EXHIBIT 10.16


            REPRESENTATION AGREEMENT BETWEEN NDC AUTOMATION, INC. AND
                            HARCON ENGINEERING, INC.

This agreement (the "Agreement"), entered into as of January 27, 1999, is
between NDC Automation, Inc. ("NDCA") doing business at 3101 Latrobe Drive,
Charlotte, NC 28211, and Harcon Engineering Inc. ("Harcon") doing business at
15990 Sturgeon, Roseville, Michigan 48066.

Whereas:          NDCA supplies certain automated guided vehicle systems
                  ("AGVS") controls hardware, software and engineering services,
                  excluding any products or services of NDCA discontinued after
                  the date hereof, (the "Products") and other proprietary
                  designs.

                  Harcon produces line stocking devices and automated equipment
                  under proprietary designs.

                  Under this Agreement, NDCA will provide engineering, design,
                  supply, implementation and support of AGV Systems, unless
                  otherwise agreed.

                  Under this Agreement, Harcon will provide marketing and sales,
                  project management, system integration, installation and
                  servicing of AGV Systems, unless otherwise agreed.

A.  Agreement:    NDCA appoints Harcon as its authorized representative for the
                  Products for sales to Chrysler Corporation ("Chrysler").
                  Harcon accepts such appointment and agrees to act as NDCA's
                  representative throughout the term of this Agreement.  As to
                  Harcon's sale of Products to any automotive customers of the
                  Products other than Chrysler, including, without limitation,
                  "Tier 1 suppliers" thereof, the parties hereto will agree on
                  the handling of such sales on a job by job basis. Chrysler and
                  other automotive customers will be collectively referred to as
                  "Customers" in this Agreement. In the case of business
                  opportunities in other industries than automotive, the
                  handling of such opportunities will be handled on a case to
                  case basis.

                  Both parties hereto will use their best efforts to promote
                  sales of Products to Chrysler at competitive prices and to
                  inform each other of business opportunities for mutual benefit
                  under this Agreement.

B. Covenants of NDCA:

                  Pursuant to Harcon's written orders for Products, subject to
                  the terms and conditions as mutually agreed between the
                  Parties from case to case (which Terms and Conditions shall
                  supplement but not amend the terms set forth in this
                  agreement), NDCA will supply products and any other

                                                                               1
<PAGE>

                  equipment that is accepted and confirmed by both parties for
                  the sale through Harcon according to the timeline agreed to by
                  Harcon and NDCA.

                  Pursuant to Harcon's written orders for Products, subject to
                  the terms and conditions as mutually agreed between the
                  parties from case to case, NDCA will provide engineering
                  services for the implementation and support of Products.

                  NDCA will set all prices to Harcon for the Products that
                  Harcon elects to purchase from NDCA.

                  NDCA agrees to hold Harcon, its officers, employees, and
                  agents harmless from and against and indemnify Harcon for all
                  liability, loss, costs, expenses or damages caused by reason
                  of any defects in design and manufacture of the Products
                  (except as to those Products designed and manufactured by
                  Harcon). NDCA is to place Harcon on its liability and product
                  liability insurance policy as an additional insured. NDCA will
                  also provide Harcon with a copy of the certificate of
                  workmen's compensation insurance.

                  Upon acceptance and confirmation by NDCA, NDCA warrants to
                  Harcon that NDCA's products will comply with all
                  specifications established by Harcon's customer. Such warranty
                  shall last for the duration of Harcon's warranty to its
                  customer pertaining to NDCA's equipment.


C.    Covenants of Harcon:

                  Harcon shall market and sell the Products as supplied by NDCA.
                  All other mechanical equipment that NDCA supplies will be
                  marketed on an application per application basis. Harcon will
                  use their best efforts to generate sales for NDCA.

                  Harcon will provide installation services as agreed with NDCA
                  and will have sole authority to quote and set the equipment
                  sales price and the installation price as to the Products to
                  the Customers. No representation, warranty, or other
                  commitment by Harcon in connection with such re-sales in
                  excess of the terms and conditions agreed between the Parties
                  from case to case will be binding on NDCA without its prior
                  written approval. Harcon will provide launch support for the
                  Products to the Customers.

                  Harcon agrees to fully perform all of its obligations to its
                  customers under contracts for the sales of Products.

                                                                               2
<PAGE>

                  Harcon will work as a team with NDCA for all launch support.
                  Launch support is presence of a qualified technician during a
                  time period, to be specified by the customer, at the initial
                  production use of the device.

                  Harcon will provide after sales support, including warranty
                  service, to the Customers, and bill the Customers direct for
                  non-warranty services. Warranty service shall be handled in
                  accordance with the warranty terms and procedures agreed upon
                  between the Parties.

                  Harcon agrees to hold NDCA, its officers, employees, and
                  agents harmless from and against and indemnify NDCA, its
                  officers, employees, and agents for all liability, loss,
                  costs, expenses or damages caused by reason of any neglect in
                  installation or service of the Products covered by this
                  Agreement, or the making by Harcon of any representation or
                  warranty in excess of those permitted or authorized by NDCA
                  under this Agreement or under the terms and conditions agreed
                  between the Parties from case to case. Harcon is to place NDCA
                  on its liability and product liability insurance policy as an
                  additional insured. Harcon will also provide NDCA with a copy
                  of the certificate of workmen's compensation insurance.

