Fee Waiver Agreement between Sidoti Capital Management, LLC and Sidoti Micro Cap Fund, LP
Sidoti Capital Management, LLC agrees to temporarily waive its management fee, which is normally 2% per year of the Sidoti Micro Cap Fund, LP's net asset value. This waiver will remain in effect until the fund receives $10 million in subscriptions from unaffiliated limited partners. Once this threshold is reached, the obligation to pay the management fee will resume. The agreement is acknowledged by both the adviser and the fund.
Exhibit 10.16
May 1, 2015
FEE WAIVER
Sidoti Micro Cap Fund, LP
122 East 42nd Street, 4th Floor
New York, New York 10168
Ladies and Gentleman,
On October 2, 2014, Sidoti Capital Management, LLC (the “Adviser”) entered into an investment management agreement (the “Investment Management Agreement”) with Sidoti Micro Cap Fund, LP (the “Partnership”) and Sidoti Micro Cap GP, LLC (the “General Partner”). Pursuant to the Investment Management Agreement, the Partnership has agreed to pay the Adviser a management fee in the amount of 2.00% per annum of the net asset value of the Partnership, payable quarterly.
The Adviser hereby exercises its discretion to waive the management fee, as set forth in the limited partnership agreement dated June 16, 2014 between the General Partner and the limited partners of the Partnership. 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 management fee shall be restored.
[Signature Page Follows]
The undersigned have executed this letter as of the date first written above.
| SIDOTI CAPITAL MANAGEMENT, 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 Adviser Fee Waiver]
