Exhibit 4.11

                                    AGREEMENT

         THIS  AGREEMENT  ("Agreement")  is made and entered into as of the 29th
day of  October  2003,  by and  between  RETURN  ON  INVESTMENT  CORPORATION,  a
corporation  organized  and  existing  under the laws of the  state of  Delaware
("ROI"),  whose address is 1825 Barrett Lakes  Boulevard,  Suite 260,  Kennesaw,
Georgia  30144,  CHARLES A.  McROBERTS,  an individual  resident of Georgia ("C.
McRoberts"),  whose address is 7405 Princeton Trace,  Atlanta, GA 30328, JOHN W.
McROBERTS, an individual resident of Alabama ("J. McRoberts"),  whose address is
4109 Old Leeds  Lane,  Birmingham,  AL  35213,  and  CHARLES  PECCHIO,  JR.,  an
individual resident of Georgia  ("Pecchio"),  whose address is 15 Reynolds Lane,
Kingston,  GA 30145,  (C.  McRoberts,  J.  McRoberts,  and Pecchio  collectively
referred  to  as  the   "Shareholders"   and  individually   referred  to  as  a
"Shareholder").

                              W I T N E S S E T H:
                              --------------------

         WHEREAS, ROI and the Shareholders have entered into that certain Escrow
Agreement  dated October 20, 2000 (the "Escrow  Agreement"),  under the terms of
which  3,765,930  shares of ROI common  stock,  $.01 par value,  (the  "Escrowed
Shares")  were  held  in  escrow  by  SunTrust  Bank  for  the  benefit  of  the
Shareholders in the individual  amounts set forth next to such Shareholders name
on Schedule I; and

         WHEREAS,  the parties agree that the escrow shall be terminated  and in
consideration  for such  termination  a portion of the Escrowed  Shares shall be
released to the  Shareholders,  a portion  shall be returned to ROI, and Pecchio
shall  receive  certain  additional  shares to be held in escrow by ROI, in each
case subject to and in accordance  with the terms,  provisions,  conditions  and
limitations set forth in this Agreement.

         NOW, THEREFORE,  in consideration of the premises, the mutual covenants
and agreements set forth herein, and for other good and valuable  consideration,
the receipt,  adequacy and  sufficiency of which are hereby  acknowledged by the
parties  hereto,  the parties  hereto do hereby  mutually  covenant and agree as
follows:

         1. Release of Shares.  Upon execution of this Agreement and delivery to
ROI of an executed stock power by each of the Shareholders, ROI will deliver the
Escrowed  Shares  and  the  stock  powers  to  its  transfer  agent  along  with
instructions  to issue and  deliver  to the  Shareholders  the  following  stock
certificates:  309,383 shares to C.  McRoberts,  187,486 shares to J. McRoberts,
and 253,131 shares to Pecchio (collectively the "Released Shares").

         2.  Return of Shares  to ROI.  Upon  execution  of this  Agreement  and
delivery to ROI of an  executed  stock  power by each of the  Shareholders,  the
following  shares shall be released  from escrow and returned to the treasury of
ROI: 1,244,102 shares from C. McRoberts,  753,926 shares from J. McRoberts,  and
849,148 shares from Pecchio (collectively the "Returned Shares").

         3. Pecchio Right to Receive  Additional  Shares.  The remaining 168,754
shares of ROI  common  stock (the  "Additional  Pecchio  Shares")  to be held in
escrow by ROI (the "Pecchio Escrow") are subject to release as follows:

         (a) At the end of any  rolling  period  of  ninety  days in  which  the
closing  bid  price of ROI's  common  stock  does not drop  below  $4.00 for any
consecutive  five (5)  trading  days (such  price to be  adjusted  for any stock
splits or other  recapitalization  transactions  following the date hereof), ROI
shall release 84,377 shares of ROI common stock to Pecchio, subject to Section 5
of this Agreement; and/or

         (b) Immediately prior to the acquisition of ROI by another entity or if
ROI's  common  stock  has an  average  trading  price in excess of $5.00 for any
rolling thirty (30) calendar day period (such price to be adjusted for any stock
splits or other  recapitalization  transactions  following the date hereof), ROI
shall,  taking  into  account  whether  shares  have  been  issued  pursuant  to
subparagraph  (a) above,  release all  remaining  Additional  Pecchio  Shares to
Pecchio, subject to Section 5 of this Agreement.

