Exhibit 10.18

                           BUSINESS MANAGER AGREEMENT
                           --------------------------

                                  INTRODUCTION
                                  ------------

                  THIS BUSINESS MANAGER AGREEMENT,  dated as of July 8, 1999 (as
the same may be supplemented,  modified, amended, restated or replaced from time
to time in the manner provided herein, this "Agreement"), is by and between SPAR
INFOTECH,  INC., a Nevada  corporation  currently having an address at 303 South
Broadway,  Suite 140,  Tarrytown,  New York 10591  ("Infotech"),  SPAR MARKETING
FORCE,  INC.,  a Nevada  corporation  currently  having an  address at 303 South
Broadway,  Suite 140, Tarrytown,  New York 10591 ("Marketing  Force"),  and SPAR
MARKETING  SERVICES,  INC., a Nevada corporation  currently having an address at
303 South  Broadway,  Suite 140,  Tarrytown,  New York 10591 ("SMS").  The above
entities  are  sometimes  referred  to  herein  individually  as a  "Party"  and
collectively as the "Parties".

                                    RECITALS
                                    --------

                  The efforts of the Parties prior to the date of this Agreement
resulted  in the  creation of certain  Confidential  Information,  Software  and
Program  Documentation  (collectively  referred to herein as the "Joint Works").
The Parties have  determined  that it is in their best  interests to resolve any
existing or potential  disputes  concerning their respective rights in the Joint
Works, all upon the terms and provisions and subject to the conditions set forth
in this Agreement.

                                    AGREEMENT
                                    ---------

                  In  consideration  of the foregoing,  the mutual covenants and
agreements hereinafter set forth, and other good and valuable consideration (the
receipt  and  adequacy  of which is hereby  acknowledged  by the  Parties),  the
Parties hereto hereby agree as follows:

                  Section 1. DEFINITIONS. Each use in this Agreement of a neuter
pronoun  shall be deemed to include  references  to the  masculine  and feminine
variations  thereof,  and vice versa,  and a singular pronoun shall be deemed to
include a reference to the plural  variation  thereof,  and vice versa,  in each
case as the  context  may  permit or  require.  As used in this  Agreement,  the
following capitalized terms and non-capitalized words and phrases shall have the
meanings respectively assigned to them below, which meanings shall be applicable
equally to the singular and plural forms of the terms so defined:

                  (a)  "Business  Competitive  With  Infotech"  shall  mean  any
substantial  business  activity in collecting,  analyzing  and/or  disseminating
scanner data, ex-factory shipment data and/or other similar information.

                  (b) "Business Competitive With Marketing Force" shall mean any
substantial  business activity  conducted by any person that is competitive with
any substantial  business activity  conducted by any SPAR Company or PIA Company
at the Merger Effective Time (whether or not such person's  activity is actually
conducted  in  competition  with any SPAR  Company or PIA  Company),  excluding,
however,  any Business Competitive With Infotech (whether or not so conducted by
any SPAR Company or PIA Company).

                  (c)  "Confidential  Information"  includes  all field and file
definitions   and  source  code   relating  to  the  Software  and  the  Program
Documentation (as each are hereinafter defined),  including (without limitation)
the designs,  methods,  layouts,  processing procedures,  programming techniques
used or employed by the Parties,  including combinations thereof, in conjunction
therewith,   and  encompass  interactive  data  entry,  file  handling,   report
generation and all other aspects of operation.

                  (d) "Merger  Effective  Time" shall mean the "Effective  Time"
under (and as defined in) the  Agreement and Plan of Merger dated as of February
28, 1999,  among the SPAR Companies and the PIA Companies (which is the time the
merger  thereunder  takes effect and the


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SPAR Companies and PIA Companies come under common control),  as the same may be
supplemented,  modified,  amended, restated or replaced from time to time in the
manner provided therein.

                  (e) "PIA Company" and "PIA Companies" shall  respectively mean
any one or more of PIA MERCHANDISING SERVICES, INC., a Delaware corporation,  SG
ACQUISITION, INC., a Nevada corporation (which is merging into SPAR Acquisition,
Inc.),  PIA  MERCHANDISING  CO.,  INC.,  a  California  corporation,  and  their
respective subsidiaries as of the Merger Effective Time.

                  (f) "Program Documentation" means the user manuals,  handbooks
and other written materials relating to the Software, and any subsequent updates
or revisions to such scheduling software.

