Filed by Bowne Pure Compliance



 




EXHIBIT 10.104




 




Agreement No. 20070105.006.S.003




High Speed Service Delivery




Between




StarTek, Inc.




And




AT&T Services, Inc.




 




* Material has been omitted pursuant to a request for confidential treatment and such material
has been filed separately with the Securities and Exchange Commission. An asterisk within
brackets denotes omissions.


 


 









 





High Speed Ordering

Order No. 20070105.006.S.003

1 of 5




HIGH SPEED SERVICE DELIVERY (HSSD)




February 1, 2007




AGREEMENT NO. 20070105.006.S.003




This Order, effective on January 1, 2007 (“Effective Date”), is by and between StarTek, Inc., a
Delaware corporation (“Supplier”) and AT&T Services, Inc., a Delaware corporation (“AT&T”), each of
which may be referred to in the singular as “Party” or in the plural as “Parties.”



WITNESSETH




WHEREAS, Supplier and AT&T entered into Agreement No. 20070105.006.C, on January 27, 2007 (the
“Agreement”); and



WHEREAS, Supplier and AT&T desire to issue an Order to the Agreement as hereinafter set forth.



Now, THEREFORE, in consideration of the premises and the covenants hereinafter contained, the
Parties hereto agree as follows:




	I.	 	General Agreement 20070105.006.C between Supplier and AT&T is incorporated herein, and its
terms and conditions shall be applicable to the Work authorized by this Order.
	 
	 	 	To the extent there is any conflict with the provisions of Agreement No. 20070105.006.C and
this Order 20070105.006.003 this Order will govern.
	 
	II.	 	STATEMENT OF WORK — This Order authorizes Supplier and Supplier agrees to provide the Work
described below and in Attachment A entitled “STATEMENT OF WORK”, dated 01 February 2007
(attached hereto and hereby made a part of this Order). In so doing, Supplier shall provide
the following services: manage the implementation, coordination and facilitation of High Speed
Service Delivery (“HSSD”) activity to new and/or existing AT&T customer networks, (hereinafter
“Program”).
	 
	III.	 	INVOICING - If Supplier is enabled to transact business with Company using the internet-based
Ariba Supplier Network (“ASN”), Supplier agrees to submit invoices in electronic form to
Company’s Accounts Payable organization through the ASN. If Supplier is not so enabled, it
agrees to submit invoices to AT&T Accounts Payable, PO Box 66960, St.Louis, MO. 63166-6960.
Supplier shall submit invoices promptly upon the later of (1) completion of shipment of all
the deliverables, or (2) receiving notice that the Work has been completed to Company’s
reasonable satisfaction. Invoices shall contain such information as Company may reasonably
request. Unless this Agreement calls for payment at a later time, invoices shall be payable
forty-five (45) days after receipt of an accurate invoice by Company’s Accounts Payable
organization. Payment of invoices shall not waive Company’s rights to inspect, test or reject.
Invoices against this Order shall reflect billing number TBD exactly as shown, and shall be
submitted to AT&T’s Technical Representative shown herein. Supplier shall ensure that AT&T’s
Technical Representative actually receives such invoices no later than the tenth
(10th) of each month for the prior month’s service in the format requested by AT&T.
In addition, Supplier shall provide AT&T, by no
later than the 25th of each month, with an estimate of current month’s billing including
amount being accrued and details as to how the amount is being calculated. Such estimate
shall be provided via email to AT&T’s delegate [*] at [*].





Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.S.003

2 of 5





Invoice charges (including any training expenses) shall be in accordance with the rates
shown in Section VIII PRICING of this Order.




Billable Hours — Supplier shall provide a document with each invoice which details
the following:




	 	•	 	Billable production hours by name, hire date, and months on Program as defined in
the Statement of Work.
	 
