MILLSTREAM II ACQUISITION CORPORATION
______________, 2004
400 Building LLC
c/o Xxxxxx Xxxxxxx
000 Xxxxx Xxxx Xxxxx
Xxxxxxxx 000
Xxxxx, Xxxxxxxxxxxx 19087
Gentlemen:
This letter will confirm our agreement that, commencing on the
effective date ("Effective Date") of the registration statement for the initial
public offering ("IPO") of the securities of Millstream II Acquisition
Corporation ("MAC") and continuing until (the "Termination Date") the earlier of
the consummation by MAC of a "Business Combination" or the distribution of MAC's
"Trust Fund" (as such terms are described in MAC's IPO prospectus), 400 Building
LLC shall make available to MAC certain office and secretarial services as may
be required by MAC from time to time, situated at 000 Xxxxx Xxxx Xxxxx, Xxxxxxxx
000, Xxxxx, Xxxxxxxxxxxx 00000. In exchange therefore, MAC shall pay 400
Building LLC the sum of $7,500 per month on the Effective Date and continuing
monthly thereafter until the Termination Date.
Very truly yours,
MILLSTREAM II ACQUISITION CORPORATION
By:
--------------------------
Name: Xxxxxx Xxxxxxx
Title: Chairman
AGREED TO AND ACCEPTED BY:
400 BUILDING LLC
By:
---------------------
Name: Xxxxxx Xxxxxxx
Title: Manager