                  (g)  "Representative"  of  any  Party  shall  mean  any of its
directors, officers, employees, attorneys, heirs, executors,  administrators, or
agents, any of such Party's sublicensees, affiliates, successors and assigns, or
any of  their  respective  directors,  officers,  employees,  attorneys,  heirs,
executors, administrators, or agents.

                  (h)  "Software"  means  the  application  software  program(s)
respecting the "Business  Manager" Internet  scheduling  software  consisting of
executable object code programs for such scheduling  software and related screen
formats programmed to operate on the systems of the Parties,  and any subsequent
updates or revisions to such scheduling software.

                  (i) "SPAR  Company" and "SPAR  Companies"  shall  respectively
mean  any one or more of SPAR  ACQUISITION,  INC.,  a Nevada  corporation,  SPAR
MARKETING,  INC.,  a  Delaware  corporation,  SPAR  MARKETING,  INC.,  a  Nevada
corporation,  SPAR MARKETING FORCE,  INC., a Nevada  corporation,  SPAR, INC., a
Nevada corporation,  SPAR/BURGOYNE  RETAIL SERVICES,  INC., an Ohio corporation,
SPAR INCENTIVE  MARKETING,  INC., a Delaware  corporation,  SPAR MCI PERFORMANCE
GROUP,  INC.,  a  Delaware  corporation,  and SPAR  TRADEMARKS,  INC.,  a Nevada
corporation.

                  Section 2. THE JOINT WORKS; FUTURE  DEVELOPMENT;  SUBLICENSES;
LIMITS ON USE.


                  (a)  The  Parties  as  Co-Owners   of  the  Joint  Works.   In
consideration  for the  promises  made to it under  this  Agreement,  each Party
hereby grants and conveys to the other any and all right,  title and interest in
and to the Joint  Works that it may have as may be  required to render any other
Party a co-owner of the Joint Works.  Each party hereby  acknowledges and agrees
that each party is now and at all times has been a co-owner of all right,  title
and  interest in and to the Joint Works,  including  (without  limitation),  the
United States and international  copyright  interests  therein,  and any and all
moral rights in the Joint Works  recognized  by  applicable  law,  such that the
Parties each has and shall each continue to have, for any and all purposes,  the
right to transfer,  develop,  license,  control and otherwise  exploit the Joint
Works,  in whole  or in any  part,  as each of them may see fit,  in any and all
media  subject to the terms and  conditions  set forth in this  Agreement.  Each
party covenants and agrees that it shall in all future publications of the Joint
Works,  refer to its author as "SPAR Infotech,  Inc., SPAR Marketing Force, Inc.
and SPAR  Marketing  Services,  Inc." and state its  copyright  as "(C) [Date of
Publication] SPAR Infotech,  Inc., SPAR Marketing Force, Inc. and SPAR Marketing
Services, Inc." "All rights reserved."

                  (b)  Waiver  of  Claims  and  Rights  of   Participation   and
Accounting.  Each of the  Parties  hereby  knowingly  and  intentionally  waives
whatever  claims it may now have or may ever have against the other  Parties and
their respective Representatives for any claim related to rights of exploitation
of the Joint Works,  including  (without  limitation)  claims for  authorship or
copyright  infringement.  Each of the Parties knowingly and intentionally waives
any and all claims or rights that it may have or may ever have against the other
Parties and their respective  Representatives for


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any right of  participation  in, or accounting  for, the revenues that the other
party may derive from its use or exploitation of the Joint Works, in whole or in
part, without limitation.

                  (c) Future Development. The Parties acknowledge and agree that
any Party may  engage any other  Party from time to time to provide  programming
services, system work and other assistance in developing, revising and improving
the  Software  and/or  the  Program  Documentation,  which  shall be deemed  and
construed  to be for the benefit of all of the Parties.  The Parties  agree that
their  respective   contributions  to  all  such  improvements,   revisions  and
developments  shall be included  within the scope of the term "Software" and the
term  "Program  Documentation,"  respectively,  as such  terms  are used in this
Agreement and shall not be the sole property of any Party hereto.