                  Upon termination of this Agreement, any proprietary
                  information (including trade secrets) developed, owned or
                  licensed by Harcon prior to and/or during this Agreement shall
                  remain the exclusive property of Harcon. Any proprietary
                  information (including trade secrets) developed by NDCA prior
                  to and/or during thiS Agreement shall remain the exclusive
                  property of NDCA. NDCA retains the exclusive right and title
                  worldwide to any improvement, invention, copyright, patent,
                  trade secret or other intellectual property developed or
                  arising from the Products in connection with the parties
                  performance under this Agreement (a "Development").
                  Intellectual property in Harcon's equipment that interfaces
                  with NDCA's products shall belong exclusively to Harcon.
                  Intellectual property in NDCA's products that interfaces with
                  Harcon's equipment shall belong exclusively to NDCA. No
                  license is granted by NDCA to Harcon regarding any
                  Development, and Harcon waives and releases, and hereby
                  assigns to NDCA, any and all copyright, patent or other
                  proprietary right that Harcon may now or hereafter have,
                  directly or indirectly, to any such Development. Harcon will
                  market the Products under such product names, trademarks and
                  logos as may be directed by NDCA and will identify all
                  Products as those of NDCA. NDCA will not use Harcon's, and
                  Harcon will not use NDCA's, trade or service marks without
                  prior written consent of the other party.

                  In the case of technology, equipment or solutions being
                  jointly developed by the two parties and/or in case one party
                  wishes to manufacture on behalf of the other, the terms and
                  conditions for such events shall be agreed upon in a separate
                  agreement.

                  It is the express intention and agreement of the parties
                  hereto that all covenants, warranties and agreements of the
                  parties hereto in this

                                                                               3
<PAGE>

                  Agreement shall survive the execution of this Agreement and
                  shall continue in full force and effect until the later of the
                  date of the termination of this Agreement or the completion of
                  the parties' obligations hereunder. Notwithstanding anything
                  to the contrary in this paragraph, the following paragraphs
                  shall survive expiration or termination of this Agreement:
                  Fourth paragraph of Section B, Sixth and Seventh paragraph of
                  Section C, Section F, Section K, Section L, Section N and
                  Section O. In addition, all obligations of each party that
                  have accrued prior to termination or that are of a continuing
                  nature will survive such termination.

                  Harcon shall notify NDCA promptly in writing of any adverse or
                  unexpected results or any actual or potential damage, claim or
                  lawsuit relevant to a Product and, if and to the extent
                  requested by NDCA in writing, Harcon shall suspend
                  distribution of any Product. Harcon will also promptly notify
                  NDCA of any infringement of any trademarks, copyrights,
                  patents or other proprietary rights relating to the Products.

                  Harcon's failure to give notice to NDCA will not affect NDCA's
                  obligations under this Agreement, unless NDCA can demonstrate
                  actual prejudice rising from the failure to give notice.


D. Term of this Contract:.

                  This Agreement is for two (2) years commencing on the date
                  first above written and will automatically be renewed year to
                  year unless either party gives at least 90 days prior written
                  notice of termination. (See Section E).

E.  Termination:
                  Either party may terminate this Agreement after the two years'
                  initial term for any reason, with at least 90 days prior
                  written notice at any time after such initial term. In
                  addition, this Agreement may be terminated by either party for
                  cause immediately by written notice upon the occurrence of any
                  of the following events: (i) if the other party ceases to do
                  business, or otherwise terminates its business operations;
                  (ii) if the other party breaches any material provision of
                  this Agreement and fails to fully cure such breach within 30
                  days of its receipt of written notice describing the breach;
                  (iii) if the other party becomes insolvent or seeks protection
                  under any bankruptcy, receivership, trust deed, creditors
                  arrangement, composition or comparable proceeding, or if any
                  such proceeding is instituted against the other; (iv) in case
                  of NDCA's termination, misuse of any trademark or logo of
                  NDCA; (v) in case of change of control or ownership of the
                  other party, except in the event Phil Rizzo and/or John Rizzo
                  remain in control of Harcon; or (vi) in case a competitor of
                  one party acquires an equity position exceeding ten (10)
                  percent of the other party. Termination is not the sole remedy
                  under this Agreement and,

                                                                               4
<PAGE>

                  whether or not termination is effected, all other legal,
                  equitable and contractual remedies will remain available.

F.  Dispute:
                  Any dispute or controversy which may arise between the parties
                  hereto out of or in relation to or in connection with this
                  Agreement will be submitted to arbitration in the defending
                  party's state, in accordance with the Commercial Arbitration
                  Rules of the American Arbitration Association, before a
                  maximum of three (3) arbitrators appointed pursuant to such
                  rules, and that determination of such arbitrators shall be
                  final, binding and conclusive on the parties. Judgement upon
                  the award of the arbitration may be entered by any court of
                  competent jurisdiction.

