EMPLOYMENT AGREEMENT

                                  May 10, 2001

     The parties to this  agreement  are  Platinum  Acquisition  Corp.,  a Texas
corporation (the "Company"), and Kevin Ford (the "Executive").

                              W I T N E S S E T H:

     The Executive is an executive officer of Platinum  Communications,  Inc., a
Texas  corporation  ("Platinum").  Pursuant to the  Agreement and Plan of Merger
among  Direct  Insite  Corp.,  a Delaware  corporation  ("Direct  Insite"),  the
Company,  Platinum,  the  Executive  and Ken Tanoury (the  "Merger  Agreement"),
Platinum  will merge with and into the  Company.  As  contemplated  by, and as a
condition to the closing pursuant to, the Merger Agreement,  the Company and the
Executive have agreed upon the terms of Executive's employment with the Company.

     It is therefore agreed as follows:

     1.  Employment.  Effective  upon the  Closing  (as  defined  in the  Merger
Agreement),  the Company shall employ the  Executive,  and the Executive  hereby
accepts  such  employment  by the  Company,  for the period  commencing  on such
Closing and ending on the third anniversary of the date of such Closing,  unless
extended or earlier terminated as set forth herein (the "Term").

     2.  Positions  and Duties.  The  Executive  shall be  President  -- Billing
Services of the Company and shall have  responsibility  for the billing services
operations of the Company  consistent  with those  responsibilities  at Platinum
prior to the closing of the transactions  contemplated by the Merger  Agreement.
The  Executive  shall  perform his duties  pursuant to this section 2 consistent
with the directives of the Chief Executive Officer and Board of Directors of the
Company,  in the best interests of the Company and Direct Insite, to the best of
the Executive's ability and in a diligent manner. The Executive shall devote his
full skills and efforts and his entire  business time during normal office hours
to the  performance  of those duties and to the  furtherance of the interests of
the Company and Direct Insite. All of such duties and responsibilities  shall be
subject to policies,  guidelines and procedures as may be specified by the Board
of  Directors of the Company from time to time.  All of the  Executive's  duties
hereunder  shall be  performed  in the offices of the Company as currently or in
the  future  located  within  the Dallas  area and he shall not be  required  to
relocate  outside the Dallas  area;  provided  that he shall travel from time to
time as may be reasonably  required in the performance of such duties,  and that
in the event that such  current  offices are  substantially  reduced in size and
scope, then the Executive will commute to an alternative  location as reasonably
requested by the Company at the Company's reasonable expense.

     3. Remuneration.

     (a) The  Executive  shall  receive a base  salary of  $175,000  per  annum,
payable in accordance with the Company's customary practice.
<PAGE>

     (b) In  addition  to the bonus  referred  to in  section  3(c)  below,  the
Executive  shall be entitled to receive  bonuses in the sole  discretion  of the
Board of Directors of the Company.

     (c) The  Executive  shall  earn,  in  addition  to any  other  compensation
pursuant to this Agreement,  a bonus with respect to the period from the date of
Closing through April 30, 2002 (the "Bonus Period") in an aggregate amount of up
to $765,000 (the "Maximum  Bonus") as follows:

          (i) The Company shall pay to the  Executive,  and the Executive  shall
     have earned hereunder, an amount equal to one-third of the Maximum Bonus in
     the event that both (A) the cash  receipts of the Company  during the Bonus
     Period  received  pursuant to the Company's  written  agreement with Vitcom
     Corporation  ("Vitcom") in payment under ordinary and arms-length practices
     for products and/or services  actually  rendered to Vitcom during the Bonus
     Period  shall equal or exceed  $350,000,  and (B) the cash  receipts of the
     Company  during the Bonus Period from customers of the Company who were not
     customers  of the  Company,  Platinum  or Direct  Insite  prior to the date
     hereof  (excluding  any and all cash receipts from  International  Business
     Machines  Corporation and its affiliates  ("IBM"),  and including only such
     cash  receipts  from  Vitcom to the extent the amount  thereof  exceeds the
     aggregate  cash  receipts of the Company,  Platinum and Direct  Insite from
     Vitcom  during the  one-year  period  ending on the date hereof) in payment
     under  ordinary and  arms-length  practices  for products  and/or  services
     actually  rendered during the Bonus Period shall equal or exceed  $500,000;
     and

          (ii) The Company shall pay to the Executive,  and the Executive  shall
     have earned hereunder, an amount equal to one-third of the Maximum Bonus in
     the  event  that the  consolidated  gross  revenue  (excluding  any and all
     revenue  associated  with the processing of data traffic as contemplated by
     the Statement of Work of March 2001 with IBM) of Direct  Insite  (including
     the Company)  during the Bonus  Period shall equal or exceed $6.2  million,
     determined in accordance with Section 3(d) below; and

