Exhibit 10.22


                                                     August 25, 2003


Dr. Jack Kachkar MD Chairman INYX, INC.
801 Brickell Avenue
Miami, FL 33131

RE: INVESTMENT BANKING AGREEMENT

Dear Mr. Kachkar:

This letter  confirms the terms upon which INYX,  INC. (the  "Company")  engages
Duncan  Capital LLC  ("Duncan") to provide  investment  banking  services to the
Company. This Agreement will be deemed to be effective as of August 25, 2003.

1.   Scope of Engagement.
     --------------------

     The  Company  hereby  engages  (the  "Engagement")  Duncan to: (i) secure a
     series of financings,  including an initial financing of $2.5 million to $3
     million through convertible  preferred stock as outlined in a proposed term
     sheet dated  August 25, 2003  (collectively,  "Financing")  or other equity
     financing acceptable to the Company;  (ii) provide other investment banking
     advisory and services;  cultivate  increased  investor  interest and buying
     activity in the Company's  common  stock;  and related  investor  relations
     counsel (collectively, "services").

     Commencing with the start of this Agreement, Duncan will cultivate steadily
     increasing  trading  volume in the  Company's  common  stock;  Duncan  will
     endeavor to increase  trading from less than the 8,500 shares average daily
     volume presently to 20,000 shares or higher average daily volume within the
     first 30 days,  to 30,000  shares or higher  average daily volume within 60
     days,  to 40,000  shares or higher  average  daily  volume  within 90 days.
     During this period, it is contemplated that between 1 million and 2 million
     of the Company's  common shares will be purchased in the open market;  this
     will include shares  purchased by Duncan and/or  affiliates of Duncan;  all
     such stock buying will be conducted in full compliance with and governed by
     U.S. securities regulations.

2.   Scope of Work.
     --------------

     In connection with the Engagement:

     a.   Duncan will familiarize itself to the extent it deems appropriate with
     the  business,  operations,  financial  condition,  and  prospects  of  the
     Company;

     b.   For any Financing, the Company, with Duncan's assistance, will prepare
     a Confidential  Business Plan and/or Executive Summary Plan  ("Confidential
     Plan"), which will contain various matters including:  (i) a description of
     the Company,  its business,  assets,  growth prospects and management;  and
     (ii)  certain  detailed  past  and  projected  financial  information.   If
     required, the Company will update the Confidential Plan as necessary;

<PAGE>


     c.   Duncan  will  identify  and   introduce   possible   capital   sources
     ("Duncan-Identified  Capital  Sources")  that  might  have an  interest  in
     receiving the Confidential Plan and evaluating  providing  Financing to the
     Company;  the Identified Capital Sources will be presented by Duncan to the
     Company for its approval; such approved capital sources shall be considered
     Duncan's sources for purposes of this contract.

     d.   Duncan is authorized,  on the Company's  behalf,  to release copies of
     the Confidential Plan and to relay other information on the Company to such
     Identified  and  Approved  Capital  Sources  pursuant to a  Confidentiality
     Agreement to be entered between Duncan and such possible sources;

     e.   Duncan  will  assist  the  Company  and  its  Board  of  Directors  in
     evaluating any Financing and other investment banking transactions; and

     f.   If  requested,  Duncan  will  participate  in meetings of the Board of
     Directors  of  the  Company   (either  in  person  or  by   telephone,   as
     appropriate).

3.   Company Responsibilities, Representations and Warranties.
     ---------------------------------------------------------

     3.1  In connection with the Engagement:

     a.   The Company agrees to cooperate with Duncan and will furnish to Duncan
     all information and data concerning the Company (the "Information"),  which
     Duncan  reasonably deems appropriate for purposes of rendering its services
     hereunder,  and will  provide  Duncan  access  to the  Company's  officers,
     directors, employees and advisors;

     b.   The Company  represents  and  warrants to Duncan that all  information
     included or incorporated by reference in any Confidential Plan or otherwise
     made  available  to Duncan by the  Company to be  communicated  to possible
     lenders  in   connection   with  a  Financing  or  to  investors  in  other
     Company-related  transactions  in which  Duncan  is  involved:  (i) will be
     complete and correct and does not and will not contain any untrue statement
     of a material fact or omit to state a material  fact  necessary in order to
     make the statements  made, in light of the  circumstances  under which they
     were made, not misleading;  and (ii) any projected financial information or
     other forward-looking  information that the Company provides to Duncan will
     be made by the Company in good faith,  based on management's best estimates
     at the time and based on facts and  assumptions  that the Company  believes
     are reasonable;

