SECTION 3
The Investment Manager §3.1 of the Unicorn Macro Fund, LP is Unicorn Capital Partners, LLC which exercises ultimate Authority over the Fund §3.2. In the absence of willful misfeasance, bad faith or gross negligence, the Investment Manager shall not be subject to any liability to the Fund §3.8 or to any member of the Fund.

Once the Fund has ended its Incubation Period §2.3, the Investment Manager will begin to charge Fees §3.3. All fees are based on the AUM of the Limited Partner(s) §6.11. The fee structure is based upon the Hurdle Rate §3.4 set in the Private Placement Memorandum and the High Water Mark §3.5 of the Limited Partner. A monthly Management Fee of 0.5% annualized is charged on the last day of the month. On the last day of the Fiscal Year §1.5, when the Performance of the Limited Partner §6.13 exceeds the Hurdle Rate plus the High Water Mark §3.5, the Investment Manager receives 1.5% of AUM of the Limited Partner and 20% of the Performance above the Hurdle Rate and High Water Mark §3.7.