                  (d)  Sublicenses.  Each Party from time to time may add one or
more  subsidiaries  or  affiliates  (but only those under common  ownership  and
control  with  the  Parties)  as a  sublicensee  under  this  Agreement  (each a
"Sublicensee" and collectively "Sublicensees").  Each Sublicensee hereby assumes
and agrees to be bound by the terms,  provisions  and conditions as set forth in
this  Agreement as if it were a "Party"  hereunder.  In the event the control or
ownership of any Sublicensee,  its business or  substantially  all of its assets
are sold or transferred so that such Sublicensee, business or assets cease to be
under common ownership and control with the sublicensing  Party, such subsidiary
or affiliate shall  automatically  cease to be a Sublicensee  hereunder from and
after such sale or transfer,  without, however, relieving or otherwise affecting
any  of  the  obligations  of  such  former  Sublicensees  with  respect  to its
obligations  with  respect to actions  or events  arising  prior to such sale or
transfer.

                  (e) Certain Limits on Use by Parties. Neither Infotech nor any
of its Sublicensees  shall use the Software or the Program  Documentation in any
material  respect in any Business  Competitive With Marketing Force; and neither
Marketing Force nor SMS nor any of their respective  Sublicensees  shall use the
Software or the Program  Documentation  in any material  respect in any Business
Competitive  With  Infotech.   The  Parties  acknowledge  and  agree  that  such
limitation  shall not  preclude  any Party or its  Sublicensees  from  using the
Software and the Program Documentation for any other purpose whatsoever (subject
to the licensing limitations of Section 5 hereof).

                  (f) No  Unpermitted  Users.  No Party shall  cause,  suffer or
permit  any of its  affiliates  or cause or enable  any other  person to use the
Software or the Program Documentation in any material respect unless such person
is a permitted Licensee or Sublicensee hereunder.

                  Section  3.  TERM.  The  term  of  this  Agreement   shall  be
perpetual.

                  Section 4. MUTUAL EXCULPATION AND RELEASE. No Party nor any of
its  Representatives  shall incur any liability to any other Party or any of its
Representatives  for any acts or omissions arising out of or related directly or
indirectly  to  any of  the  Software,  Program  Documentation  or  Confidential
Information,  any license,  use or application thereof, or any claims or actions
(including,  without limitation, claims for malfunction or infringement) and any
resulting  losses or expenses with respect  thereto of any Party or any of their
respective  Representatives of any kind or nature  whatsoever,  whether known or
unknown, in law or equity or otherwise;  and each Party (on behalf of itself and
each of its  Representatives)  hereby  expressly waives any and all such claims,
actions,  losses  and  expenses  against  each of the  releasing  Party  and its
Representatives  ever had, now have or hereafter can, shall or may have, against
the each other Party and its  Representatives by reason of any matter,  cause or
thing whatsoever from the beginning to the end of the world; provided,  however,
that  the  foregoing  release  shall  not  apply  to  the  Parties'   respective
obligations set forth in this Agreement.

                  Section 5. THIRD  PARTY  LICENSING..  Subject to the terms and
conditions  herein  contained,  each Party (but not its  Sublicensees) may grant
licenses to make, use or sell the

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Software and Program  Documentation  (a  "License") to one or more third parties
(each a "Licensee" and collectively "Licensees") on such terms and conditions as
such Party may elect,  provided,  however, that (a) Infotech shall not grant any
License to make,  use or sell the Software or the Program  Documentation  to any
Licensee whose business is a Business  Competitive With Marketing Force; and (b)
neither Marketing Force nor SMS shall grant any License to make, use or sell the
Software  or the  Program  Documentation  to any  Licensee  whose  business is a
Business Competitive With Infotech.

                  Section  6.  REPRESENTATIONS  AND  WARRANTIES  RESPECTING  THE
PARTIES.  Each Party  represents  and warrants to the each of the other  Parties
that,  as of the  date  hereof  that:  (a)  such  Party  is a  corporation  duly
incorporated,  validly existing and in good standing under the laws its state of
incorporation;  (b) such  Party has the legal  capacity,  power,  authority  and
unrestricted  right to execute and deliver this  Agreement and to perform all of
its obligations hereunder;  (c) the execution and delivery by such Party of this
Agreement and the performance by such Party of all of its obligations  hereunder
will  not  violate  or be in  conflict  with any  term or  provision  of (i) any
applicable law, (ii) any judgment, order, writ, injunction, decree or consent of
any court or other judicial  authority  applicable to such Party or any material
part of such  Party's  assets and  properties,  (iii) any of its  organizational
documents,  or (iv) any material  agreement or document to which such Party is a
party or subject or that applies to any material part of such Party's assets and
properties;  (d) no consent,  approval  or  authorization  of, or  registration,
declaration  or filing  with,  any  governmental  authority  or other  person is
required as a condition precedent,  concurrent or subsequent to or in connection
with the due and valid execution, delivery and performance by such Party of this
Agreement or the legality,  validity, binding effect or enforceability of any of
the terms and provisions of this  Agreement;  and (e) this Agreement is a legal,
valid and binding  obligation of such Party,  enforceable  against such Party in
accordance with its terms and provisions.

