0000950137-06-013011 Sample Contracts

INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT BETWEEN AND THE TOKARZ GROUP ADVISERS LLC
Investment Advisory and Management Agreement • November 29th, 2006 • MVC Capital, Inc. • New York

Agreement made this 31st day of October 2006, by and between MVC Capital, Inc., a Delaware Fund (the “Fund”), and The Tokarz Group Advisers LLC, a Delaware limited liability company (the “Adviser”).

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