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         Shares  remaining in the Pecchio Escrow,  if any, three (3) years after
the date of this Agreement shall be returned to ROI.  Pecchio shall enjoy all of
the rights and privileges related to the shares in the Pecchio Escrow unless and
until any of such shares are returned to ROI as described herein, including, but
not limited to, any and all voting rights and dividends, provided, however, that
any such  shares  that have not yet been  released  to Pecchio and any rights or
privileges associated therewith may not be sold, transferred, or pledged.

         4.  Termination  of Escrow  Agreement.  Upon  issuance of the  Released
Shares,  the Escrow Agreement shall be terminated and be of no further force and
effect.

         5.  Legend on Shares;  Piggyback  Registration.  Each  certificate  for
shares of ROI common stock issued hereunder, unless at the time of issuance such
shares  are  registered  under  the  Securities  Act of 1933,  as  amended  (the
"Securities  Act"),  shall bear the following legend (and any additional  legend
required by any national securities exchanges upon which such shares may, at the
time of such issuance, be listed or under applicable securities laws):

         The securities represented by this certificate have not been registered
         under the Securities Act of 1933, as amended (the "Securities Act"), or
         the securities  laws of any state.  They may not be sold,  transferred,
         assigned, pledged,  hypothecated,  encumbered, or otherwise disposed of
         in the absence of registration  under said Act and all other applicable
         securities laws, unless an exemption from registration is available.

The  Shareholders  shall have unlimited  piggyback  registration  rights for any
shares of ROI common stock issued hereunder. If ROI at any time proposes for any
reason to register any of its securities  under the Securities Act (other than a
registration  on Form S-8 or S-4 or on Form  SB-2  solely  for  purposes  of the
issuance of shares through an employee  benefit  plan),  it shall each such time
promptly give written notice to the  Shareholders of its intention to do so, and
upon the written  request,  given within  thirty (30) days after  receipt of any
such  notice,  of any of the  Shareholders  to register any shares of ROI common
stock  held by any of them,  ROI shall  cause all such  shares to be  registered
under the  Securities  Act,  all to the extent  requisite  to permit the sale or
other disposition by any of the Shareholders of the shares  respectively held by
them so registered.  ROI, at its sole expense,  shall take all actions  required
and prepare and file any and all documents  required  under the Act or any other
securities or "blue sky" laws of any jurisdictions  reasonably  requested by the
Shareholders  or  by  the  Securities  and  Exchange  Commission  or  any  other
regulatory agency.  Notwithstanding  the foregoing,  such piggyback rights shall
not apply at any time that a Shareholder may dispose of all of the shares of ROI
common stock issued hereunder pursuant to Rule 144 in one three month period.

         6.  Representations  and  Warranties of the  Shareholders.  Each of the
Shareholders,  respectively,  represents  and warrants to ROI that the following
representations  and warranties are true and correct in all material respects as
they relate to such Shareholder as of the date hereof:

         (a) Authority. The Shareholder has the requisite power and authority to
execute  and  deliver  this  Agreement  and  to  consummate   the   transactions
contemplated  hereby.  There  are no  actions  or  proceedings  pending  or,  to
Shareholder's  knowledge,  threatened,  involving  the  Shareholder  which might
reasonably be expected to materially  and adversely  affect the validity of this
Agreement or the transfer of the Escrowed Shares hereunder.