     c.   The Company agrees to promptly  notify Duncan if the Company  believes
     that any  information  that was  previously  provided  to Duncan has become
     materially misleading or inaccurate in any way;

     d.   The Company  acknowledges  and agrees that,  in rendering its services
     hereunder,  Duncan  will be  using  and  relying  on the  information  (and
     information available from public sources and other sources deemed reliable
     by Duncan) without  independent  investigation  or verification  thereof or
     independent  appraisal  or  evaluation  of the  Company or its  business or
     assets,  or of any other party to a Financing or any other  Company-related
     transaction in which Duncan is involved.  Duncan has no responsibility  for
     the accuracy or completeness of the Confidential Business Plan or any other
     information regarding the Company; and

<PAGE>


     e.   The Company agrees it is solely responsible for the decision to accept
     any Financing and  acknowledges  that Duncan is not responsible for the due
     diligence,  legal or regulatory  compliance,  and success or failure of any
     Financing.

     3.2  The   references  in  this  Section  3  to  the  Company  will,   when
     appropriate, be deemed also to include its parent(s), subsidiaries or other
     affiliates.  3.3 Any advice  rendered by Duncan during the Engagement or in
     meetings  with the Company and/ or its Board of  Directors,  as well as any
     written materials  provided by Duncan,  are intended solely for the benefit
     and confidential use of the Company and will not be reproduced, summarized,
     described  or  referred  to or given to any other  person  for any  purpose
     without  Duncan's prior wriconsent  (except for the Company's  accountants,
     attorneys and similarly employed and/or engaged persons).

     3.4  The Company  represents  to Duncan that the Company has not engaged in
     any public or private offering of securities or taken or failed to take any
     action that would  cause any  Financing  not to qualify  for an  applicable
     exemption  from  registration  under the Securities Act of 1933, as amended
     (the "Act"). Further the Company agrees not to solicit any offerees or take
     any action which might  jeopardize the  availability of exemption under the
     Act.

4.   Duncan's Fees.
     --------------

     As compensation for its services,  the Company agrees to pay Duncan fees as
     follows:

     4.1  Retainer Fee. As compensation for services rendered in connection with
     this Agreement,  the Company agrees to compensate Duncan as follows: (i) to
     pay  Duncan a monthly  cash  retainer  fee of $7,500  due in advance on the
     first of each month;  (ii) at the commencement of this Agreement,  to issue
     to Duncan 300,000 stock  purchase  warrants with an exercise price of $1.25
     per share;  and (iii) if the Company's  market  capitalization  reaches $50
     million  to  qualify to have its  common  stock  listed for  trading on the
     American Stock Exchange  without having to effect a reverse stock split, it
     will issue to Duncan an additional  300,000 warrants with an exercise price
     of $1.25 per share  when Amex  listing is  commenced.  All shares of common
     stock  underlying  warrants  issued to  Duncan  will be  registered  by the
     Company for trading within 30 days of issuance and the term of the warrants
     will be five years and will be fully assignable by Duncan.

     4.2  Financing  Fee. As  compensation  for services  rendered in connection
     with  any  Financing  completed  by  the  Company  with   Duncan-Identified
     Investors,  Duncan  will be  compensated  as follows:  Upon  closing of any
     Financing,  Duncan  will  be paid a cash  fee  equal  to 8% on any  capital
     raised.  To the extent  Duncan has used any other  agents,  Duncan will pay
     them directly or at Duncan's  option,  and subject to  compliance  with all
     applicable laws, rules and regulations, the Company will pay such agent and
     reduce  Duncan's  Financing  Fee by such amount.  Any  expenses  previously
     approved in writing by the Company will be  reimbursed to Duncan as well at
     each closing of a Financing unless the Company,  at Duncan's  request,  has
     paid such expenses in advance.

     4.3  Warrants.   For  any   Financing   completed   by  the  Company   with
     Duncan-Identified Investors, Duncan will also receive warrants equal to 10%
     coverage on any equity, debt or convertible  security issued as part of the
     Financing;  with the warrant coverage  assuming full conversion at the then
     market  price,  and with the  warrant  exercise  price equal to 120% of the
     Company's common stock price at the date that a Financing closes,  and with
     piggyback  registration rights on the common stock underlying the warrants.
     The term of the warrants will be five years and will be fully assignable by
     Duncan.

