FEE WAIVER
Exhibit 10.15
January 13, 2015
Xxxxxx Micro Cap Fund, LP
000 Xxxx 00xx Xxxxxx, 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 Xxxxxx 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.
| XXXXXX MICRO CAP GP, LLC | ||
| By: | /s/ Xxxxx X. Xxxxxx | |
| Xxxxx X. Xxxxxx, Manager | ||
| Acknowledgement: | ||
| XXXXXX MICRO CAP FUND, LP | ||
| By: | /s/ Xxxxx X. Xxxxxx | |
| Xxxxx X. Xxxxxx | ||
[Signature Page to General Partner Xxx Xxxxxx]
