Document

Exhibit 10.38












[Director Name and Address]


Dear [Director Name],


As previously discussed, attached hereto as Annex A is a summary of the terms (the “Term Sheet”) in connection with your service as a director of Apollo Asset
Management, Inc. This letter memorializes our agreement that this letter and the Term Sheet constitute a binding commitment on both parties. If you are in agreement with the foregoing, please so indicate by signing this letter where indicated below.









Very truly yours,


APOLLO ASSET MANAGEMENT, INC.


By:      
                                                                           Name: 
                                                                                   Title:






Agreed to and accepted:




[Director Name]
Dated [XX-XX-XXXX] 























Annex A


Summary of Terms for Director


						
	Parties:	Company: Apollo Asset Management, Inc., a Delaware corporation (the “Company”); and

		Director: [_______] (the “Director”).

	Term:	The Director shall hold office effective [_____] until such time that such Director’s successor is duly elected and qualified, or until such Director’s death, resignation or removal from office.

	Fees and Expenses:	$25,000 per year for each committee of the Board
(including any committees of the Board established in the future) on which you serve as a member.

		Additional $25,000 per year for each committee of the
Board (including any committees of the Board established in the future) on which you serve as Chairperson.

		The Company shall reimburse to the Director all travel
expenses reasonably incurred by such Director in the proper performance of the Director’s obligations under this letter, provided that the Director supplies receipts or other
evidence of such expenditures.

		The Director’s expenses may include legal fees if it is
necessary in the furtherance of the Director’s duties for the Director to seek independent legal advice (provided that allegations of gross negligence or willful misconduct have not been finally determined against the Director), subject to the Director having first notified the Board. Any such
payment by the Company is subject to any applicable restriction under Delaware law.

	Duties, Time and Commitment:	Shall use reasonable best efforts to attend all convened meetings of the Board and, if requested by the Board or the Company’s management team, meetings of the stockholders of the Company.

		Duties of committee members will be as set forth in the committee charters.
		During the continuance of the Director’s appointment, the Director will be expected to:


                                                                      3







			
	(i) faithfully, efficiently, competently and diligently perform
the Director’s duties and exercise such powers as are appropriate to the Director’s role as a non-executive director;

	(ii) in so far as reasonably possible, attend all meetings of the Board and of any committees of the Board of which the Director is a member;

	(iii) promptly declare, so far as the Director is aware, the nature of any interest, whether direct or indirect, in any contract or proposed contract entered into by the
Company or any of its affiliates;

	(iv) comply with all reasonable requests, instructions and regulations made or given by the Board (or by any duly authorized committee thereof) and give to the
Board such explanations, information and assistance as the Board may reasonably require;

	(v) act in the best interests of the Company; and
	(vi) use commercially reasonable efforts to promote and extend the interests and reputation of the Company,
including assisting the Board in relation to public and corporate affairs and bringing to bear for the benefit of the Board the Director’s particular knowledge and
experience.

	Since the Director is to be classified as an independent director at the time of the Director’s appointment, the Director shall promptly inform the Board of any
circumstances that would likely affect such independent status.

	The Director shall inform the Board prior to the Director’s appointment of any held (indirect and indirect) personal
interests which may conflict with the Company and its
business.





                                                                      4








						
	Fiduciary Obligations:	The Company is governed by Delaware law.
		The structure, practices and committees of the Board, including matters relating to the size, independence and composition of the Board, the election and removal of
directors, requirements relating to Board action, the powers delegated to Board committees and the appointment of
executive officers, are governed by the Company’s certificate of incorporation and bylaws.

	Confidential Information:
	The Director agrees that both during and after the Director’s time as a director of the Company, the Director will not use for the Director’s own, or for another’s benefit, or disclose or permit the disclosure of any confidential information relating to the Company, including without limitation any information about the deliberations of the Board.

		The restriction shall cease to apply to any confidential information which may (other than by reason of the
Director’s breach of these terms) become available to the public generally.

		The Director also agrees during the Director’s appointment that the Director will not, other than for the benefit of the Company and in connection with the Director’s service as a director, make any notes, memoranda, electronic records, tape records, films, photographs, plans, drawings or any
form of record relating to any matter within the scope of the business or concerning the dealings or affairs of the
Company and will return any such items at any time at the request of the Board.

		The Director confirms that the Director has notified the
Board in writing of all other directorships, appointments and interests, including any directorship, appointment or interest in a company, business or undertaking which competes or is likely to compete with the Company or which could otherwise potentially give rise to a conflict with the Director’s duties with the Company (a “Competing Interest”).

		The Director undertakes that during the term of the Director’s appointment, the Director will promptly disclose to the Board in writing any new directorship, appointment or interest.





                                                                      5








						
	Indemnification:	The certificate of incorporation of the Company provides
that the Company shall indemnify the Director as it pertains to the Director’s service on the board, as set forth in the certificate of incorporation.


Additionally, concurrently with the Director’s appointment, the Company’s Parent shall enter into a customary indemnification agreement with the Director.

	Insurance:	The Company has an insurance policy under which the
directors and officers of the Company are insured, subject to the limits of the policy, against certain losses arising from
claims made against such directors and officers by reason of any acts or omissions covered under the policy in their
respective capacities as directors or officers of the Company, including certain liabilities under securities laws.

	Investment in Apollo Funds:
	The Director’s service as a member of the Board will not prohibit the Director from investing in funds or other
investments managed by the Company and its subsidiaries, as may be offered from time to time by the Company.

	Miscellaneous:	This letter does not create the relationship of employee and employer between the Director and the Company.
This letter constitutes the entire agreement between the Director and the Company with respect to the subject matter hereof and supersedes any prior agreement or understanding among or between them with respect to such subject matter.

	Governing Law and Jurisdiction:
	This appointment and the terms hereunder are governed under the laws of Delaware. The Delaware courts have non- exclusive jurisdiction to settle any dispute and the parties
submit to the non-exclusive jurisdiction of the Delaware courts.





                                                                      6








						
	Notices:	Any notice to be given under the terms of this letter shall, in
the case of notice to the Company, be deemed to be given if left at or sent by first class post or facsimile transmission (in each case, addressed to the secretary) to 9 West 57th Street, 43rd Floor, New York, NY, 10019 or by e-mail to the secretary sent to [_______], or in the case of notice to the Director, if handed to such Director personally or left at or sent by first class post or facsimile transmission to such Director’s last-known address or by e-mail to such Director’s last-known e-mail address. Any such notice shall be deemed to be given at the time of its delivery or dispatch by facsimile transmission or e-mail or on the next following weekday (not being a public holiday) after it was posted.





                                                                      7