Exhibit 10.19

                               SERVICES AGREEMENT


     THIS SERVICES  AGREEMENT  dated as of the 25th day of January,  2003 by and
between DIRECT INSITE CORP., a Delaware corporation  (hereinafter the "Company")
and James A. Cannavino,  an individual residing at #1 Lovango Cay, USVI (mailing
address 6501 Red Hook Plaza, Suite 201- PMB, Red Hook, St. Thomas,  USVI 00802),
(hereinafter referred to as "Cannavino").


                              W I T N E S S E T H:

     WHEREAS,  the  Company  desires to enter into an  Services  Agreement  with
Cannavino; and

     WHEREAS,  Cannavino  desires to enter into a  Services  Agreement  with the
Company;

     NOW, THEREFORE, it is agreed as follows:

1.  Prior  Agreements  Superseded.   This  Agreement  supersedes  any  services,
consulting or other agreements,  oral or written, entered into between Cannavino
and the Company prior to the date of this Agreement except for stock options and
restricted stock awards previously granted to Cannavino, which stock options and
restricted stock awards shall continue in full force and effect.

2. Services.  The Company hereby agrees to employ Cannavino and Cannavino hereby
agrees to serve as Chief  Executive  Officer  and  Chairman  of the Board of the
Company  with  commensurate  responsibilities  and to perform  such  services as
directed by the Board of Directors.  Cannavino shall serve in similar capacities
of such of the subsidiary  corporations of the Company as may be selected by the
Board  of  Directors  without  additional   compensation.   Notwithstanding  the
foregoing,  it is understood that the duties of Cannavino during the performance
of  services  shall not be  inconsistent  with his  position  and title as Chief
Executive Officer and Chairman of the Board of the Company.

3. Term. Subject to earlier termination on the terms and conditions  hereinafter
provided,  the term of this  Services  Agreement  shall be for two years  ending
January 24, 2005.

4.  Compensation.  For all services  rendered by Cannavino under this Agreement,
compensation shall be paid to Cannavino as follows:

     (a) During the first year of this Agreement, Cannavino shall receive 60,000
shares of the Company's common stock to offset Cannavino's  requisite relocation
expenses  plus  240,000  stock  options.  The shares of common  stock shall vest
ratably  on a  monthly  (5,000  shares)  basis  during  the  first  year of this
Agreement with the first shares vesting on February 25th, 2002.  During the term
of this Agreement,  Cannavino  shall receive $15,000 per month as  compensation.
The 240,000 stock options shall vest 50% on the execution of this  agreement and
the remaining in 50% shall vest ratably during months one through twenty-four of
the term of this Agreement. The stock options shall have an exercise price equal
to the closing price of the Company's common stock as indicated on NASDAQ on the
date of this agreement.

     (b) During the period of this  Agreement,  Cannavino  shall be  eligible to
participate in the Company's stock option and stock purchase plans to the extent
determined  in the  discretion  of the  Board of  Directors  of the  Company  or
committee thereof.

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     (c)  Cannavino  shall be  entitled  to  participate  in any  short-term  or
long-term  incentive  plan which the  Company has in  existence  or which may be
adopted.

     (d) During the period of this Agreement,  Cannavino shall be furnished with
office  space and  secretarial  service  and  facilities  commensurate  with his
position and adequate for the performance of his duties.

     (e)  Cannavino  shall be  entitled  to  fully  participate  in all  benefit
programs available to executive  employees of the Company throughout the term of
this Agreement.

5.  Expenses.  Cannavino  shall be reimbursed  for all  out-of-pocket  expenses,
including medical expenses, reasonably incurred by him in the performance of his
duties  hereunder,  including  New York City office and housing,  (Not to exceed
$10,000.00 per month for office and housing).  Additionally  Cannavino  shall be
reimbursed for his reasonable  expenses  incurred  performing his duties re: the
following   not  for  profit   organizations,   (Marist   College,   National  &
International  Center for Missing and  Exploited  Children  and "BENS"  Business
Executives for National Security).

