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                                  EXHIBIT 10(d)

                                CLOSING AGREEMENT
                                -----------------

This Closing Acquisition Agreement (the "AGREEMENT") is made and entered into
this 23rd day of July, 2002, by and between QUIK PIX, INC., a Nevada Corporation
("QPI"), IMAGING TECHNOLOGIES CORPORATION, a Delaware corporation ("ITEC"), and
JOHN CAPEZZUTO, an adult individual ("MR. CAPEZZUTO") (each referred to herein
as a "Party" and together referred to as the "Parties"), and is based upon the
following Recitals:

                                 R E C I T A L S
================================================================================

C.       On June 12, 2002 the Parties entered into a Share Acquisition Agreement
         (the "ACQUISITION AGREEMENT").

D.       As of the date of this Agreement, the transaction contemplated in the
         Acquisition Agreement has not closed.

D.       The Parties have decided to close the transaction contemplated in the
         Acquisition Agreement on the terms set forth herein.

         NOW, THEREFORE, in consideration of the foregoing premises and the
         mutual promises and covenants recited, and for other good and valuable
         consideration, the receipt and sufficiency of which are hereby
         acknowledged, the Parties, intending to be legally bound, agree as
         follows:

                                A G R E E M E N T
================================================================================

1.       CONSIDERATION FOR CLOSING. In addition to the consideration provided in
         the Acquisition Agreement, ITEC hereby grants to QPI a license to
         ITEC's ColorBlind software on the terms and conditions of the License
         Agreement attached hereto and incorporated herein as Exhibit A.

2.       DISTRIBUTION AGREEMENT. The distribution agreement referred to in
         Paragraph 4. Of the Acquisition Agreement is attached hereto and
         incorporated herein as Exhibit B. The Parties hereby waive any claim of
         breach based on the failure to attach the distribution agreement to the
         Acquisition Agreement.

3.       QPI DEBENTURES. The affirmation of the releases referred to in
         Paragraph 5 of the Acquisition Agreement, signed by the Debenture
         Holders (as defined in the Acquisition Agreement), evidencing the
         release of the Debentures (as defined in the Acquisition Agreement)
         will be provide to ITEC at the Closing. The Parties hereby waive any
         claim of breach based on the failure to attach the written affirmations
         to the Acquisition Agreement.

4.       ATTORNEYS FEES AND COSTS. The Parties agree that each will bear their
         own costs and attorneys' fees incurred in connection with the
         preparation, execution and delivery of this Agreement, and the
         performance of their respective obligations contained herein, except as
         otherwise expressly stated in this Agreement.

5.       WAIVER OF CERTAIN REPRESENTATIONS AND WARRANTIES. The Parties hereby
         waive certain representations and warranties contained in the
         Acquisition Agreement, as follows:

         5.1 That QPI has filed all reports and other documents required to be
filed by the SEC, the NASD and any state securities administration, as stated in
Paragraph 11.6 of the Acquisition Agreement.

6.       WAIVER OF CERTAIN CONDITIONS TO CLOSING. The Parties hereby waive
         certain conditions to the Closing as follows:

         6.1      That the transactions contemplated by the Acquisition
                  Agreement be closed no later than thirty (30) days from the
                  date of the last signature on the Acquisition Agreement, as
                  stated in Paragraph 13.of the Acquisition Agreement.

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         6.2      That all of the trade debt of QPI and unpaid payroll other
                  than due to Mr. Capezutto will be reduced to an amount not to
                  exceed Two hundred thousand dollars ($200,000.00) and all
                  other debt, including notes payable, debentures and unpaid
                  payroll due to Mr. Capezutto, with the exception of the tax
                  liabilities discussed below, will be eliminated through
                  conversion to equity or otherwise, as stated in Paragraph 13.4
                  of the Acquisition Agreement. However, the Parties agree that
                  the trade debt of QPI will be so reduced as soon as possible
                  after the Closing with existing resources of QPI, including a
                  number of shares of QPI common stock which will not cause the
                  total issued and outstanding QPI common stock to be no more
                  that Thirty million (30,000,000) shares.

         6.3      That the Federal and State of California income tax
                  liabilities of QPI, as a company and for the benefit of its
                  past and current employees, currently in the amount of
                  approximately Six hundred thousand dollars ($600,000.00), will
                  be settled on terms that will include a payment plan of all
                  net income of QPI up Twenty-five thousand dollars ($25,000.00)
                  per month, as stated in Paragraph 13.5 of the Acquisition
                  Agreement. However, the Parties agree to use their best
                  efforts to reach such a settlement as soon as possible after
                  the Closing; and that ITEC will continue to assist QPI in
                  achieving such a settlement. Further, the Parties acknowledge
                  that discussions with the Internal Revenue Service regarding
                  the settlement of these liabilities began within fifteen (15)
                  days of the date of the last signature to the Acquisition
                  Agreement.

         6.4      That QPI will have obtained the approval of the transactions
                  contemplated by this Agreement from its current shareholders,
                  as stated in Paragraph 13.8 of the Acquisition Agreement.

7.       TERMINATION OF THE ACQUISITION AGREEMENT. Each Party hereby waives any
         right it may have to terminate the Acquisition Agreement for any reason
         as of the date of the signing of this Agreement.

8.       SUCCESSORS. This Agreement is binding upon and shall inure to the
         benefit of the Parties and each Party's respective successors, assigns,
         heirs, spouses, agents and personal representatives, enforceable
         against each of them in accordance with its terms.