                  Section  7.  RELATIONSHIP  AMONG  THE  PARTIES.   No  term  or
provision of this  Agreement  is intended to create,  nor shall any such term or
provision be deemed or construed to have created, any employment, joint venture,
partnership,  trust, agency or other fiduciary  relationship between the Parties
and no Party  shall be  considered  as an  employee,  joint  venturer,  partner,
trustee, agent or other representative for or of any other Party. No Party shall
not be entitled  or have any power or  authority  to bind or obligate  any other
Party in any  manner  whatsoever  or to hold  itself out as an  employee,  joint
venturer, partner, trustee, agent or other representative of any other Party.

                  Section  8.  WAIVER  OF JURY  TRIAL.  In any  action,  suit or
proceeding  in any  jurisdiction  brought  against any Party by any other Party,
each Party hereby irrevocably waives trial by jury.

                  Section 9. CONSENT TO NEW YORK  JURISDICTION  AND VENUE,  ETC.
Each Party hereby consents and agrees that the Supreme Court of the State of New
York for the County of Westchester  and the United States District Court for the
Southern  District of New York each shall have personal  jurisdiction and proper
venue  with  respect to any  dispute  between  the  Parties;  provided  that the
foregoing  consent shall not deprive any Party of the right in its discretion to
voluntarily  commence or participate in any other forum having  jurisdiction and
venue. In any dispute,  no Party will raise, and each Party hereby expressly and
irrevocably  waives,  any  objection or defense to any such  jurisdiction  as an
inconvenient forum.

                  Section 10. NOTICES.  Except as otherwise  expressly provided,
any notice,  request,  demand or other communication permitted or required to be
given  under this  Agreement  shall be in  writing,  shall be sent by one of the
following  means to the  addressee  at the  address  set forth above (or at such
other  address as shall be  designated  hereunder by notice to the other parties
and persons receiving copies, effective upon actual receipt) and shall be deemed
conclusively to have been given: (i) on the first business day following the day
timely deposited with Federal

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Express  (or other  equivalent  national  overnight  courier)  or United  States
Express  Mail,  with the cost of  delivery  prepaid  or for the  account  of the
sender;  (ii) on the fifth business day following the day duly sent by certified
or registered United States mail,  postage prepaid and return receipt requested;
or (iii) when otherwise actually received by the addressee on a business day (or
on the next business day if received after the close of normal business hours or
on any non-business day).

                  Section 11. FURTHER  ASSURANCES.  Each Party agrees to do such
further acts and things and to execute and deliver such statements, assignments,
agreements, instruments and other documents as the other Party from time to time
reasonably  may  request in order to  effectuate  the  purpose and the terms and
provisions  of this  Agreement,  each  in  such  form  and  substance  as may be
acceptable to the Parties.  Without  limiting the  generality of the  foregoing,
each Party hereto will provide each other Party  hereto,  at such other  Party's
request and  expense,  with  copies of the source or object code  version of the
Software and any and all related  documentation  to enable such requesting Party
to develop and enhance the Software and the Program Documentation.

                  Section 12. INTERPRETATION,  HEADINGS,  SEVERABILITY, ETC. The
Parties  acknowledge  and agree that the terms and  provisions of this Agreement
have been negotiated,  shall be construed  fairly as to all parties hereto,  and
shall not be  construed in favor of or against any party.  The section  headings
contained in this Agreement are for reference purposes only and shall not affect
the meaning or interpretation  of this Agreement.  In the event that any term or
provision  of this  Agreement  (other  than  Section 1 hereof)  shall be finally
determined  to  be  superseded,  invalid,  illegal  or  otherwise  unenforceable
pursuant to applicable law by a governmental  authority having  jurisdiction and
venue,  that  determination  shall not impair or otherwise  affect the validity,
legality or  enforceability  (a) by or before that  authority  of the  remaining
terms and  provisions  of this  Agreement,  which  shall be  enforced  as if the
unenforceable  term or provision  were  deleted or reduced  pursuant to the next
sentence,  as applicable,  or (b) by or before any other authority of any of the
terms  and  provisions  of this  Agreement.  If any  term or  provision  of this
Agreement  is held to be  unenforceable  because of the scope or duration of any
such provision, the Parties agree that any court making such determination shall
have the power, and is hereby requested, to reduce the scope or duration of such
term or provision to the maximum  permissible  under applicable law so that said
term or provision shall be enforceable in such reduced form.