<PAGE>


     4.4  Follow-On  Financing.   For  a  period  of  18  months  following  the
     termination  of this  Agreement and if any Financing is completed  with any
     Duncan-Identified  Investors,  Duncan  shall be entitled to receive fees as
     set forth in this Section 4 with respect to any such transaction.

5.   Expenses.
     ---------

     The  Company  will  reimburse  Duncan  for  all  normal  business  expenses
     (including  fees and  expenses  of its  counsel  and any other  independent
     experts  retained by Duncan)  reasonably  incurred by it in connection with
     its Engagement hereunder, whether or not any Financing is consummated. Such
     reimbursement  will be  payable  promptly  upon  submission  by  Duncan  of
     statements  to the Company,  which usually will be issued  monthly.  If any
     expense shall exceed $500, Duncan shall obtain the prior written consent of
     the Company before incurrence of such expense.

6.   Scope of Responsibility, Etc.
     -----------------------------

     Neither  Duncan  nor any of its  affiliates  (nor any of  their  respective
     control persons, directors,  officers, employees or agents) shall be liable
     to the Company or to any other person claiming  through the Company for any
     claim, loss, damage,  liability, cost or expense suffered by the Company or
     any such person arising out of or related to Duncan's Engagement  hereunder
     (a  "Company  Claim")  except  for a claim,  loss or  expense  that  arises
     primarily out of or is based primarily upon any action or failure to act by
     Duncan, other than an action or failure to act undertaken at the request or
     with the written consent of the Company,  that is found in a final judicial
     determination (or settlement  tantamount  thereto) to constitute bad faith,
     willful misconduct or gross negligence on the part of Duncan.

7.   Indemnification.
     ----------------

     The Company agrees to indemnify and hold harmless Duncan and its affiliates
     (and their respective control persons, directors,  officers,  employees and
     agents) to the full  extent  lawful  against  any and all  claims,  losses,
     damages,  liabilities,  costs  and  expenses  as  incurred  (including  all
     reasonable fees and  disbursements of counsel and all reasonable travel and
     other out-of-pocket  expenses incurred in connection with investigation of,
     preparation  for and  defense of any  pending or  threatened  claim and any
     litigation or other proceeding  arising therefrom arising out of or related
     to any actual or proposed Financing or Duncan's Engagement hereunder in any
     way (a "Duncan  Claim"),  except that the Company shall not be obligated to
     indemnify,  hold harmless and/or pay any fees or expenses to any person for
     a Duncan  Claim if such  Duncan  Claim  arises  out of or is based upon any
     action  or  failure  to act by  Duncan,  that is found in a final  judicial
     determination (or settlement  tantamount  thereto) to constitute bad faith,
     willful misconduct or gross negligence on the part of Duncan.

     The Company will not,  without the prior written consent of Duncan,  settle
     any  litigation  relating  to  Duncan's  Engagement  hereunder  unless such
     settlement  includes  an express,  complete  and  unconditional  release of
     Duncan and its affiliates (and their respective control persons, directors,
     officers, employees and agents) with respect to all claims asserted in such
     litigation or relating to Duncan's Engagement hereunder, such release to be
     set forth in an instrument signed by all parties to such settlement.

<PAGE>


     Without in any way  diminishing the Company's  indemnification  obligations
     herein,  the Company shall at all times maintain insurance that is adequate
     and sufficient to cover any indemnification requirements hereunder.

8.   Term and Termination.
     ---------------------

     Initially, Duncan's Engagement hereunder may be terminated, with or without
     cause,  by either the Company or Duncan upon 30 days' prior written  notice
     to the other party. Commencing on the closing date of the initial financing
     that is  completed  by Duncan  for the  Company,  Duncan  will  become  the
     Company's  exclusive  investment  banker for a 12-month term,  whereby then
     Duncan's Engagement hereunder may be terminated,  with or without cause, by
     either the  Company or Duncan  upon 90 days'  prior  written  notice to the
     other party.  However,  no  termination  will affect  Duncan's right to (a)
     expense reimbursement under Section 5 herein, (b) receipt of payment of the
     fees pursuant to Section 4 herein, (c) the indemnification  contemplated by
     Section 7 herein,  and (d) right to any  accrued  but  unpaid  compensation
     expressly due under this Agreement.

9.   Governing Law; Jurisdiction; Waiver of Jury Trial; Optional Arbitration.
     ------------------------------------------------------------------------

     This  Agreement  will be  deemed  made in New York and will be  exclusively
     governed by the laws of the State of New York with  regards to the conflict
     of law principles contained therein.

