0001354488-14-005458 Sample Contracts

STANDBY PURCHASE AGREEMENT
Standby Purchase Agreement • November 7th, 2014 • Millennium Investment & Acquisition Co Inc. • Blank checks • New York

This letter confirms our agreement with respect to the intention of Millennium Investment & Acquisition Company Inc. , a Delaware corporation (the “Company”), to raise additional capital through a rights offering, of 2,739,958 shares (the “Underlying Shares”) of the Company’s common stock, par value of $0.0001 per share (the “Common Stock”), to its shareholders of record as of date to be determined (“Rights Offering”) with the participation of the Standby Purchaser for unsubscribed shares in the Rights Offering (the Rights Offering and the offering to the Standby Purchaser are hereinafter referred to as the “Offering”). Capitalized terms used herein and not defined herein shall have the meanings set forth in the Prospectus (as hereinafter defined).

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