          (iii) The Company shall pay to the Executive,  and the Executive shall
     have earned hereunder, an amount equal to one-third of the Maximum Bonus in
     the event that either (A) the consolidated gross revenue (excluding any and
     all revenue  associated with the processing of data traffic as contemplated
     by the  Statement  of  Work of  March  2001  with  IBM)  of  Direct  Insite
     (including the Company)  during the Bonus Period shall equal or exceed $7.2
     million,  determined in accordance  with Section 3(d) below,  or (B) during
     the Bonus Period  Direct Insite or any of its  subsidiaries  enters into an
     arms-length,  binding and enforceable contract with IBM with respect to the
     provision to IBM of billing and rating products and/or services;  provided,
     however,  that in the event that  one-third of the Maximum  Bonus is earned
     pursuant to this clause (iii) as a result of the satisfaction of clause (B)
     above,  then (x) such  one-third of the Maximum  Bonus shall not be payable
     hereunder  unless and until a like amount of cash  receipts are received by
     Direct Insite under such  contract,  and (y) in the event that the portions
     of the Maximum  Bonus  contemplated  by clauses (i) and (ii) above also are

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<PAGE>
     earned,  the Company shall pay to the  Executive,  and the Executive  shall
     have earned hereunder, at the same time such one-third of the Maximum Bonus
     is paid, an additional bonus (in excess of the Maximum Bonus) in the amount
     of $50,000; and

          (iv) Notwithstanding  anything to the contrary herein, (A) in no event
     shall the amount  payable  pursuant to this Section 3(c) exceed the Maximum
     Bonus,  except as provided  in clause (y) of clause  (iii)  above,  and (B)
     neither  Direct  Insite nor any of its  subsidiaries  shall be  required to
     devote any extraordinary  expense or resources of a "business  development"
     nature  to  facilitate  the  achievement  of any of  the  bonus  thresholds
     referred to in this Section  3(c),  it being agreed that such  achievements
     are to be accomplished principally through the efforts of the Executive.

     (d) For purposes of Section 3(c), the consolidated  gross revenue of Direct
Insite shall be that amount as determined under and in accordance with the terms
and provisions of Section 2.4(b) of the Merger Agreement.

     (e)  Pursuant to the  existing  or any  subsequent  stock  option plan (the
"Plan")  of Direct  Insite,  promptly  following  the  Closing  under the Merger
Agreement,  the  Executive  shall  receive  options (the  "Options") to purchase
12,000  shares  of the  common  stock of Direct  Insite.  The  Options  shall be
non-qualified  stock  options,  exercisable  at a price no greater than the fair
market  value of such  common  stock on the date the Options  are  granted.  The
Options  shall vest and become  exercisable  with  respect to  one-third  of the
shares covered thereby on each of the three successive anniversaries of the date
hereof during the term hereof in accordance with the terms and provisions of the
Plan, as may be amended from time to time, and shall otherwise be subject to the
terms and  conditions of a stock option  contract  relating  thereto in the form
generally  used for stock option grants by Direct  Insite.  Notwithstanding  any
other  term or  provision  of this  Agreement  to the  contrary,  the  Executive
understands  and  agrees  that  upon or after  the  Executive's  termination  of
employment  hereunder for any reason,  the Options shall only be  exercisable if
and to the extent that they had become  exercisable  before such termination and
shall remain exercisable only to the extent provided by the Plan.

     (f) Direct Insite, by its signature below, guarantees performance by Direct
Insite of the Company's payment obligations under this section 3.

     4. Benefits; Expenses. During the Term, the Executive (i) shall be entitled
to  such  health,  medical,  insurance  and  fringe  benefits  as are  available
generally to  similar-level  employees of the Company (or their  counterparts at
Direct  Insite);  and (ii) shall be reimbursed  for all reasonable and necessary
expenses  incurred in  connection  with the  business of the  Company,  upon the
submission of appropriate documentation with respect thereto.

     5. Continuation, Termination, Death and Disability.

     (a) The Term may be extended beyond the initial period set forth in section
1 hereof as mutually agreed upon by the Company and the Executive.

