvestment, L.P. (“CVP”, and together with Carlyle, the Company and Buyer, the “Parties”). Carlyle and CVP are each referred to herein as a “Seller” and collectively as “Sellers.” Certain terms used in this Agreement are defined in Section 6.4 hereof. Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Capital Contribution Agreement (as defined below).
SEPARATION AGREEMENT and MUTUAL RELEASE AND WAIVER OF CLAIMSSeparation Agreement • January 12th, 2006 • Apollo Group Inc • Services-educational services • Arizona
Mr. Nelson hereby represents that he has read and understands the contents of this Agreement, that no representations other than those contained herein have been made to him to induce or influence his execution of the Agreement, but that he executes this Agreement knowingly and voluntarily and upon independent legal advice of his own choosing.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2007 • Apollo Group Inc • Services-educational services
The EMPLOYMENT AGREEMENT entered into by and between Apollo Group, Inc. (the Company) and Joseph L. D’Amico (the “Executive”), effective June 5, 2007 (the “Agreement”) , is hereby amended as follows, effective as of the June 15, 2007 commencement date of Executive’s employment with the Company pursuant to such Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2007 • Apollo Group Inc • Services-educational services • Arizona
THIS AGREEMENT is entered into, effective this 5th day of June 2007, by and between Apollo Group, Inc. (the “Company”), and Joseph L. D’Amico (the “Executive”) (hereinafter collectively referred to as “the parties”).
