EX-10.82 3 v02461_ex10-82.txt Exhibit 10.82 January 6, 2004 Mr. David L.E. Jones President SDR Metro 27367 Tungsten Road Euclid, OH 44132 Dear David: This is to confirm our agreement to extend the $600,000 payment due described in the Note between Radio Metrix Inc. and SDR Metro Inc. dated January 8, 2002 (the "Note"). Payment in full of the $600,000 will now be due on February 9, 2004. This change in the required date of payment does not alter or extend our 180 day period for right of redemption (described in the Remedy Upon Default Agreement dated January 8th, 2002) -- in other words the "clock starts ticking" on the right of redemption period on January 9, 2004. However, if SDR Metro receives $250,000 from us by February 8th, 2004 or earlier, you will accept that as full and final payment of the Note. As mentioned to you last night, we invite Brent Simon to visit us in the next few weeks here in Sarasota so that we can have a "brainstorming" session with our team (on our nickel). Based upon my dinner discussion with Brent, I think that he could help to significantly accelerate and expand Invisa's development efforts. While we did not have the chance to delve into specifics, I hope that Brent would want to work with us as a paid consultant. We should finalize compensation arrangements in our first meeting. Agreed and Accepted, By: /s/ Herb M. Lustig By: /s/ David L.E. Jones -------------------------- ------------------------- Herb M. Lustig David L.E. Jones President and CEO President Invisa, Inc. (parent company of SDR Metro, Inc. Radio Metrix) /s/ Barbara J. Baker 1-07-04 /s/ Pamela S. Brooking Barbara J. Baker Hendricks County MY COMMISSION # DD092635 EXPRESS Expires 10/23/11 April 30, 2006 BONDED THRU TROY FAIN INSURANCE, INC.