Silver Spike Capital, LLC

Exhibit K.3

Silver Spike Capital, LLC

000 Xxxxxxx Xxxxxx, Xxxxx 0000

Xxx Xxxx, XX 00000

__________, 2021

Xxxxx Xxxxxx

Chief Executive Officer

Silver Spike Investment Corp.

000 Xxxxxxx Xxxxxx, Xxxxx 0000

Xxx Xxxx, XX 00000

Re: Waiver of Incentive Fee

Dear Xx. Xxxxxx,

Reference is hereby made to the Investment Advisory Agreement (the “Investment Advisory Agreement”), dated [ ], 2021, by and between Silver Spike Investment Corp. (the “Company”) and Silver Spike Capital, LLC (the “Adviser”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Investment Advisory Agreement.

The Adviser hereby irrevocably agrees to waive the Incentive Fee on Income and the Incentive Fee on Capital Gains for the Company’s first year of operations following consummation of its initial public offering. The waiver of the Incentive Fee on Capital Gains applies only to realized capital gains on assets sold during the Company’s first year of operations following consummation of its initial public offering. 

Neither the waiver of the Incentive Fee on Income nor the waiver of the Incentive Fee on Capital Gains shall be subject to recourse against or reimbursement by the Company.  

Sincerely yours,

Silver Spike Capital, LLC

By:

Name: Xxxxxxx Xxxxxxx

Title: Chief Financial Officer