9        ASSIGNMENT. This Agreement may not be assigned in whole or in part, by
         either Party, whether by operation of law or by contract, without the
         prior, written consent of the other Party, which consent may be given
         or withheld in the sole and exclusive discretion of such other Party.

10.      ENTIRE AGREEMENT. This Agreement contains the sole and entire agreement
         and understanding of the Parties with respect to the entire subject
         matter, and any and all prior discussions, negotiations, commitments
         and understandings related hereto are merged herein. No
         representations, oral or otherwise, express or implied other than those
         contained in this Agreement have been made by any Party. No other
         agreements not specifically referred to herein, oral or otherwise,
         shall be deemed to exist or to bind any of the Parties to this
         Agreement.

11.      PROVISIONS SEVERABLE. The Parties expressly agree and contract that it
         is not the intention of any of them to violate any public policy,
         statutory or common laws, rules, regulations, treaties or decisions of
         any government or agency thereof. If any section, sentence, clause,
         word or combination thereof in this Agreement is judicially or
         administratively interpreted or construed as being in violation of any
         such provisions of any jurisdiction, such sections, sentences, words,
         clauses or combinations thereof shall be inoperative in each such
         jurisdiction and the remainder of this Agreement shall remain binding
         upon the Parties in each such jurisdiction.

12.      WAIVER, MODIFICATION AND AMENDMENT. All waivers hereunder must be made
         in a signed writing, and failure by either Party at any time to require
         the other Party's performance of any obligation under this Agreement
         shall not affect the right subsequently to require performance of that
         obligation. Any waiver of a breach or violation of any provision of
         this Agreement shall not be construed as a waiver of any continuing or
         succeeding breach of such provision or a waiver or modification of the
         provision. This Agreement may be modified or amended only by a later
         writing signed by all of the Parties.

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13.      GOVERNING LAW; VENUE. This Agreement shall be governed by and construed
         in accordance with the internal laws of the State of California
         applicable to the performance and enforcement of contracts made within
         such state, without giving effect to the law of conflicts of laws
         applied thereby. In the event that any dispute shall occur between the
         parties arising out of or resulting from the construction,
         interpretation, enforcement or any other aspect of this Agreement, the
         parties hereby agree to accept the exclusive jurisdiction of the Courts
         of the State of California sitting in and for the County of San Diego.
         In the event either Party shall be forced to bring any legal action to
         protect or defend its rights under the Agreement, then the prevailing
         Party in such proceeding shall be entitled to reimbursement from the
         non-prevailing Party of all fees, costs and other expenses (including,
         without limitation, the reasonable expenses of its attorneys) in
         bringing or defending against such action.

14.      TITLES AND CAPTIONS. Paragraph titles and captions contained in this
         Agreement are inserted only as a matter of convenience and for
         reference and in no way define, limit, extend or describe the scope of
         this Agreement or the intent of any provision.

15.      COUNTERPART SIGNATURE PAGES. This Agreement may be executed by the
         Parties through counterpart signature pages (and not as part of one
         document bearing all signatures consecutively), all of which, when
         together, shall constitute satisfaction of the signature requirements.
         Facsimile signature pages shall also be acceptable.

16.      AUTHORITY. The undersigned individuals and/or entities execute this
         Agreement on behalf of their respective parties, and represent and
         warrant that said individual and/or entities are authorized to enter
         into and execute this Agreement on behalf of such Parties, that the
         appropriate corporate resolutions or other consents have been passed
         and/or obtained (if necessary), and that this Agreement shall be
         binding on the Party on whose benefit they are executing this
         Agreement.

17.      NOTICES. All notices, requests, demands and other communications to be
         given hereunder shall be in writing and shall be deemed to have been
         duly given on the date of personal service or transmission by fax if
         such transmission is received during the normal business hours of the
         addressee, or on the first business day after sending the same by
         overnight courier service or by telegram, or on the third business day
         after mailing the same by first class mail, or on the day of receipt if
         sent by certified or registered mail, addressed as set forth below, or
         at such other address as any Party may hereafter indicate by notice
         delivered as set forth in this Section 24:

                  If to QPI:
                                    Quick Pix, Inc.
                                    7050 Village Drive, Suite F
                                    Buena Park, CA  90621
                                    Tel:    (714) 522-8255
                                    Fax:    (714) 521-1745
                                    Attn:   John Capezzuto, CEO


                  If to ITEC:
                                    Imaging Technologies Corporation
                                    15175 Innovation Drive
                                    San Diego, CA 92128
                                    Tel:    858-613-1300
                                    Fax:    858-207-6505
                                    Attn:   Brian Bonar, CEO and President

                  If to Mr. Capezzuto:
                                    Mr. John Capezzuto
                                    7050 Village Drive, Suite F
                                    Buena Park, CA  90621
                                    Tel:    (714) 522-8255
                                    Fax:    (714) 521-1745

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         IN WITNESS WHEREOF, the parties hereto have set forth their hand as of
the date and year first above written.

IMAGING TECHNOLOGIES CORPORATION

By:   /s/ Philip J. Englund
      Philip J. Englund
      Sr. Vice President, General Counsel

Dated:  July 23, 2002


SOLVIS GROUP, INC.

By:   /s/ John Capezutto
      John Capezutto
      CEO

Dated:  July 23, 2002


JOHN CAPEZZUTO

/s/   John Capezutto
      John Capezutto

Dated:  July 23, 2002



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