         (b) Right to Escrowed  Shares.  The  Shareholder  has the sole right to
receive his  respective  Escrowed  Shares as set forth on Schedule I hereto free
and  clear  of  all  liens,  charges,  claims  and  encumbrances.  There  are no
restrictions on the transfer of the Escrowed Shares,  except as set forth in the
Escrow Agreement.

         (c) No Conflict. Neither the execution or delivery of this Agreement or
the  consummation  of the  transactions  contemplated  hereby will constitute or
result  in a  default  or  violation  of any  indentures,  leases,  instruments,
judgments,  agreements,  decrees  or orders of any  court,  or to  Shareholder's
knowledge,  any  law,  ordinances,   requirements  or  regulations  which  might
reasonably be expected to materially  and adversely  affect the validity of this
Agreement, except as set forth in the Escrow Agreement.

         7.  Representations  and Warranties of ROI. ROI represents and warrants
to the Shareholders that the following  representations  and warranties are true
and correct in all material respects as of the date hereof:

         (a)  Authority.  This Agreement has been duly executed and delivered by
ROI and constitutes the legal, valid and binding  obligations of ROI enforceable
against ROI in accordance  with its terms.  There are no actions or  proceedings

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<PAGE>

pending or, to ROI's knowledge, threatened, involving ROI which might reasonably
be expected to materially and adversely affect the validity of this Agreement or
the transfer of the Released Shares hereunder.

         (b) No Conflict. Neither the execution or delivery of this Agreement or
the  consummation  of the  transactions  contemplated  hereby will constitute or
result  in a  default  or  violation  of any  indentures,  leases,  instruments,
judgments,  agreements,  decrees or orders of any court, or to ROI's  knowledge,
any law,  ordinances,  requirements  or  regulations  which might  reasonably be
expected to  materially  and  adversely  affect the validity of this  Agreement,
except as set forth in the Escrow Agreement.

         8. Further  Action.  At any time and from time to time,  the parties to
this Agreement agree, at their expense,  to take such actions and to execute and
deliver such documents as may be reasonably necessary to effectuate the purposes
of this Agreement.

         9.  Notices.  Any notice,  request or other  communication  required or
permitted  hereunder  shall be in writing  and shall be deemed to have been duly
given if sent by registered or certified mail, return receipt requested, postage
prepaid,  to the parties at their  respective  addresses set forth above,  or to
such other  addresses  as may be  furnished  in writing from time to time by any
party hereto to the other parties.

         10. Assignment. Except as permitted herein, none of the parties to this
Agreement may assign its respective rights and obligations hereunder without the
prior written consent of the other parties hereto.

         11. Release.  The  Shareholders  each confirm and agree that upon their
receipt of the Release Shares,  the Escrow Agreement shall be terminated and the
Shareholders  shall have no further right to receive shares of common stock from
ROI except as otherwise provided for herein in the case of Pecchio.  Further, as
a  condition   precedent  to  ROI's  obligations   under  this  Agreement,   the
Shareholders,   for  themselves,   their  successors  and  assigns,  agents  and
employees,  do hereby,  now and forever,  fully and finally,  GENERALLY RELEASE,
acquit and discharge  ROI,  including  without  limitation,  its past or present
successors,  assigns,  representatives,  employees, officers, directors, agents,
attorneys,   affiliates,  parent  and  subsidiary  corporations,   shareholders,
insurers, divisions, and, additionally as to any of such individuals, his or her
heirs,  executors and  administrators  (collectively  referred to hereinafter as
"Releasees"),  from  any  and  all  claims,  responsibility,  covenants,  suits,
judgments,  demands,  indebtedness,  promises,  agreements,  actions,  causes of
action,  obligations,  damages, costs, expenses,  compensation or liabilities of
any type or nature  whatsoever  which the  Shareholders now have, might have, or
might claim to have,  against any of the Releasees at this time,  whether or not
known, suspected, developed or undeveloped, anticipated or unanticipated, in law
or in equity,  which arise under, arise out of, relate to, or are connected with
any claim to stock or equity in ROI.

