Consulting Agreement (2003)Full Document 

Start of Preview
                              CONSULTING AGREEMENT

         THIS CONSULTING AGREEMENT is made as of July 22, 2003 by and between
Invisa, Inc., a Nevada corporation with its principal place of business in
Sarasota, Florida (the "Corporation") and Patrick W. H. Garrard d/b/a The
Garrard Group of West Redding CT ("Consultant Company").

                                R E C I T A L S:

         WHEREAS, the Corporation is a publicly traded company; and

         WHEREAS, the Consultant Company is a firm providing investor, public,
trade and media relations services and marketing programs to public companies;
and

         WHEREAS, the Corporation and the Consultant Company have agreed to
enter into a consulting agreement for their mutual benefit pursuant to the terms
and conditions set forth hereinbelow ("Agreement").

         NOW, THEREFORE, in consideration of the mutual promises made herein,
and for other good and valuable consideration, receipt of which is hereby
acknowledged by each party, the parties, intending to be legally bound, hereby
agree as follows:

1.       DESCRIPTION OF SERVICES

         (1)      The Consultant Company represents and warrants to the
                  Corporation that the Consultant Company has the required
                  skills and experience to perform the duties and exercise the
                  responsibilities required of the Consultant Company as an
                  investor, public, trade and media relations consultant. In
                  carrying out these duties and responsibilities, the Consultant
                  shall comply with all lawful and reasonable instructions as
                  may from time to time be given by superiors representing the
                  Corporation.

         (2)      The Consultant Company agrees to act in an advisory and
                  consultative and action capacity for the Company in respect to
                  all of the items set forth in (a) through (n) below, and more
                  specifically agrees: (i) to develop and prepare (and/or to
                  supervise the development and preparation of) the items set
                  forth in (a), (b), (c), (d), (e), and (g) below; and (ii) to
                  perform the activities set forth in items (f), (h), (i), (j),
                  (k), (l), (m), (n) and (o) below:

                  (a)      The Corporation's Corporate Mission Statement;

                  (b)      The Corporation's 32-page "Corporate Bible";

                  (c)      The Corporation's website (including conceptualizing,
                           designing and programming);

                  (d)      The Corporation's corporate materials including, but
                           not limited to, a pocket folder and various color
                           inserts;

                  (e)      The Corporation's quarterly newsletter;

                  (f)      Establishment of a relationship with ADP shareholder
                           services and coordination with shareholder
                           communication efforts via ADP;


                                       2


                  (g)      The Corporation's corporate advertising materials for
                           National Investor Awareness Initiatives including,
                           but not limited to, a 16 page advertising newsletter
                           feature, email campaign components, inserts and
                           space-ads;

                  (h)      Assisting in providing guidance in the preparation,
                           writing and dissemination of press releases, reports,
                           annual reports or other informational material to be
                           sent from time to time to shareholders and/or
                           prospectively interested parties;

                  (i)      Development and management of an ongoing nationwide
                           public relations campaign for the
                           consumer/trade/media.

                  (j)      Ensuring complete and regular review of the
                           Corporation Investor Relations Program for the
                           purpose of maintaining its timely relevance to the
                           Corporation's requirements;

                  (k)      Providing the Corporation with (at least) a monthly
                           summary of activities, in writing and verbally;

                  (l)      Posting the Corporation corporate information on a
                           website specifically developed for the Corporation;

                  (m)      Providing the Corporation with a monthly list of all
                           contact information for: (i) all individuals or
                           others contacting Consultant Company or its
                           subcontractors regarding the Corporation; and (ii)
                           all individuals sent information regarding the
                           Corporation in response to any inquiry;

                  (n)      Maintain a record of all the mailing and contact
                           lists the Consulting Company uses in the event the

End of Preview