Fee Waiver Agreement between Sidoti Micro Cap GP, LLC and Sidoti Micro Cap Fund, LP
Sidoti Micro Cap GP, LLC, the general partner of Sidoti Micro Cap Fund, LP, agrees to temporarily waive its right to receive a 20% incentive allocation of the fund's net profits, as previously established in their limited partnership agreement. This waiver remains in effect until the fund receives $10 million in unaffiliated limited partner subscriptions, after which the incentive allocation will resume. Both parties have acknowledged and executed this agreement as of January 13, 2015.
Exhibit 10.15
January 13, 2015
FEE WAIVER
Sidoti Micro Cap Fund, LP
122 East 42nd Street, 4th Floor
New York, New York 10168
Ladies and Gentleman,
On June 16, 2014, Sidoti Micro Cap GP, LLC (the “General Partner”) entered into a limited partnership agreement (the “Limited Partnership Agreement”) with the limited partners of the Sidoti Micro Cap Fund, LP (the “Partnership”). Pursuant to the Limited Partnership Agreement, the Partnership has agreed to pay the General Partner an incentive allocation, payable yearly, of 20% of the net profits allocated to each investor after any prior losses allocated to each investor have been recouped.
The General Partner hereby exercises its discretion to waive the incentive allocation, as set forth in the Limited Partnership Agreement. This waiver shall continue until the Partnership attains $10 million of unaffiliated limited partner subscriptions, at which time the Partnership’s obligation to pay the incentive allocation shall be restored.
[Signature Page Follows]
The undersigned have executed this letter as of the date first written above.
| SIDOTI MICRO CAP GP, LLC | ||
| By: | /s/ Peter T. Sidoti | |
| Peter T. Sidoti, Manager | ||
| Acknowledgement: | ||
| SIDOTI MICRO CAP FUND, LP | ||
| By: | /s/ Peter T. Sidoti | |
| Peter T. Sidoti | ||
[Signature Page to General Partner Fee Waiver]