         12.  Terminology and Section  Headings.  All personal  pronouns in this
Agreement,  whether  used in the  masculine,  feminine  or neuter  gender  shall
include all other genders;  the singular shall include the plural and the plural
shall include the singular.  Titles of Paragraphs are for convenience  only, and
neither limit nor amplify the provisions of this Agreement.

         13. Binding  Effect.  Subject to the  restrictions  on assignments  set
forth in this Agreement,  this Agreement and the rights of the parties hereunder
shall  inure to the  benefit  of and be  binding  upon  the  parties  and  their
respective  legal  representatives,  successors  and  assigns.  Whenever in this
Agreement a reference is made to one of the  parties,  such  reference  shall be
deemed to include a reference to the legal  representatives,  heirs,  successors
and assigns of such party.

         14. Severability.  This Agreement shall be governed by and construed in
accordance  with,  and only to the extent  permitted  by, all  applicable  laws,
ordinances,  rules and regulations.  If any provision of this Agreement,  or the
application thereof to any person or circumstance,  shall, for any reason and to
any extent, be invalid or unenforceable, the remainder of this Agreement and the
application  of such  provision to other persons or  circumstances  shall not be
affected thereby,  but rather shall be enforced to the greatest extent permitted
by law.

         15.  Interpretation.  In  construing  the terms and  provisions of this
Agreement,  it is understood and agreed that no court or other interpretive body
shall  apply a  presumption  that  the  terms  of this  Agreement  shall be more
strictly or  particularly  construed  against one party  hereto by reason of the
fact that said party,  either  directly or through  its  agents,  prepared  this
Agreement,  it being understood and agreed that all parties,  either directly or
through their agents, have fully participated in the preparation hereof.

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         16. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Georgia.

         17. Entire Agreement. Except as specifically provided in this Agreement
to the contrary,  this Agreement  constitutes the entire  agreement  between the
parties hereto regarding the subject matter hereof,  and no modification  hereof
shall be effective  unless made a supplemental  agreement in writing executed by
each of the parties affected by such modification.

         18.  Taxes and  Expenses.  The parties  will be  responsible  for their
respective  costs and  expenses  of all  attorneys,  accountants,  and  advisors
retained  by  or  representing   them  in  connection  with  this   transaction.
Shareholders shall pay all sales,  documentary,  stamp and other transfer taxes,
if any, payable as a result of the sale and transfer of the Escrowed Shares,  or
payable as the result of any other action contemplated by this Agreement.

         19. Separate  Counsel and Tax Advice.  By signing this  Agreement,  the
parties hereto acknowledge that they have had the opportunity to obtain separate
counsel and tax advice  regarding  the  Agreement,  the Released  Shares and the
Returned Shares, and that they have read and understand this Agreement.

                            [Signature Page Follows]



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         IN WITNESS  WHEREOF,  the parties hereto have caused this instrument to
be executed in multiple counterparts, each of which shall be deemed an original,
with their  respective  seals affixed  thereto all as of the date and year first
above written.

RETURN ON INVESTMENT CORPORATION                 SHAREHOLDERS:


By: /s/ Arol R. Wolford                          /s/ CHARLES A. McROBERTS (SEAL)
   -----------------------------                 ------------------------------
   Its: President & Chief Executive Officer      CHARLES A. McROBERTS

         [CORPORATE SEAL]

                                                 /s/ JOHN W. McROBERTS    (SEAL)
                                                 ------------------------------
                                                 JOHN W. McROBERTS


                                                 /s/ CHARLES PECCHIO, JR. (SEAL)
                                                 ------------------------------
                                                 CHARLES PECCHIO, JR.




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                                   SCHEDULE I


              Shareholder                             Escrowed Shares
              -----------                             ---------------

              Charles A. McRoberts                      1,553,485

              John W. McRoberts                           941,412

              Charles Pecchio, Jr.                      1,271,033

              Total:                                    3,765,930