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Exhibit 10.98a



                         FORM OF GIS DIRECTOR AGREEMENT

____________, 200__

M_. _______________

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-------------------

RE: DIRECTOR AGREEMENT/GOVERNMENT INTERNET SYSTEMS, INC.

Dear _________,

         On behalf of Vertical  Computer Systems,  Inc., a Delaware  corporation
("Vertical"),  I am pleased to confirm your appointment as Director of the Board
of Directors to Government  Internet  Systems,  Inc., a Nevada  corporation (the
"Company")  effective  as of  _________,  200_,  to  fill  a  vacancy  and  your
acceptance of such appointment for a two-year term. Speaking for myself, as well
as the  other  future  members  of the  Board  of  Directors  and the  Company's
management team, we look forward to your future success in this role.

         In consideration for your service as a member of the Board of Directors
of the Company,  Vertical Computer  Systems,  Inc.  ("Vertical"),  the Company's
majority and controlling shareholder,  will issue to you two hundred fifty (250)
shares of the  25,000  authorized  shares of the  Company's  Common  Stock  (the
"Shares").  The  Shares  will  be  subject  to  a  buy  back  agreement,   dated
___________,  ________ (the "Buy Back Agreement")  between yourself and Vertical
Computer  Systems,  Inc.  ("Vertical"),  a copy of  which  is  attached  to this
agreement  as  Attachment  "B." You will also  receive a purchase  warrant  from
Vertical (the "Warrant") to purchase 250,000 shares of Vertical's  common stock.
The Warrant will be exercisable at any time for a period of five (5) years at an
exercise  price  of $0.01  per  share  and will be  governed  by the  terms  and
conditions of a separate warrant  agreement,  including a lock-up  agreement,  a
copy of which is attached to this letter agreement as Attachment "A." Affixed to
this agreement as Attachment "C" is a list the duties you are responsible for as
a Director.  The Company  shall  reimburse you for  reasonable  travel and other
expenses  incurred  in the course of  performing  services  hereunder.  You will
receive  no other  compensation  for your  services  as a member of the Board of
Directors of the Company.

         Additionally, you agree that prior to commencement of your service as a
member of the Board of Directors; you will execute, and deliver to an officer of
the Company, the Company's  Confidentiality and Development Agreement, a copy of
which I have  enclosed  for your review and  execution  as  Attachment  "D" (the
"Nondisclosure and Non-Solicitation  Agreement"). In addition, you will abide by
the  Company's  strict policy that  prohibits  any new  employee,  consultant or
advisor from using or bringing  with him or her from any  previous  employer any
confidential information, trade secret, or proprietary materials or processes of
such employer. You agree that your relationship with the Company will be that of
a Director.




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Again, let me indicate how pleased we all are to extend this offer, and how much
we look forward to working together.  Please indicate your acceptance by signing
and returning the enclosed copy of this letter and the affixed attachments. Only
a written  agreement  signed by the  Company  and you can  modify or amend  this
letter agreement.


Very truly yours,

VERTICAL COMPUTER SYSTEMS INC.

By: ________________________________
         Richard Wade
         President/CEO
         Vertical Computer Systems, Inc.,
         Majority-controlling shareholder of
         Government Internet Systems, Inc.



ACCEPTED AND AGREED:

--------------------------




By: _______________________________
         NAME





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                                  ATTACHMENT A

                                     WARRANT




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                                  ATTACHMENT B

                               BUY BACK AGREEMENT




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                                  ATTACHMENT C


                        GOVERNMENT INTERNET SYSTEMS, INC.

                            BOARD OF DIRECTORS DUTIES



o        Attend regularly scheduled Board meeting that will be normally be every
         two months.

o        Become knowledgeable of the Company products.

o        Be a champion for GIS products and services.

o Introduce company products to potential users and decision makers.

o        Introduce  Company  employees to potential  clients and assist with the
         selling effort.





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                                  ATTACHMENT D

                  NONDISCLOSURE AND NON-SOLICITATION AGREEMENT