0001047469-12-000042 Sample Contracts

OFFICE LEASE by and between THE CAN COMPANY LLC (Landlord) and MILLENNIAL MEDIA, INC. (Tenant)
Office Lease • January 5th, 2012 • Millennial Media Inc.

THIS LEASE is made on this 11th day of July, 2008 (the “Effective Date”), by and between THE CAN COMPANY LLC, a Maryland limited liability company (the “Landlord”), and MILLENNIAL MEDIA, INC., a Delaware corporation (the “Tenant”).

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Contract
Millennial Media Inc. • January 5th, 2012 • California

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAW OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER OF THESE SECURITIES, SUCH OFFER, SALE OR TRANSFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM REGISTRATION.

LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • January 5th, 2012 • Millennial Media Inc. • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of August 11, 2011 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and MILLENNIAL MEDIA, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

SUBLEASE by and between CAN COMPANY TENANT LLC (Landlord) and MILLENNIAL MEDIA, INC. (Tenant)
Sublease • January 5th, 2012 • Millennial Media Inc.

THIS SUBLEASE (the “Lease”) is made on this 27th day of September, 2010 (the “Effective Date”), by and between CAN COMPANY TENANT LLC, a Maryland limited liability company (the “Landlord”), and MILLENNIAL MEDIA, INC., a Delaware corporation (the “Tenant”).

Sublease
Sublease Agreement • January 5th, 2012 • Millennial Media Inc.
MILLENNIAL MEDIA, INC. STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)
2006 Equity Incentive Plan • January 5th, 2012 • Millennial Media Inc.

Pursuant to your Stock Option Grant Notice (the “Grant Notice”) and this Stock Option Agreement, Millennial Media, Inc. (the “Company”) has granted you an option under its 2006 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.

MILLENNIAL MEDIA, INC. THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • January 5th, 2012 • Millennial Media Inc. • Delaware

THIS THIRD AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT (the “Agreement”) is entered into as of the 23rd day of December, 2010, by and among MILLENNIAL MEDIA, INC., a Delaware corporation (the “Company”) and the investors listed on EXHIBIT A hereto, referred to hereinafter as the “Investors” and each individually as an “Investor.”

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