	 	•	 	Report Analyst billable production hours by name
	 
	 	•	 	Escalation Manager production hours billable by name






Training — Supplier shall provide the following back-up documentation, as requested
by AT&T, supporting all training expenses billed to AT&T. This documentation shall specify
the following information for each training class included in the billed training expense:




	 	•	 	Name or other designation of the training class
	 
	 	•	 	Program Request Form (PRF) to which the training is billed. If training is
cross-promotional (directed by AT&T in writing, and for the benefit of multiple AT&T
programs), Supplier will provide a copy of the PRF from AT&T directing the allocation
of the resulting expense across the affected programs, as well as a list of the
programs across which the expense is to be allocated. The cross-promotional training
expense will be allocated, as directed by AT&T, by Supplier across the affected
programs (PRF’s)
	 
	 	•	 	Name of the contact at AT&T who directed Supplier to conduct the training
	 
	 	•	 	Length, in hours per Order Specialists, of the training material covered in the class
	 
	 	•	 	Start-date of the training class
	 
	 	•	 	End-date of the training class
	 
	 	•	 	Number of Order Specialists beginning the class
	 
	 	•	 	Number of Order Specialists completing the class
	 
	 	•	 	Other supporting information as requested by AT&T






	IV.	 	AT&T’s Technical Representative is Charmaine Stradford located at the following address:






[*]

AT&T Corp.

Room 219G08

300 NorthPoint Parkway

Alpharetta, Georgia 30005-4116

[*]

[*]



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.S.003

3 of 5





	V.	 	AT&T’s Contract Representative is [*] located at the following address:






AT&T Services, Inc.

One AT&T Way

Room 1C146A

Bedminster, NJ 07921

[*]

[*]




	VI.	 	The maximum expenditure for this Order shall not exceed [*] over the term of this Order.
Notwithstanding any other provisions in this Order, the total amount
payable by AT&T for the Work shall be determined by applying the
stated rate of compensation to the Work actually performed by
Supplier. Supplier shall not render Work and AT&T shall not be
required to pay for Work in excess of the amount stipulated in this
Order, unless Supplier has first secured an amendment to this Order
authorizing the increased expenditure.
	 
	VII.	 	TERM — The term of this Order shall be effective from February 1,
2007 through March 31, 2008.
	 
	VIII.	 	PRICING
	 
	 	 	The following Pricing schedule shows the amounts to be paid to Supplier for the various Work
to be performed under this Order. The following rates are based on the number of billable
hours worked based on time in title per month.
	 
	 	 	Order Specialists (“OS”) — Each month, the AT&T and Supplier will mutually determine and
agree in writing to the headcount quantity of Order Specialists, pursuant to Section C -
Volume and Forecasting Process of Attachment A, to be invoiced according to the rates below.
Invoices shall be submitted based on the number of “actual” hours worked based on time and
title per month and hours worked shall exclude any non-production activity, including but
not limited to lunchtime, break time, holidays, vacations, sick-time.
	 
	 	 	Billable Production Hourly Rates: 
	 
	 	 	The following rates shall apply to billable Order Specialist FTEs,: The following
rates are based on the number of billable hours worked calculated by authorized headcount
based on time in title per month.





	 	 	 	 	 	 	 
	Time in Title	 	FTE of 200 or less	 	FTE of 201 - 350	 	FTE of 351 +
	0 - 12 months
	 	$[*]
	 	$[*]
	 	$[*]
	13 - 24 months
	 	$[*]
	 	$[*]
	 	$[*]
	25 - 36 months
	 	$[*]
	 	$[*]
	 	$[*]
	37 - 48 months
	 	$[*]
	 	$[*]
	 	$[*]
	* New Hire Training for each Order Specialist at Supplier’s Facilities
	 	$[*] per hour






Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.S.003

4 of 5





*Does not include refresher, continuation or attrition training, which shall be at
Supplier’s sole cost and expense.




Supplier agrees that the rates provided above are all inclusive of the costs for the
Program, which includes, but is not limited to the following items, and no other charges
shall be billed to AT&T.