     Any dispute arising hereunder, if not settled by mutual agreement, shall be
     settled by arbitration.  The  arbitration  shall be conducted in accordance
     with the rules then obtaining of the American Arbitration  Association by a
     single  arbitrator  appointed in  accordance  with such rules.  Arbitration
     shall take place in New York, New York.

     This Letter  Agreement will be deemed made in New York and will be governed
     by the laws of the State of New York with  regards to the  conflict  of law
     principles  contained  therein.  The  Company  irrevocably  submits  to the
     jurisdiction  of any court of the State of New York, for the purpose of any
     suit, action or other proceeding  arising out of this Letter Agreement,  or
     any of the agreements or transactions contemplated hereby, which is brought
     by or  against  the  Company.  Each  of the  Company  (and,  to the  extent
     permitted by law, on behalf of the Company's  equity holders and creditors)
     and Duncan hereby knowingly, voluntarily and irrevocably waive any right it
     may have to a trial by jury in respect of any claim based upon, arising out
     of or in  connection  with  this  Letter  Agreement  and  the  transactions
     contemplated  hereby  (including,  without  limitation,  any  Financing  or
     Acquisition).

10.  No Rights in Equityholders, Creditors.
     --------------------------------------

     This  Letter  Agreement  does not  create,  and will  not be  construed  as
     creating,  rights  enforceable  by any person or entity not a party hereto,
     except those  entitled  thereto by virtue of Section 7 herein.  The Company
     acknowledges  and  agrees  that  (a)  Duncan  will  act  as an  independent
     contractor and is being retained  solely to assist the Company in corporate
     finance  matters,  and that  Duncan is not  being  retained  to advise  the
     Company on, or to express any  opinion as to, the wisdom,  desirability  or
     prudence of consummating any Financing;  and (b) Duncan is not and will not
     be  construed as a fiduciary  of the Company or any  affiliate  thereof and
     will have no duties or  liabilities  to the equity  holders or creditors of
     the Company, and affiliates of the Company or any other person by virtue of
     this Letter Agreement and the retention of Duncan  hereunder,  all of which
     duties and liabilities are hereby expressly waived.  Neither equity holders
     nor  creditors of the Company are  intended  beneficiaries  hereunder.  The
     Company  confirms  that it will rely on its own  counsel,  accountants  and
     other similar expert advisors for legal, accounting,  tax and other similar
     advice.

<PAGE>



11.  Duncan; Other Activities.
     -------------------------

     It is understood and agreed that Duncan  affiliates may, from time to time,
     make a market in, have a long  position,  buy and sell or otherwise  affect
     transactions  for  customer  accounts  and for  their own  accounts  in the
     securities  of, or perform  investment  banking or other  services for, the
     Company  and  other  entities  which  are  or may  be  the  subject  of the
     Engagement  contemplated by this Letter Agreement.  This is to confirm that
     possible investors identified or contacted by Duncan could include entities
     in respect of which  Duncan may have  rendered or may in the future  render
     services.  Nothing  herein shall be  interpreted  as  permitting  Duncan to
     violate any insider  trading laws or any  provisions of the  Sarbanes-Oxley
     law. Notwithstanding anything to the contrary provided herein or elsewhere,
     Duncan  shall not  directly  and/or  indirectly  for itself,  and shall not
     recommend any person directly and/or indirectly, short or perform a similar
     transaction relating to the Company's stock.

12.  Miscellaneous.
     --------------

     This Letter  Agreement  may not be  modified  or amended  except in writing
     executed in counterparts,  each of which will be deemed an original and all
     of which will constitute one and the same instrument.



<PAGE>


If the  foregoing  correctly  sets forth our  Agreement,  please so  indicate by
signing  below and  returning  an  executed  copy to Duncan  Capital  LLC.  This
Agreement   may  be  executed  by  the   exchange   by   facsimile/telecopy   or
e-mail/electronic  signature between the Parties of signed  counterparts of this
Agreement.  We look forward to working  with you and the rest of the  management
team in a long-term  relationship  that  assists the  Company in  achieving  its
business goals.



Sincerely,                                           ACCEPTED AND APPROVED:



DUNCAN CAPITAL LLC                                INYX, INC.



/s/Jay M. Green                                    /s/ Dr. Jack Kachkar MD
------------------------------                    ------------------------------
Name:    Jay M. Green                             Name:    Dr. Jack Kachkar MD
Title:   Managing Director                        Title:   Chairman
Date:    As of August 26, 2003                    Date:    As of August 26, 2003