6. Severance  Benefits.  Cannavino  shall be entitled to the severance  benefits
provided for in subsection  (c) hereof in the event of the  termination  of this
Agreement,  by  the  Company  without  cause  or in  the  event  of a  voluntary
termination  of this service  Agreement by  Cannavino  for good reason.  In such
event, Cannavino shall have no duty to mitigate damages hereunder. Cannavino and
the Company  acknowledge  that the foregoing  provisions of this paragraph 6 are
reasonable and are based upon the facts and  circumstances of the parties at the
time of entering  into this  Agreement,  and with this  Agreement,  and with due
regard to future expectations.

     (a) The term "cause" shall mean:

     (i) Cannavino's willful and continued failure to substantially  perform his
duties  under this  Agreement  (other than any such failure  resulting  from his
incapacity  due to  physical or mental  illness)  after  demand for  substantial
performance  is  delivered to Cannavino by the Board of Directors of the Company
which  specifically  identifies the manner in which the Board believes Cannavino
has not substantially performed his duties.

     (ii) Cannavino's  failure to refuse to follow directions from the Company's
Board of Directors  provided  that (a) Cannavino is provided  written  notice of
such  directions and a reasonable  period in which to comply and (b) Cannavino's
compliance with any such direction  would not be illegal or unlawful.

     (iii)  Any act or  fraud,  embezzlement  or theft  committed  by  Cannavino
whether or not in connection with his duties or in the course of his performance
as defined in this Service Agreement, which substantially impairs his ability to
perform his duties hereunder.

     (iv) Any willful  disclosure by Cannavino of  confidential  information  or
trade secrets of the Company or its affiliates.

     For  purposes of this  paragraph,  no act or failure to act on  Cannavino's
part shall be  considered  "willful"  unless  done,  or  omitted to be done,  by
Cannavino  not in good faith and  without  reasonable  belief that his action or
omission was in the best interest of the Company. Notwithstanding the foregoing,
Cannavino shall not be deemed to have been terminated for cause unless and until

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there shall have been  delivered to him a copy of a notice of  termination  from
the Board of Directors of the Company after  reasonable  notice to Cannavino and
an  opportunity  for Cannavino  with his counsel to be heard before the Board of
Directors of the Company finding that in the good faith opinion of such Board of
Directors  Cannavino  was guilty of the conduct set forth in clauses (i),  (ii),
(iii) or (iv) of this  paragraph  and  specifying  the  particulars  thereof  in
detail.

     (b) For these  purposes,  Cannavino  shall have "good  reason" to terminate
this Agreement if the Company removes Cannavino from the position of Chairman of
the Board at any time during the term of this Agreement.

     (c) The severance  benefits  under this section in the event of termination
without  cause or by Cannavino  for "good reason" shall consist of the immediate
vesting of all outstanding shares of common stock and options.

7. Death.  In the event of Cannavino's  death during the term of this Agreement,
all shares and stock options issued hereunder shall immediately vest.



8. Non-Competition.

     (a) Cannavino agrees that, during the term of this Agreement,  he will not,
without the prior  written  approval of the Board of  Directors  of the Company,
directly or indirectly,  through any other  individual or entity,  (i) become an
officer or employee of, or render any services [including  consulting  services]
to, any  competitor  of the Company,  (ii) solicit,  raid,  entice or induce any
customer of the Company to cease  purchasing  goods or services from the Company
or to become a customer of any competitor of the Company, and Cannavino will not
approach any  customer for any such purpose or authorize  the taking of any such
actions by any other  individual or entity,  or (iii) solicit,  raid,  entice or
induce any employee of the  Company,  and  Cannavino  will not approach any such
employee for any such purpose or authorize  the taking of any such action by any
other individual or entity. However, nothing contained in this paragraph 8 shall
be construed as preventing  Cannavino  from investing his assets in such form or
manner as will not require  him to become an officer or  employee  of, or render
any services (including consulting services) to, any competitor of the Company.

     (b) During the term hereof and at all times thereafter, Cannavino shall not
disclose to any  person,  firm or  corporation  other than the Company any trade
secrets, trade information,  techniques or other confidential information of the
business of the Company, its methods of doing business or information concerning
its customers learned or acquired by Cannavino during  Cannavino's  relationship
with the Company and shall not engage in any unfair trade practices with respect
to the Company.