G.  Notice:
                  Notice under this Agreement shall be sent in writing by U.S.
                  Mail certified or registered, with return receipt requested,
                  to:


                               NDC Automation, Inc.
                               3101 Latrobe Drive
                               Charlotte, NC 28211

                  Or to:       Harcon Engineering, Inc.
                               15990 Sturgeon
                               Roseville, MI 48066

H.    Force Majeure:

                  NDCA will not be held responsible or liable for delays in
                  delivery of Products where forces outside their control affect
                  the situation, such as fire, war, and other acts of god. In
                  the event of a Product shortage, NDCA shall have the right to
                  allocate its available Products among its distributors and
                  other customers (including itself) in such manner as NDCA
                  considers advisable, as long as NDCA meets its agreed upon
                  timeline.

I.    Entire Agreement:

                  This Agreement, together with the Exhibits hereto, constitutes
                  the entire agreement between the parties hereto with respect
                  to the subject matter hereof and supersedes all prior oral or
                  written agreements with respect to matters provided for
                  herein. This Agreement shall not be amended, altered or
                  modified except by an instrument in writing duly executed by
                  the parties hereto.

J.    Non Assignable:

                  This Agreement, or any part hereof, shall not be assignable,
                  whether by operation of law otherwise, by either party hereto
                  without the prior written

                                                                               5
<PAGE>

                  consent of the other party.  Any such assignment without
                  consent will be null, void and of no force or effect.


K.    Exclusive Business Entities:

                  Nothing in this Agreement is intended to be construed so as to
                  constitute Harcon and NDCA as partners or joint venturers, or
                  either party hereto as the employee, agent, franchisee or
                  legal representative of the other party. The parties hereto
                  expressly understand and agree that Harcon is an independent
                  contractor in the performance of each and every part of this
                  Agreement, is solely responsible for all of its employees and
                  agents and its labor costs and expenses arising in connection
                  therewith. NDCA is in no manner associated with or otherwise
                  connected with the actual performance of this Agreement on the
                  part of Harcon, nor with Harcon's employment of other persons
                  or incurring of other expenses.


L.    Representation or Warranties:

                  Harcon agrees not to make any representations or warranties
                  relating to NDCA's products other that those expressly set
                  forth in this Agreement without NDCA's prior written approval.

                  NDCA warrants only to Harcon that the Products shipped to
                  Harcon by NDCA will conform to the warranties and
                  representations set forth in the terms and conditions agreed
                  between the Parties from case to case. NDCA MAKES NO OTHER
                  WARRANTIES WITH RESPECT TO THE PRODUCTS AND DISCLAIMS ALL
                  OTHER WARRANTIES EXPRESS OR IMPLIED INCLUDING, WITHOUT
                  LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND
                  FITNESS FOR A PARTICULAR PURPOSE.


M.    Conflicting Terms:

                  Harcon's purchase orders or mutually agreed change orders
                  shall be subject to all provisions of this Agreement, whether
                  or not the purchase order or change order so states. Except as
                  otherwise agreed by the parties in writing after the date of
                  this Agreement, all purchases of Products from NDCA by Harcon
                  are subject only to the terms and conditions agreed between
                  the Parties from case to case, notwithstanding any conflicting
                  term herein or in any purchase order of Harcon.

                                                                               6
<PAGE>
N.    Limited Liability; Waiver:


                  Neither party will be liable for and each party hereby waives
                  and releases any claims against the other party for any
                  indirect, special, incidental, punitive, contingent, or
                  consequential damages, including lost sales, revenues or
                  profit, loss or return of or damage to product, loss of
                  facilities, inventory, work-in-process, or time and materials,
                  or loss of prospective economic advantage, arising from any
                  performance or failure to perform under this Agreement.

                  Notwithstanding the above, neither party waives the right to
                  claim reimbursement by the other party for damage claims of
                  the customer, if customer's claims arise out of the failure to
                  perform by the other party.


O.    Covenant not to compete

                  During the term of this Agreement, Harcon agrees not to
                  manufacture, market, distribute or sell any other products
                  identical or similar to the Products.

P.    General:

                  This Agreement will not create any right in or obligation to
                  any third party. This Agreement will be governed by and
                  construed in accordance with the internal laws of the State of
                  North Carolina, without regard to the principles of conflicts
                  of laws thereof. If any provision of this Agreement is held by
                  a court of competent jurisdiction to be illegal, invalid or
                  unenforceable, that provision shall be limited or eliminated
                  to the maximum extent possible and this Agreement shall
                  otherwise remain in full force and effect and enforceable.


      IN WITNESS WHEREOF, each party hereto has caused this Agreement to be
executed on its behalf by a duly authorized officer as of the day and year first
above written.



      NDCA:                          Harcon:

      NDC AUTOMATION, INC.           HARCON ENGINEERING, INC.



      By: /s/Ralph Dollander         By: /s/Philip Rizzo,Jr.
         ---------------------          ------------------------
         Ralph Dollander                Philip Rizzo, Jr.
         President                      President