Exhibit 10.79

                                  April 5, 2002


Mr. Robert Farias
513 Sunrise Trail
Dripping Springs
Texas 78620

RE: AMENDMENTS TO (1) FARIAS LOANS AND (2) SERVICES DOCUMENTS AND NOTE

Dear Mr. Farias:

      This  letter is  intended  to  clarify  and amend the above  transactions.
Paradigm  Sales,  Inc.  ("Paradigm")  acquired  from  Silicon  Valley  Bank (the
"Bank"),  through  foreclosure  sale,  certain assets of Adhesive  Software (the
"Assets").  In  connection  with that  acquisition,  Vertical  Computer  Systems
entered into an asset purchase  transaction,  dated  November 14, 2001,  whereby
those Assets have been acquired by Vertical Computer Systems, Inc. ("Vertical"),
for $100,000 in cash and the issuance and delivery of 50,000  shares of Vertical
Series "C" 4%  Cumulative  Convertible  preferred  stock  ("Vertical  Series `C'
Preferred Stock) as part of the purchase of those assets, which has been paid by
Vertical and received by Paradigm.  Vertical  also issued two  promissory  notes
(the Farias Loan Notes") to Robert  Farias,  dated October 31, 2001 and November
7, 2001,  respectively,  in the amount of $100,000 each, in connection  with two
loans made by Farias to  Vertical  in the amount of  $100,000  each on the above
respective  dates. In connection with services  performed by Farias on behalf of
Vertical  to  secure  the  purchase  of the  Assets,  Vertical  issued  a  third
promissory  note in the amount of $280,000 to Robert  Farias,  dated October 31,
2001,  which was  secured  by  certain  assets as set forth in the Asset  Pledge
Agreement (collectively referred to as the "Farias Services Agreements").

      In  consideration  for waiving any  potential  default in respect to those
current obligations, the parties hereby agree to the following terms:

      1. With respect to the  obligations  under the first $100,000  Farias Loan
Note,  dated October 31, 2001,  which bears  interest at 12.0%,  Vertical  shall
continue to sell the 400,000  shares of eResources  Capital  Group stock,  which
Vertical  pledged  pursuant to the Stock Pledge  Agreement.  The proceeds of the
eResource  Capital  Group sales of stock  shall be used  reduce the  obligations
under the Note  accordingly.  Subsections  (a) and (b) of  Paragraph  1 shall be
replaced with the following terms: (a) a minimum payment of no less than $31,500
will be paid by April 5, 2002,  (b) a payment of $8,500 will be made by April 6,
2002, (c) ten (120)  installment  payments of $6,000 each will be made beginning
on April 15and (d) all  principal  then  outstanding,  and all  interest,  fees,
charges, and other amounts owing hereunder and then unpaid shall be paid by June
10, 2002 (the "Maturity Date").

<PAGE>

      2. The terms of the second $100,000 Farias Loan Note,  bearing interest at
12.0%,  in the amount of  $100,000,  dated  November 7, 2001 shall be amended so
that subsections (a) and (b) of Paragraph 1 shall be replaced with the following
terms: (a) monthly installment  payments in the amount of $7500 each are due and
payable  the  fifteenth  day of each  month,  beginning  in May 2002 and (b) all
principal then outstanding,  and all interest,  fees, charges, and other amounts
owing  hereunder  and then unpaid shall be paid on or before  September 30, 2002
(the "Maturity Date").

      3. The terms of the third  Farias  Promissory  note,  bearing  interest at
4.0%, in the amount of $280,000, dated October 31, 2001 shall be amended so that
subsections  (i) and (ii) of Paragraph 1,  subsection (a) shall be replaced with
the following terms:

            (i)  Farias  acknowledges  receipt  of $5000 as  payment  toward the
            principal and three (3) monthly  installment  payments in the amount
            of $5000  each  will be due and  payable  on the  first  day of each
            month, beginning in May 2002; and

            (ii) all  remaining  monthly  payments in the amount of Ten Thousand
            dollars ($10,000.00 U.S.) each shall be due and payable on the first
            day of each month  beginning on August 1, 2002,  and shall  continue
            until the Principal has been paid in full.

The Loan  Documents  and the Farias  Services  Agreements  between  Vertical and
Farias shall remain in force and effect, except as expressly modified herein. In
addition,  by signing  this letter the  parties  acknowledge  (a) Farias  loaned
Vertical $200,000,  (b) Farias paid and Paradigm actually received from Vertical
$100,000 and (c)  Vertical  delivered to Paradigm  50,000  shares of  Vertical's
Series "C" 4% Cumulative Preferred Stock.  Finally, each party further agrees to
execute  any  documents  the other party may  reasonably  required to assure its
continued protection and rights, including any supporting UCC documentation.

                                          Yours truly,

                                          VERTICAL COMPUTER SYSTEMS, INC.

                                          By:
                                          ------------------------------------
                                                Richard Wade, President

ACCEPTED AND AGREED:

ROBERT FARIAS

BY:
    ---------------------------
      Robert Farias, an individual


Dated:
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