	 	1.	 	Training (refresher, continuation and attrition training)
	 
	 	2.	 	Dedicated Area Managers
	 
	 	3.	 	Reports Analyst
	 
	 	4.	 	Escalation Manager
	 
	 	5.	 	Process Managers
	 
	 	6.	 	Supervisors
	 
	 	7.	 	Travel and Living
	 
	 	8.	 	Pagers
	 
	 	9.	 	Programming (e.g., scripting, legacy programming) and all programming
production support and maintenance functions.
	 
	 	10.	 	Program/Account management functions and personnel
	 
	 	11.	 	Development and issuance of reports
	 
	 	12.	 	Recruiting of Order Specialist
	 
	 	13.	 	Processing Downtime Forms
	 
	 	14.	 	Systems Access and Requirements
	 
	 	15.	 	Systems — Managing and Maintaining equipment and access
	 
	 	16.	 	Postage
	 
	 	17.	 	Telecommunication Costs
	 
	 	18.	 	Copies






The aforementioned information shall be presented in a consistent format satisfactory to
AT&T for each invoice. Supplier will attach this information, along with other required
back-up data, to the back of a copy of the corresponding invoice




	 	•	 	Holiday Hourly Rate:






	 	 	AT&T agrees to compensate Supplier [*] times the applicable hourly rate shown above for work
performed by Order Specialist headcount during the Holidays shown in Section I. that were
previously approved by AT&T in writing.
	 
	 	 	Where the parties are to mutually agree on the headcount quantity, amount of hours to be
performed or the course of conduct or activity under this Order, or any other provisions of
this Order where the parties may need to mutually agree, in the event the parties cannot
mutually agree within ten (10) business days, Supplier agrees to carry out the expressed
requests of AT&T provided such requests are not unreasonable. In addition, the parties
agree to also promptly escalate to the next level of management for resolution.
	 
	IX.	 	For the purposes of this Order, the clause in Agreement 20070105.006.C entitled “ORDERLY
TRANSITION” is hereby deleted in its entirety and replaced with the following clause:





Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.S.003

5 of 5





ORDERLY TRANSITION




In the event of expiration or termination of this Order by either party, wherein all or some
portion of the Work will be either discontinued, performed by AT&T itself, or performed
elsewhere for AT&T, Supplier agrees to provide to the extent requested by AT&T in writing,
for a period not to exceed eighteen (18) months, its full cooperation in the orderly
transition of the Work to AT&T or elsewhere, or its discontinuance. Such orderly transition
may include but not necessarily be limited to: (1) transitioning customer accounts
including reducing headcount to such number as AT&T may request from time to time, during
such any such transition period (including the return of updated excel spreadsheet(s) that
contain customer account profiles that were provided to Supplier by AT&T for all designated
Order Specialist supported accounts. This activity includes updating the customer account
spreadsheet(s) with all necessary customer information to ensure successful transition to
another Order Specialist, (2) packing and preparing for shipment any materials or other
inventory to be transferred, (3) provision of reports, training manuals, files, and similar
media necessary for continuation of the Work transferred, and (4) continuation of Work at
reducing levels if necessary during a transition period and at reduced levels if Work is
transferred in part. AT&T will only pay compensation for OS activities which have been
specifically authorized and directed by AT&T in writing pursuant to this clause, and such
payment, if any, will be at the rates set forth in Section VIII. AT&T will provide thirty
(30) days advance written notice to Supplier of customer accounts to be transitioned or
terminated. In no event shall Supplier discontinue performing services for customer
accounts or reduce, increase or vary, the associated headcount without AT&T’s expressed
written consent.




IN WITNESS WHEREOF, the Parties have caused this Agreement No. 20070105.006.S.003 to
be executed, which may be in duplicate counterparts, each of which will be deemed to
be an original instrument, as of the date the last Party signs.



	 	 	 
	STARTEK, INC.

	 	AT&T Services, Inc.
	 
