0001144204-08-041833 Sample Contracts

May 6, 2008 GTX Corp Los Angeles, CA 90015 Re: Investment Banking & Advisory Agreement
GTX Corp • July 25th, 2008 • Radio & tv broadcasting & communications equipment • California

Meyers Associates LP, a New York limited partnership engaged in business as a FINRA registered securities brokerage firm (“MA”) has been engaged non exclusively by GTX, Corp (the Issuer”) to assist the Issuer in obtaining a $200,000 investment from Chestnut Ridge Partners LP and $25,000 from another accredited investor (the “Investors”) for it its $2,000,000 Units offering. The signature by you below will confirm our mutual agreement with respect to the placement fee we will be entitled to receive for the introduction, through MA, to the Investors (the “Introduced Party”) who consummate an investment in the Issuer (the “Investment”). For the purposes of this Agreement, we are referred to herein as the Selling Agent, (“SA”)

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