     (b) The Company may terminate this agreement and the Executive's employment
hereunder at any time for "Cause",  which shall mean (i) the commission of fraud

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<PAGE>

or embezzlement on the part of the Executive,  (ii) a breach by the Executive of
section 6 of this  agreement,  (iii) the  conviction of the Executive of, or the
pleading by the  Executive of guilty or no contest to, (x) any felony or (y) any
crime involving  moral  turpitude on his part and/or (iv) a material  failure by
the Executive to discharge his duties,  responsibilities  and obligations  under
this agreement  after the Executive  shall have been notified in writing of such
failure and shall have had a reasonable  time to cure the same.  In the event of
the  termination  during the Term by the Company of the  Executive's  employment
hereunder for Cause,  the Executive shall be entitled to receive his base salary
accrued but not paid  through the date of  termination;  provided  that,  in the
event that such  termination is made pursuant to the terms of clause (iv) above,
then the Executive also shall be entitled to any bonus earned in accordance with
the  provisions  of Section  3(c) hereof with  respect to the year in which such
termination occurs up to a maximum amount of $212,500.

     (c) In the event of the death or  disability  (as  determined in accordance
with the  disability  insurance  policy  then in  place  and  applicable  to the
Executive or, in the absence of any such policy, as determined in the opinion of
a duly licensed physician  selected by the Company and reasonably  acceptable to
the  Executive  that because of physical or mental  illness,  the  Executive has
become substantially unable to perform the duties and responsibilities  required
of him hereunder  for a period of six months) of the Executive  during the Term,
the Executive's  employment  shall terminate as of the date of death or the date
of notice from the Company to the Executive  terminating  his  employment due to
his disability and the Executive's estate or the Executive,  as the case may be,
shall be entitled to receive  all base salary  accrued but not paid  through the
date of death or  disability,  as the case may be, plus his pro rata  portion of
any bonus earned in accordance  with the provisions of Section 3(c) hereof (such
pro-ration  to be based on the  portion of the Bonus  Period  elapsed  upon such
termination).

     6. Confidentiality; Nonsolicitation; Noncompetition.

     (a) The  Executive  acknowledges  the time and  expense  incurred by Direct
Insite and the Company  and their  respective  predecessors  and  affiliates  in
connection  with  developing   proprietary  and   confidential   information  in
connection with their business and operations. The Executive agrees that he will
not divulge,  communicate,  use to the detriment of Direct Insite or the Company
or any of their subsidiaries or affiliates (collectively the "Companies") or for
the benefit of any other person,  firm or entity,  or misappropriate in any way,
any  confidential  information or trade secrets relating to the Companies or any
of  their  businesses  including,   without  limitation,   business  strategies,
operating plans,  acquisition  strategies  (including the identities of (and any
other  information  concerning)  possible  acquisition  candidates),  pro  forma
financial  information,  market  analyses,  acquisition  terms  and  conditions,
personnel  information,   trade  processes,   manufacturing  methods,  know-how,
customer  lists  and   relationships,   supplier  lists,  or  other   non-public
proprietary and  confidential  information  relating to the Companies;  provided
that the following will not constitute  such  confidential  information or trade
secrets for  purposes of this  agreement:  (a)  information  which is or becomes
generally  available  to the public  other  than as a result of its  disclosure,
directly or indirectly,  by the Executive, and (b) information which is required
to be and actually is disclosed by the Company solely as required by law.

     (b) From  and  after  the  date  hereof  and  until  two  years  after  the
termination of the Executive's  employment  hereunder,  the Executive shall not,
directly or  indirectly,  for himself or on behalf of any other person,  firm or
entity,  employ,  engage  or  retain  any  person  who at any  time  during  the

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<PAGE>

then-preceding  12-month  period  shall  have  been  an  employee  of any of the
Companies or contact any supplier,  customer or employee of any of the Companies
for the  purpose of  soliciting  or  diverting  any such  supplier,  customer or
employee  from  the  Companies  or  otherwise   interfering  with  the  business
relationship of the Companies with any of the foregoing.

     (c) From  and  after  the  date  hereof  and  until  two  years  after  the
termination of the Executive's  employment  hereunder,  the Executive shall not,
directly  or  indirectly,  engage in, or serve as a  principal,  partner,  joint
venturer,  member, manager,  trustee, agent, stockholder,  director,  officer or
employee of, or  consultant or advisor to, or in any other  capacity,  or in any
manner own, control, manage, operate, or otherwise participate,  invest, or have
any interest in, or be connected  with, any person,  firm or entity that engages
in, directly or indirectly,  any activity that is competitive  with any business
of the  Companies as then  conducted in the United  States or Europe  within 500
miles of any  facility  of the  Companies  or of any  material  customer  of the
Companies; provided, however, that, notwithstanding the foregoing, the Executive
may own up to 2% of the voting securities of any publicly-traded company.

