Investment
      Banking Services Agreement

    


    This
      Agreement has been entered into and is effective May 28, 2008 by and between
      Morlex, Inc., a Colorado corporation (“MORLEX”) and Joseph Gunnar & Co., LLC
      (“JGUN”). By execution of this agreement (the “Agreement”), MORLEX agrees to
      retain JGUN and JGUN agrees to be retained by MORLEX, pursuant to the following
      terms and conditions:

    


    1.
       Services. 
      JGUN
      shall devote general advisory time and attention to any presently ongoing and
      potentially upcoming MORLEX business combinations, future financings (including
      JGUN’s right to cover co-underwrite any such contemplated future financings by
      MORLEX during the term of this Agreement), general corporate finance or
      corporate advisory matters about which MORLEX shall request JGUN’s services,
      pursuant to the direction of Jason J. Kulpa, MORLEX’s Chief Executive Officer,
      or others designated by such Chief Executive Officer, as shall be determined
      reasonable, in scope and time required, by JGUN. It is acknowledged by MORLEX
      and JGUN that MORLEX shall not be required to accept nor use any services
      provided by JGUN. 

    


    2.
       Term. JGUN’s
      retention shall be for twelve (12) months commencing May 28, 2008 (the “Term”),
      which Term may be renewed upon mutual agreement of the parties hereto.


    


    3.  Non-exclusivity;
      Compensation.
      JGUN’s
      engagement hereunder shall be non-exclusive. MORLEX and JGUN agree that JGUN’s
      compensation for and in connection with corporate finance, future financings
      and
      corporate advisory needs, including, without limitation, merger, acquisition,
      sale of assets, joint venture shall be determined, on a case-by-case basis,
      by
      mutual agreement of the parties hereto. MORLEX shall reimburse JGUN, as and
      when
      billed, for out-of-pocket expenses reasonably incurred by JGUN in connection
      with services provided or to be provided. Such expenses contemplated may
      include, but are not limited to, printing, postage, travel, and lodging. It
      is
      acknowledged by JGUN that no single such expense in excess of $1,000 or monthly
      aggregate expense in excess of $5,000 shall be incurred without prior approval
      by MORLEX.

    


    4.
       Liability
      and Indemnification.
      

    


      (a)
       It
      is
      acknowledged by MORLEX that JGUN shall not be subject to liability to MORLEX
      or
      to any affiliate, officer, director, employee, shareholder or creditor of MORLEX
      by virtue of any act or omission in the course of or connected with the
      rendering or providing the services contemplated hereunder, except for JGUN
      acts
      of bad faith, willful misconduct or gross negligence.

    


    (b)
       MORLEX
      agrees to defend, indemnify and hold harmless JGUN from and against any and
      all
      costs, expenses, and liabilities (including reasonable attorney's fees) which
      may in any way result from Services rendered by JGUN pursuant to or in
      connection with this Agreement, except for JGUN acts of bad faith, willful
      misconduct or gross negligence.

    


    5.
       Notices. Notices
      must be sent to MORLEX and JGUN at their respective addresses set forth above
      to
      the attention of Jason J. Kulpa, Chief Executive Officer at MORLEX and Stephan
      A. Stein at JGUN. Any notice must be given by registered or certified mail,
      postage prepaid, and shall be deemed to have been given when deposited in the
      United States mail. Either party may designate any other address to which Notice
      shall be given by giving written notice to the other of such change of address
      in the manner described in this section.

    


    6.
       Governing
      Law.
      This
      Agreement has been made in the State of New York and shall be construed and
      governed in accordance with its laws. Any action relating to this Agreement
      may
      be brought in Federal and State courts in the City, County and State of New
      York.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    7.
       Entire
      Agreement.
      This
      Agreement contains the entire Agreement between MORLEX and JGUN, and may not
      be
      altered or modified, except in writing and signed by both.

    


    8.
       Binding
      Agreement.
      This
      Agreement shall be binding upon MORLEX and JGUN and their respective heirs,
      administrators, successors and assigns and may only be assigned upon written
      agreement of MORLEX and JGUN.

    


    The
      terms
      and conditions described above are understood and acceptable:

    


    
      	
              Joseph
                Gunnar & Co., LLC

            	 	
              Morlex,
                Inc.

            
	 	 	 	 	 
	
              By:

            	
              /s/
                Stephan A. Stein

            	 	
              By:

            	
              /s/
                Richard J. Berman

            
	
              Name:
                Stephan A. Stein

            	 	
              Name:
                Richard J. Berman

            
	
              Title:
                Chef Operating Officer

            	 	
              Title:
                Chairman

            


    

     

    
      
         

      

      
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