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                                                                   EXHIBIT 10.23

                                                                   July 27, 1999


TO:  Credit Suisse First Boston Corporation
     Eleven Madison Avenue
     New York, NY 10010

In connection with the engagement ( the "engagement") by Greenwich Technology
Partners (the "Company") of Credit Suisse First Boston Corporation ("Credit
Suisse First Boston") to act as the Company's exclusive placement agent in
connection with the private placement (the "Private Placement") of Equity or
Equity-Linked securities (the "Securities"), the Company agrees to indemnify and
hold harmless Credit Suisse First Boston and its affiliates, the respective
directors, officers, partners, agents and employees of Credit Suisse First
Boston and its affiliates, and each other person, if any, controlling Credit
Suisse First Boston or any of its affiliates (collectively, "Indemnified
Persons") from and against, and the Company agrees that no Indemnified Person
shall have any liability to the Company or its owners, partners, affiliates,
security holders or creditors for, any losses, claims, damages or liabilities
(including actions or proceedings in respect thereof) (collectively, "Losses")
which (A) relate to, arise out of or are based upon any untrue statement or any
alleged untrue statement of any material fact contained in the private placement
memorandum or other offering document used in connection with the Private
Placement (as such private placement memorandum or other document may be amended
or supplemented and including any information incorporated therein by reference,
the "Private Placement Memorandum"), or in any other written or oral
communication provided by or on behalf of the Company to any actual or
prospective purchaser of the Securities, or relate to, arise out of or are based
upon the omission or alleged omission to state therein a material fact required
to be stated therein or necessary to make the statements therein, in light or
the circumstances under which they were made, not misleading, or (B) otherwise
relate to or arise out of the engagement or Credit Suisse First Boston's
performance thereof, except that this clause (B) shall not apply to any Losses
that are finally judicially determined to have resulted primarily from the bad
faith or gross negligence of Credit Suisse First Boston.

The Company agrees that if the indemnification provided for in the foregoing
paragraph is for any reason not available or insufficient to hold Credit Suisse
First Boston harmless, the Company will contribute to the Losses involved in
such proportion as is appropriate to reflect the relative benefits received (or
anticipated to be received) by the Company and by Credit Suisse First Boston
with respect to the engagement or, if such allocation is judicially determined
unavailable, in such proportion as is appropriate to reflect other equitable
considerations such as the relative fault of the Company on the one hand and of
Credit Suisse First Boston on the other hand, provided, however, that, to the
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extent permitted by applicable law, the Indemnified Persons shall not be
responsible for amounts which in the aggregate are in excess of the amount of
all fees actually received by Credit Suisse First Boston from the Company in
connection with the engagement.  Relative benefits to the Company, on the one
hand, and to Credit Suisse First Boston, on the other hand, with respect to the
engagement shall be deemed to be in the same proportion as (i) the total value
received or proposed to be received by the Company in connection with the
Private Placement, whether or not consummated, bears to (ii) all fees paid to
Credit Suisse First Boston by the Company in connection with the engagement.
Relative fault

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shall be determined, in the case of Losses arising out of or based on any untrue
statement or any alleged untrue statement of a material fact or omission or
alleged omission to state a material fact, by reference to, among other things,
whether the untrue or alleged untrue statement of a material fact or the
omission or alleged omission to state a material fact relates to information
supplied by the Company to Credit Suisse First Boston and the parties' relative
intent, knowledge, access to information and opportunity to correct or prevent
such untrue statement or omission. No person guilty of fraudulent
misrepresentation (within the meaning of Section 11(f) of the Securities Act of
1933, as amended) shall be entitled to contribution from any person who was not
guilty of such fraudulent misrepresentation.

The Company will reimburse each Indemnified Person for all expenses (including
without limitation reasonable fees and disbursements of counsel and expenses
incurred in connection with preparing for and responding to third party
subpoenas) as they are incurred by such Indemnified Person in connection with
investigating, preparing for or defending any action, claim, investigation,
inquiry, arbitration or other proceeding ("Action") in respect of which
indemnification may be sought hereunder (or enforcing this agreement or any
related engagement agreement), whether or not in connection with pending or
threatened litigation in which any Indemnified Person is a party, and whether or
not such Action is initiated or brought by Credit Suisse First Boston.  The
Company further agrees that it will not settle or compromise or consent to the
entry of any judgment in any pending or threatened Action in respect of which
indemnification may be sought hereunder (whether or not an Indemnified Person is
a party therein) unless the Company has given Credit Suisse First Boston
reasonable prior written notice thereof and has obtained an unconditional
release of each Indemnified Person from all liability arising therefrom.

In the event that the Company is considering entering into one or a series of
transactions involving a merger or other business combination or a dissolution
or liquidation of all or a significant portion of its assets, the Company shall
promptly notify Credit Suisse First Boston in writing.  If requested by Credit
Suisse First Boston, the Company shall then establish alternative means of
providing for its obligations set forth herein on terms and conditions
reasonably satisfactory to Credit Suisse First Boston.

If multiple claims are brought against Credit Suisse First Boston in any Action
with respect to at least one of which indemnification is permitted under
applicable law and provided for under this agreement, the Company agrees that
any judgment, arbitration award or other monetary award shall be conclusively
deemed to be based on claims as to which indemnification is permitted and
provided for hereunder.

The Company's obligations hereunder shall be in addition to any rights that any
Indemnified Person may have at common law or otherwise.  Solely for the purpose
of enforcing this agreement, the Company hereby consents to personal
jurisdiction and to service and venue in any court in which any claim which is
subject to this agreement is brought against any Indemnified Person.  The
Company acknowledges that in connection with the engagement Credit Suisse First
Boston is acting as an independent contractor and not in any other capacity with
duties owing solely to the Company.  CREDIT SUISSE FIRST BOSTON HEREBY AGREES,
AND THE COMPANY HEREBY AGREES ON ITS OWN BEHALF AND, TO THE EXTENT

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PERMITTED BY APPLICABLE LAW, ON BEHALF OF ITS SECURITY HOLDERS, TO WAIVE ANY
RIGHT TO TRIAL BY JURY WITH RESPECT TO ANY CLAIM, COUNTER-CLAIM OR ACTION
ARISING OUT OF THE ENGAGEMENT, CREDIT SUISSE FIRST BOSTON'S PERFORMANCE THEREOF
OR THIS AGREEMENT.

The provisions of this agreement shall apply to the engagement (including
related activities prior to the date hereof) and any modification thereof and
shall remain in full force and effect regardless of the completion or
termination of the engagement. This agreement and any other agreements relating
to the engagement shall be governed by and construed in accordance with the laws
of the State of New York, without regard to conflicts of law principals.

                                  Very truly yours,

                                  GREENWICH TECHNOLOGY PARTNERS

                                  By:  /s/ Joseph Beninati
                                       -------------------
                                       Name:   Joseph Beninati
                                       Title:  Chief Executive Officer

Accepted and Agreed to:

CREDIT SUISSE FIRST BOSTON CORPORATION

By:
    --------------------------------
    Name:  Michael Tunstall
    Title: Managing Director



By: /s/ Josh Tanzer
    --------------------------------
    Name:  Josh Tanzer
    Title: Director


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