Conolog Corporation Selling Agent Agreement Sample Contracts

Conolog Corporation – Conolog Corporation Selling Agent Agreement (August 6th, 2009)

Conolog Corporation (the Company) proposes to offer for sale (the Offering) in a private offering pursuant to Regulation D promulgated under the Securities Act of 1933, as amended (the Act) (i) up to One Million Dollars($ 1,000,000) of convertible debentures convertible into shares of common stock (Convertible Debentures); (ii) common stock warrants (the Warrants); and (iii) Class B warrants (Class B Warrants) exercisable for 36 months into the Convertible Debentures(collectively, the Securities). Offers and sales of the Securities shall be to Accredited Investors (as defined in Regulation D promulgated by the Securities and Exchange Commission) or qualified institutional buyers as defined under Rule 144A. This letter agreement shall confirm our agreement concerning Garden State Securities, Inc. acting as exclusive selling or placement agent (the Selling Agent or GSS)) in connection with the sale of the Securities.