Exhibit 10.16

[Bank Leumi Letterhead]
                                                             Bank Leumi (UK) plc

                                                              20 STRATFORD PLACE
Account Manager:        Diane Lamoon                            LONDON, W1C  1BG
Direct Line:            020 7907 8087                   TELEPHONE: 020 7907 8000
Direct Facsimile:       020 7907 8163                         FAX: 020 7907 8001



The Company Secretary,
Invu Services Limited
The Beren, Blisworth Hill Farm,
Stoke Road, Blisworth,
Northants NN7 3DB

13 June 2002

Dear Sir,

We, Bank Leumi (UK) plc (the Bank),  refer to our recent discussions as a result
of which we are pleased to make  available  to your  Company the  undermentioned
facilities:-

Borrower

Invu Services Limited (the Company / Borrower)

Purpose:

Advance To assist with the day to day expenses of the company.

Amount:

Up to an amount not exceeding

(pound)250,000 (Two Hundred & Fifty Thousand Pounds)

Term:

Advance  repayable on Demand.  It is the present intention of the Bank to review
the facilities in December 2002.

Interest Rates and Commission:

Interest and Commission will be charged as follows:

Advance  facilities  - Base  Rate as  posted  from  time  to time in the  Bank's
Premises (Base Rate), currently 4%, plus 3% per annum payable quarterly.

Interest  chargeable,  unless  otherwise  stated,  will be calculated on a daily
basis and on the basis of a 365 day year.

Please note that drawings in excess of the agreed facilities,  taken WITHOUT THE
PRIOR WRITTEN  AGREEMENT OF THE BANK, are charged  interest thereon at Base Rate
plus 5% per annum for (the Bank's  Standard Rate of Interest).  Any interest not
promptly paid on the due date will be capitalised and compound  interest will be
charged thereon as well before as after any demand or judgement.

<PAGE>

In the event of any variance  between the above Rates and the rates specified in
any security documents,  as defined in the Security Clause below,  whether these
are executed  before or after the Facility  Letter,  the Rates  specified in the
Facility Letter shall prevail.

Fees:

The agreed fee of  (pound)2,500  will be debited to your account upon acceptance
and a further fee will be payable by the Borrower upon review in accordance with
our then standard terms, conditions and scale.

All costs and  professional  fees incurred by us in placing these  facilities at
your  disposal,  maintaining  them and  enforcing  the  Facility  Letter and the
security  therefor  shall be for the account of the Borrower.  This includes our
fees which will be payable by you despite any defects that may arise as a result
of our enquiries which preclude our continuing to extend the facilities  offered
in the Facility Letter.

Security:

As  agreed,  the  security  for the  facilities  will be as  follows  and unless
otherwise agreed in the Bank's standard form:-

1. A Guarantee of Vertical Investments Limited in the sum of (pound)250,000.

2. Any  security  to support the  Guarantee  referred to above that the Bank may
reasonably require

Any  security,  which is now held or may  hereafter be held by the Bank is to be
available  as cover for all  liabilities  whether  actual or  contingent  of the
Borrower to the Bank at any time.

Where  appropriate  we shall be writing to all third  parties  who have given or
joined in the giving of items of security as detailed above.

Conditions Precedent:

The undermentioned items will be required prior to drawdown:-

A.       A copy of the  Facility  Letter duly  accepted by the Company  together
         with a Board  Resolution  of the Company (in a form  acceptable  to the
         Bank) authorising the acceptance of the Facility Letter.

B.       Completion of the requisite security to the satisfaction of the Bank.

<PAGE>

Please  provide  us with a copy  of the  Company's  audited  accounts  within  a
reasonable period of the end of the financial year to which they relate.

In this respect may we remind you that it is now a legal requirement for limited
companies that audited  accounts are produced and registered at Companies  House
within 10 months of the end of a company's financial year.

The  facilities  offered  in the  Facility  Letter  will  expire,  at  our  sole
discretion,  unless the enclosed  copy of the Facility  Letter is received by us
duly accepted within 21 days of the date of the Facility Letter

The facilities and the security  therefor shall be construed in accordance  with
the Laws of England. The English Courts shall have non-exclusive jurisdiction.

Please  confirm your  acceptance  of the terms and  conditions  contained in the
Facility  Letter by signing the attached  copy, in  accordance  with the Mandate
that we hold, dating it and returning it to us together with a certified copy of
a Resolution of your Board of Directors on the lines of the attached draft.

We are pleased to be of assistance to you in this matter.

Yours faithfully,
BANK LEUMI (UK) PLC


/s/ illegible                                        /s/ illegible

DEPUTY GENERAL MANAGER                               ASSISTANT MANAGER

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

ACCEPTANCE

Accepted this 13th day of June 2002 for and on behalf of Invu Services

Limited pursuant to a resolution of the Board of Directors dated 12th June 2002

Director /s/ David Morgan
        -----------------------------

Director /s/ John Agostini
        -----------------------------