<PAGE>
                                                                  EXHIBIT 10.84


                              (SBFC CAPITAL LOGO)


July 8, 2002


Mr. Thomas P. Tanis, Jr., CEO
SYNDICATED FOOD SERVICE INTERNATIONAL, INC.
11830 Windcreek Overlook
Alpharetta, GA 30005

RE:      SYNDICATED FOOD SERVICE INTERNATIONAL, INC. ("CLIENT")

Dear Mr. Tanis:

This letter constitutes an agreement between CLIENT and SBFC Capital, LLC
(SBFC), under which the undersigned, acting in the capacity of interim
Controller of CLIENT, will assist you with matters arising from the preparation
of CLIENT's financial statements for periods subsequent to September 30, 2001.
The professional consulting services anticipated to be provided are as follows:

         -        Assisting in document storage and retrieval.

         -        Preparing supporting schedules for amounts and balances
                  reflected in the above referenced financial statements.

         -        Preparing appropriate adjustments to any financial statements
                  as necessary based on underlying supporting documentation and
                  corroborating memoranda.

         -        Assisting CLIENT and/or external auditing personnel with
                  document review and understanding as they relate to the
                  financial statements and supporting schedules.

         -        Furnishing accounting written queries from CLIENT and/or
                  auditing personnel as they relate to substantive testing of
                  amounts and balances reflected in the financial statements;
                  those queries or requests that are deemed beyond the scope of
                  such testing will be referred to you or the individual you
                  designate for review and formulation of a response. Where
                  possible, the undersigned will draft an appropriate response
                  for your review to assist as best as possible.

         -        Acting as an officer of CLIENT in regards to the preparation
                  and execution of documents, regulatory filings, tax returns,
                  letters and other memoranda as necessary in the normal course
                  of business. It is understood that SBFC may request a
                  separate writing for CLIENT indicating that the undersigned
                  is acting within the scope of duties assigned by the
                  Management Board of Directors of CLIENT, and may act as an
                  agent of CLIENT in matters customarily associated with those
                  a Controller may dispose.


               940 LINCOLN ROAD #203 MIAMI BEACH, FLORIDA 33139
                   PHONE: (305) 604-0405 FAX: (305) 604-0420
                     Email: bln@sbfinancialconsulting.com
<PAGE>
July 8, 2002
SYNDICATED FOOD SERVICE INTERNATIONAL, INC.
Page -2-


Any reports or schedules prepared during the course of this engagement are to
be used only for internal purposes or in connection with an audit of the
financial statements of CLIENT and may not be published or used in any other
matter without the written consent of SBFC.

SBFC will submit bills to CLIENT during the course of or at the conclusion to
the engagement, payable within 15 days, which will be based on a billing rate
of thirty-three dollars ($33.00) per hour, plus out-of-pocket expenses. SBFC
reserves the right to defer rendering further services until payment is
received on past due invoices.

This agreement will become effective as soon as you sign and date the original
copy of this letter and return the signed copy to SBFC. If the need for
additional services arises, SBFC's agreement with CLIENT will need to be
revised. It is customary for SBFC to describe these revisions in an addendum to
this letter.


                                            Very truly yours,

                                            /s/ Barry Nogay

                                            Barry L. Nogay, Director
                                            SBFC Capital, LLC


Accepted by:   /s/ Thomas P. Tanis          Chief Executive Officer
             -----------------------        Syndicated Food Service
                                            International, Inc.
Date:         7/9/02
             -----------------------


               940 LINCOLN ROAD #203 MIAMI BEACH, FLORIDA 33139
                   PHONE: (305) 604-0405 FAX: (305) 604-0420
                     Email: bln@sbfinancialconsulting.com