     (d) The Executive acknowledges that his employment hereunder and agreements
herein (including the agreements of this section 6) are reasonable and necessary
for the  protection  of the  Companies  and are an essential  inducement  to the
Company's and Direct  Insite's  entering  into the Merger  Agreement and related
agreements.  Accordingly,  the Executive shall be bound by the provisions hereof
(including the provisions of this section 6) to the maximum extent  permitted by
law, it being the intent and spirit of the parties that the  foregoing  shall be
fully  enforceable.  However,  the parties  further  agree  that,  if any of the
provisions  hereof  shall for any reason be held to be  excessively  broad as to
duration,  geographical scope,  property or subject matter, such provision shall
be construed by limiting and reducing it so as to be  enforceable  to the extent
compatible with the applicable law as it shall herein pertain.

     (e) The Executive  acknowledges  that the services to be rendered under the
provisions  of this  agreement  are of a  unique  nature  and  that it  would be
difficult or impossible to replace such services and that by reason  thereof the
Executive agrees and consents that if he violates the provisions of this section
6, the Company,  in addition to any other rights and  remedies  available  under
this agreement or otherwise,  shall be entitled to an injunction to be issued or
specific  enforcement  to be  required  (without  the  necessity  of  any  bond)
restricting the Executive from committing or continuing any such violation.

     7. Amendment and Modification.  This agreement may not be amended, modified
or changed except in a writing signed by the party against whom such  amendment,
modification or change is sought to be enforced.

     8. Waiver of  Compliance;  Consents.  Except as otherwise  provided in this
agreement,  any failure of either of the parties to comply with any  obligation,
covenant,  agreement or condition  herein may be waived by the party entitled to
the benefits  thereof only by written  instrument  signed by the party  granting
such waiver,  but such waiver or failure to insist upon strict  compliance  with
such obligation,  covenant, agreement or condition shall not operate as a waiver
of, or estoppel with respect to, any subsequent or other failure.  Whenever this
agreement  requires or permits consent by or on behalf of a party,  such consent
shall be given in writing in a manner  consistent  with the  requirements  for a
waiver of compliance as set forth in this section 8.


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<PAGE>
     9. Notices.  Any notice,  demand,  request or other  communication which is
required,  called for or  contemplated  to be given or made hereunder to or upon
any  party  hereto  shall be  deemed  to have  been  duly  given or made for all
purposes if (a) in writing and sent by (i)  messenger or a  recognized  national
overnight  courier  service for next day delivery with receipt  therefor or (ii)
certified or registered mail, postage paid, return receipt  requested,  (b) sent
by  facsimile  transmission  with a written copy thereof sent on the same day by
postage paid first-class  mail or (c) by personal  delivery to such party at the
following address:

     (a) If to the Company, to:

                Direct Insite Corp.
                80 Orville Drive
                Bohemia, NY  11716
                Attention:  Warren Wright
                Facsimile No.: (631) 563-8085

        with a copy to:

                Jenkens & Gilchrist Parker Chapin LLP
                The Chrysler Building
                405 Lexington Avenue
                New York, NY  10174
                Attention:  Gary J. Simon
                Facsimile No.:  (212) 704-6288

        (b) If to the Executive, to:

                The address set forth beneath his signature hereto.

        with a copy to:

                Fulbright & Jaworski LLP
                2200 Ross Avenue, Suite 2800
                Dallas, Texas  75201-2784
                Attention:  David E. Morrison
                Facsimile No. 214-855-8200

     10. Binding  Effect.  This agreement shall be binding upon and inure to the
benefit of the Executive and his heirs and legal representatives and the Company
and Direct Insite to the extent  expressly  provided herein and their respective
successors   and  assigns.   Successors   of  the  Company  or  Direct   Insite,
respectively,  shall include, without limitation, any person acquiring, directly
or indirectly,  all or substantially  all of the assets of the Company or Direct
Insite,  respectively,  whether by  merger,  consolidation,  purchase,  lease or
otherwise,  and such successor  shall thereof be deemed "the Company" or "Direct
Insite," as the case may be, for the purposes hereof.

     11.  Governing Law;  Jurisdiction.  This Agreement shall be governed by and
construed in accordance with the laws of the State of New York.

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<PAGE>
     12. Entire Agreement.  This agreement  constitutes the entire agreement and
understanding of the parties hereto with respect to the matters set forth herein
and supersedes all prior agreements and understandings  between the parties with
respect to those matters.  There are no promises,  representations,  warranties,
covenants or undertakings other than those set forth herein.

                                PLATINUM ACQUISITION CORP.


                                By: /s/______________________________
                                    Name:
                                    Title:

                                    /s/______________________________
                                              Kevin Ford

                                    Address:
                                        ______________________________
                                        ______________________________
                                        ______________________________
                                        Telecopier No.: (___) ___-____
AGREED AS TO SECTION 3(f):

DIRECT INSITE CORP.


By:     /s/______________________
Name:
Title:



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