9. Enforcement.

     (a) The  necessity  for  protection  of the  Company  and its  subsidiaries
against  Cannavino's  competition,  as  well as the  nature  and  scope  of such
protection,  has been carefully considered by the parties hereto in light of the
uniqueness of Cannavino's talent and his importance to the Company. Accordingly,
Cannavino  agrees that, in addition to any other relief to which the Company may
be entitled,  the Company shall be entitled to seek and obtain injunctive relief
(without the  requirement of any bond) for the purpose of restraining  Cannavino
from any actual or threatened  breach of the covenants  contained in paragraph 8
of this Agreement.

     (b) If for any  reason  a court  determines  that  the  restrictions  under
paragraph 8 of this Agreement are not reasonable or that consideration therefore
in adequate,  the parties  expressly  agree and covenant that such  restrictions
shall be interpreted,  modified or rewritten by such court to include as much of
the duration and scope identified in paragraph 8 as will render the restrictions
valid and enforceable.

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10. Notices.  Any notice to be given to the Company or Cannavino hereunder shall
be deemed  given if  delivered  personally,  telefaxed or mailed by certified or
registered  mail,  postage  prepaid,  to the other party hereto at the following
addresses:



 To the Company: Direct Insite Corp.
                 80 Orville Drive
                 Bohemia, New York 11716

Copy to:         David H. Lieberman, Esq.
                 Blau, Kramer, Wactlar & Lieberman, P.C.
                 100 Jericho Quadrangle
                 Suite 225
                 Jericho, NY  11753

To Cannavino:    James A. Cannavino
                 6501 Red Hook Plaza, Suite 201-PMB
                 Red Hook, St. Thomas, USVI 00802


Either  party may change the address to which  notice may be given  hereunder by
giving notice to the other party as provided herein.

11. Successors and Assigns.  This Agreement shall inure to the benefit of and be
binding upon the Company,  its successors and assigns,  and upon Cannavino,  his
heirs, executors, administrators and legal representatives.

12. Entire  Agreement.  This Agreement  constitutes the entire agreement between
the parties except as specifically otherwise indicated herein.

13. Governing Law. This Agreement shall be construed in accordance with the laws
of the State of New York.

14.  Change of Control.  In the event (a) the Company has been  consolidated  or
merged into or with any other  corporation  or all or  substantially  all of the
assets of the Company have been sold to another corporation, with or without the
consent of  Employee,  in his sole  discretion;  or (b) the Company  undergoes a
Change of Control, as hereinafter  defined below,  without prior Board approval;
then Employee is entitled to the immediate vesting of all shares of common stock
issued hereunder.

A "Change of Control" of the Company,  or in any person  directly or  indirectly
controlling the Company, shall mean:

     (i) a change of control  as such term is  presently  defined in  Regulation
240.12b-2 under the Securities Exchange Act of 1934 (the "Exchange Act");

     (ii) if during the Term of this  services  agreement  any "person" (as such
term is used in  Section  13(d) and 14(d) of the  Exchange  Act)  other than the
Company or any person who on the date of this  Services  Agreement is a director
or officer of the Company,  becomes the  "beneficial  owner" (as defined in Rule
13(d)03 under the Exchange Act),  directly or  indirectly,  of securities of the
Company  representing  30% of the voting power of the Company's then outstanding
securities; or

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     (iii) if during the Term of this services  agreement the individuals who at
the  beginning  of such period  constitute  the Board cease for any reason other
than death, disability or retirement to constitute at least a majority thereof."


15. Consent under Rights Agreement.  The parties acknowledge that this Agreement
has been approved by the Company's Board of Directors and  accordingly  will not
result in the  issuance  of any rights  under the Rights  Agreement  dated as of
August 28, 2001.


IN WITNESS WHEREOF,  the parties hereto have executed this Services Agreement as
of the day and year first above written.


DIRECT INSITE CORP.

By:  /s/
        -----------------------------
            George Aronson
         Chief Financial Officer


/s/
-------------------------------------
         James A. Cannavino



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