SETTLEMENT  AGREEMENT  (the  "Agreement"),  with an  effective  date as of
September 30, 2003, Dominix,  Inc. with an office located at 40 Marquette Drive,
Smithtown,  New York 11787 ("Dominix") and Joseph Krajkovich  residing at 8 Deer
Cross Lane, North Brunswick, NJ 08902 ("JK").

                                   WITNESSETH

      WHEREAS,   JK  previously  entered  into  an  agreement  with  the  former
management of Dominix  pursuant to which he invested $20,000 in Dominix on March
13, 2001 through a Convertible Debenture (the "Transaction") and alleges that he
was  entitled to  repayment  of said  investment  and/or  equity from Dominix in
connection therewith; and

      WHEREAS,  Dominix without  agreeing to or denying the claims of JK, wishes
to settle the claims  brought by JK with regard to the  Transaction on the terms
set forth herein and JK wishes to accept such terms of settlement; and

      WHEREAS,  Dominix  has  informed  JK that it is  contemplating  a  reverse
stock-split of its common stock of between approximately  1-for-150 to 1-for-200
(the "Reverse  Split") which it  anticipates  effecting  within 90 days from the
date thereof.

      NOW,  THEREFORE,  for  good and  valuable  consideration,  Dominix  and JK
intending to be legally bound, agree as follows:

      1. Stock Issuance.  Within seven (7) business days following the effective
date of the Reverse Split,  Dominix shall issue an aggregate of 35,000 shares of
common stock of Dominix to JK in full settlement of any and all obligations owed
by Dominix to JK (the "Settlement Shares"), including any and all claims arising
under the  Transaction.  Such  shares to be issued  shall be with a  restrictive
legend  but for  purposes  of the  holding  period  pursuant  Rule 144 under the
Securities Act of 1933, as amended,  Dominix acknowledges that the original date
of  issuance  shall be March 13,  2001.  Dominix  shall not be in breach of this
Agreement if the issuance of the restricted  common stock is delayed  because of
the  failure of the  transfer  agent to promptly  process  the  issuance of such
restricted common stock.

      2.  General  Release.  Upon  delivery of the  Settlement  Shares,  JK, his
successors  and assigns and any entity  controlled  or under the authority of JK
and JK's immediate family members, dependents, personal representatives,  heirs,
creditors, executors,  administrators,  successors, assigns or counsel do hereby
fully and forever, release waive and discharge Dominix, its officers, directors,
shareholders,  agents, attorneys, and employees,  affiliates,  and subsidiaries,
whether  past,  present,  or future (the  "Released  Parties")  from any and all
actions, suits, debts, demands,  damages,  claims,  judgments, or liabilities of
any nature,  including  costs and  attorneys'  fees,  whether  known or unknown,
including, but not limited to, all claims arising out of the Transaction, breach
of contract;  impairment of economic opportunity;  or any claim under common-law
or at  equity;  any  tort  or  claims  for  reimbursements  or  commissions.  JK


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acknowledges  and agrees that this  general  release and the covenant not to sue
set forth in this Section 2 are essential and material  terms of this  Agreement
and that,  without such release and covenant not to sue, no agreement would have
been  reached by the  parties  and no stock would be issued by Dominix to JK. JK
understands and  acknowledges  the significance and consequences of this release
and this Agreement.

      (a)  Covenant  Not to Sue.  To the  maximum  extent  permitted  by law, JK
covenants not to sue or to institute or cause to be instituted any action in any
federal,  state,  or local agency or court against any of the Released  Parties,
including  but not limited to any of the claims  released in paragraph 2 of this
Agreement.  In the event of JK's breach of the terms of this Agreement,  without
prejudice to Dominix's other rights and remedies  available at law or in equity,
except  as  prohibited  by law,  JK shall be liable  for all costs and  expenses
(including,  without limitation,  reasonable attorney's fees and legal expenses)
incurred by any of the Released Parties.

      (b)  Non-Disclosure.  Dominix  and JK agree that they shall not  disclose,
divulge or furnish to any person or entity the contents of this Agreement or the
circumstances relating to Transaction, except as required by law, or pursuant to
valid subpoena,  discovery notice, demand or request, or Court order or process,
provided,  however,  that Dominix and JK may disclose such  information to their
attorney, accountant or as required by law.

      3. Governing Law. This  Agreement  shall be interpreted  under the laws of
the State of New York. In the event of litigation arising out of this Agreement,
the parties  hereto  consent to the  personal  jurisdiction  of the State of New
York, County of New York.

      4. Binding  Agreement.  This  Agreement  represents  the entire  agreement
between  the   parties   and   supercedes   all  prior   agreements,   promises,
understandings,  letters of  intent,  covenants,  arrangements,  communications,
representations or warranties,  whether oral or written,  by any party hereto or
by any related or unrelated third party. All exhibits  attached hereto,  and all
certificates,  documents  and other  instruments  delivered  or to be  delivered
pursuant to the terms hereof are hereby expressly made a part of this Agreement,
and all references herein to the terms "this Agreement",  "hereunder", "herein",
"hereby" or "hereto"  shall be deemed to refer to this Agreement and to all such
writings.

      5.  Successors  and Assigns.  As used herein the term "the parties"  shall
include their respective successors in interest, licensees or assigns.

      6.  Execution.  Each  person  who  signs  this  Agreement  on  behalf of a
corporate entity represents and warrants that he has full and complete authority
to execute this  Agreement  on behalf of such entity.  Each party shall bear the
fees and expenses of its counsel and its own  out-of-pocket  costs in connection
with this Agreement.


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      7.  Counsel.   Each  of  the  parties  acknowledge  that  they  have  been
represented by counsel of their choice in the  negotiation and execution of this
Agreement.

      8. Captions.  The captions appearing in this Agreement are for convenience
only, and shall have no effect on the  construction  or  interpretation  of this
Agreement.

      9.  Non-Disparagement.  Each party mutually  agrees to refrain from making
public or  private  comments  or taking  any  actions  which  disparage,  or are
disparaging,  derogatory or negative statements about the other, the business of
any party or the products, policies or decisions of any party, or any present or
former  offices,  directors or  employees  of any party or any of its  operating
divisions,  subsidiaries  or affiliates.  Further,  each party agrees to conduct
themselves  at all times in the future in a manner  respectful  of each  other's
rights and privileges and to refrain from engaging in any actions detrimental to
the other's personal and professional welfare.

      IN  WITNESS  WHEREOF,  Dominix  and JK have  made and  entered  into  this
Settlement Agreement as of the first date set forth above.


                                             DOMINIX, INC.


                                             -----------------------------------
                                             By:  Andrew J. Schenker
                                             Title: President


                                             JOSEPH KRAJKOVICH


                                             -----------------------------------


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