	 	 
	By: /s/ A. L. Jones

	 	By: /s/ Keith Connolly
	 
	 	 
	Printed Name: A. L. Jones

	 	Printed Name: Keith Connolly
	 
	 	 
	Title: Pres. and CEO

	 	Title: VP, Global Strategic Sourcing
	 
	 	 
	Date: 5/2/07

	 	Date: 4/12/07






Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 1 of 14




STATEMENT OF WORK

HIGH SPEED SERVICE DELIVERY




01 FEBRUARY 2007





	A.	 	Work Description





Supplier shall provide High Speed Service Delivery (“HSSD”) Ordering Services (hereinafter
“Program”) to AT&T for all AT&T services listed below and as defined in the HSSD Specialist
Functions matrix:




Frame Relay Service




	 	•	 	Full T45 Access, Port
	 
	 	•	 	Sub Rate DS-3 Access & Port






ATM Services




	 	•	 	ATM IMA Access
	 
	 	•	 	ATM T1.5 Access
	 
	 	•	 	ATM T45 Access
	 
	 	•	 	ATM Port
	 
	 	•	 	ATM Point to Point PVC/SIW PVC
	 
	 	•	 	Switched Diversity Options
	 
	 	•	 	ATM OCX






Private Line




	 	•	 	T45, OCX Services






Web Hosting

AVPN T45



The HSSD Program has four (4) functions (hereinafter “Order Specialists”), which may be
consolidated and/or renamed at AT&T’s discretion:




	 	•	 	Quality Capacity Manager (QCM)
	 
	 	•	 	Engineering Specialist (ES)
	 
	 	•	 	Disconnect Team
	 
	 	•	 	Service Interworking Team (SIW)





Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 2 of 14




HSSD Specialist Functions Matrix:




	 	 	 	 	 	 	 
	 	 	Engineering Specialist	 	 	 	Service Interworking Team
	QCM Tasks	 	(ES) Tasks	 	Disconnect Team Tasks	 	(SIW) Tasks
	Customer Connect Maintenance

	 	Address Validation & Resolution
	 	ICORE (Port Config, OSWF,

Order Status, PVCs
	 	Address Validation & Resolution
	email Inbox Maintenance

	 	BVG (Billing Validation Group)
	 	AISE
	 	BVG (Billing Validation Group)
	Workload Balancing

	 	Contract Inquiry & Resolution
	 	MIS
	 	Contract Inquiry & Resolution
	Assigning Projects based on 

Workload

	 	ASOC
	 	DocViewer
	 	ASOC
	Issue Resolution

	 	Tiedown Inquiry and Resolution
	 	POCITs Inquiry & Resolution
	 	Tiedown Inquiry and Resolution
	Managing Rejects & Resolution

	 	ICORE (Port Config, OSWF,

Order Status, PVCs
	 	Channel Checker / TRKs
	 	ICORE (Port Config, OSWF, Order

Status, PVCs
	MDS/RDS Inquiry & Resolution

	 	AISE
	 	ROMT
	 	AISE
	AISE / TIRKs / SOTs / POCITs

	 	MIS
	 	EFMS
	 	MIS
	Managing GPS (GEMS Provisioning 

System)

	 	DocViewer
	 	CTAC
	 	DocViewer
	Managing EFMS/IOM Worklist

	 	PRODIS / CT Viewer
	 	Order Issuance & Resolution
	 	PRODIS / CT Viewer
	ROAM Disconnect Maintenance

	 	POCITs Inquiry & Resolution
	 	Zone & Claim
	 	POCITs Inquiry & Resolution
	Order Management in Database

	 	UltraVailable Inquiry &

Resolution
	 	ICC, PCC, ACC
	 	UltraVailable Inquiry & Resolution
	Zone for ATM (Only)

	 	Channel Checker / TRKs
	 	Record Keeping — DDTS
	 	Channel Checker / TRKs
	Report (CPDD-HSSD)

	 	eCRM / PDM
	 	Critical IPM Project management
	 	eCRM / PDM
	Report (Disconnect)

	 	EFMS
	 	C03 Backlog & CNR Resolution
	 	EFMS
	CCRA

	 	CTAC
	 	Call Follow-up
	 	CTAC
	Database Website Maintenance

	 	Order Issuance & Resolution
	 	Scanning and reporting letters
	 	Order Issuance & Resolution
	COS/CSM/Sales Support