                  Section  13.  SUCCESSORS  AND  ASSIGNS;  ASSIGNMENT;  INTENDED
BENEFICIARIES.  Whenever in this Agreement reference is made to any person, such
reference  shall be deemed to include the successors,  assigns,  heirs and legal
representatives  of such person,  and,  without  limiting the  generality of the
foregoing, all representations,  warranties, covenants and other agreements made
by or on behalf of any Party in this Agreement shall inure to the benefit of the
successors,  assigns,  heirs  and legal  representatives  of each  other  Party;
provided,  however,  that nothing  herein shall be deemed to authorize or permit
any Party to assign any of its rights or obligations under this Agreement to any
other  person,  and each Party  covenants  and agrees that it shall not make any
such  assignment,  except as otherwise  provided in Section 5 hereof or with the
prior written consent of the other Parties. The representations,  warranties and
other terms and  provisions of this  Agreement are for the exclusive  benefit of
the Parties hereto, and, except as otherwise expressly provided herein, no other
person  (including  creditors of any party hereto) shall have any right or claim
against any Party by reason of any of those terms and  provisions or be entitled
to enforce any of those terms and provisions against any Party.

                  Section  14. NO WAIVER BY ACTION,  ETC.  Any waiver or consent
respecting any representation,  warranty, covenant or other term or provision of
this  Agreement  shall be effective  only in the  specific  instance and for the
specific  purpose  for  which  given  and shall  not be  deemed,  regardless  of
frequency given, to be a further or continuing waiver or consent. The failure or
delay of a Party at any time or times to require  performance of, or to exercise
its rights with respect to, any representation, warranty, covenant or other term
or provision of this Agreement in

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no manner (except as otherwise expressly provided herein) shall affect its right
at a later time to  enforce  any such  provision.  No notice to or demand on any
Party in any case shall  entitle  such  Party to any other or further  notice or
demand  in the  same,  similar  or  other  circumstances.  All  rights,  powers,
privileges,  remedies and other interests of each Party hereunder are cumulative
and not alternatives, and they are in addition to and shall not limit (except as
otherwise expressly provided herein) any other right, power,  privilege,  remedy
or other interest of such Party under this Agreement or applicable law.

                  Section 15. COUNTERPARTS;  NEW YORK GOVERNING LAW; AMENDMENTS;
ENTIRE AGREEMENT. This Agreement shall be effective as of the date first written
above when executed by all of the Parties. This Agreement may have been executed
in two or more  counterpart  copies of the entire document or of signature pages
to the  document,  each of which may be  executed  by one or more of the Parties
hereto,  but all of  which,  when  taken  together,  shall  constitute  a single
agreement  binding  upon all of the  Parties  hereto.  This  Agreement  shall be
governed by and construed in accordance  with the applicable  laws pertaining in
the State of New York (other than those that would defer to the substantive laws
of another  jurisdiction).  Each and every  modification  and  amendment of this
Agreement  shall be in writing  and signed by all of the  Parties,  and each and
every waiver of, or consent to any departure from, any representation, warranty,
covenant or other term or  provision of this  Agreement  shall be in writing and
signed by each affected Party.  This Agreement  contains the entire agreement of
the parties and supersedes all prior and other  representations,  agreements and
understandings  (oral or  otherwise)  between  the parties  with  respect to the
matters contained herein.


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                 [Signature Page to Business Manager Agreement]

                  IN  WITNESS  WHEREOF,  the  Parties  have  duly  executed  and
delivered this Agreement as of the date first above written.

                                      SPAR INFOTECH, INC.

                                      By:/s/ Robert G. Brown
                                         -----------------------------
                                             Robert G. Brown
                                             Chief Executive Officer


                                      SPAR MARKETING FORCE, INC.

                                      By:/s/ Robert G. Brown
                                         -----------------------------
                                             Robert G. Brown
                                             Chief Executive Officer

                                      SPAR MARKETING SERVICES, INC.

                                      By: /s/ Robert G. Brown
                                         -----------------------------
                                              Robert G. Brown
                                              Chief Executive Officer


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