	 	Supps Issuance & Resolution
	 	Order Reject
	 	Supps Issuance & Resolution
	 

	 	Order Confirmation
	 	 	 	Order Confirmation
	 

	 	Zone & Claim
	 	 	 	Zone & Claim
	 

	 	ICC, PCC, ACC
	 	 	 	ICC, PCC, ACC
	 

	 	Resolution of R15 & R45 Errors
	 	 	 	Resolution of R15 & R45 Errors
	 

	 	Recordkeeping
	 	 	 	Recordkeeping
	 

	 	Cut Schedule / Test & Turn up
	 	 	 	Cut Schedule / Test & Turn up
	 

	 	Critical IPM Project Management
	 	 	 	Critical IPM Project Management
	 

	 	CARS & Tier II Escalations
	 	 	 	CARS & Tier II Escalations
	 

	 	CO3 Backlog & CNR Resolution
	 	 	 	CO3 Backlog & CNR Resolution
	 

	 	Call Follow-Up
	 	 	 	Call Follow-Up
	 

	 	Order Reject
	 	 	 	Order Reject
	 

	 	USOC / Billing Resolution	 	 	 	 






AT&T has the sole discretion to determine what AT&T accounts and projects will be handled by
Supplier. Supplier agrees that those accounts provided by AT&T will be managed by Supplier in a
quality and professional manner and in accordance with the provision of this Agreement. Supplier
shall make every effort possible to minimize internal account movement once account has been
assigned to Supplier.



Supplier shall manage the ordering process associated with AT&T’s HSSD for new and/or existing AT&T
Global Business Services customers utilizing AT&T processes and ordering systems as defined in
Section E Systems and Telephony. Supplier shall manage the HSSD Ordering process according to the
Customer Touchpoints Process which is defined as Supplier accepting customer / sales requests,
verifying completeness of received data set, gathering remaining required data set using AT&T
systems and customer information, issuing request for services through the appropriate AT&T system / process,
order management, providing regular status to customers and related AT&T internal
parties (including expected and firm due dates), resolving any jeopardies, providing limited
cutover support, and ensuring correct billing of order.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 3 of 14




Supplier shall be responsible for all activities supporting the HSSD Ordering process such as
training, including initial new-hire and supplemental training, orderly account transition
to / from
ORDER SPECIALIST community, metric support and management, communication and compliance of process
issues / changes, and escalation/exception management.



Supplier’s Responsibilities




Subsequent to order submission, Supplier’s Order Specialist responsibilities shall include, but
will not be limited to the following:




	 	•	 	Retrieving reports to verify all orders placed are correct,
	 
	 	•	 	Reviewing current contractual information in AT&T systems,
	 
	 	•	 	Verifying accuracy of promotion and related codes to effect accurate billing,
(this is actually done prior to placing the order)
	 
	 	•	 	Completing Customer status calls and spreadsheets,
	 
	 	•	 	Participating in Customer requested conference calls and meetings,
	 
	 	•	 	Generating Customer Stewardship Reports as mutually agreed upon between Supplier
and Customer,
	 
	 	•	 	Ensuring that the order completes by due date,
	 
	 	•	 	Monitoring and resolving orders for jeopardy status,
	 
	 	•	 	Following AT&T Customer Care “Touchpoints” (referenced above) , a process used
by the Order Specialists that requires they make contact with Customers at various
intervals in the life cycle of the project to collect or provide information:






	 	•	 	Communicating with the Customer at specific intervals
within the provisioning cycle:






	 	•	 	Confirmation of Receipt
	 
	 	•	 	Technical Assurance Call
	 
	 	•	 	Estimated Due Date
	 
	 	•	 	Firm Due Date
	 
	 	•	 	Cutover Scheduling
	 
	 	•	 	Project Completion






	 	•	 	Auditing of orders for accurate coding in Service
Request, SOTS and all associated and impacting AT&T databases,
	 
	 	•	 	Identifying all issuance errors and following up on
subsequent correcting orders to assure accurate billing,
	 
	 	•	 	Auditing order issuance and billing rejects to assure
timely and accurate billing aka reject/discord/errors management,
	 
	 	•	 	Issuing orders to correct inaccurate billing and
confirming completion,
	 
	 	•	 	Confirming completion of orders (won’t mean anything
to non-incumbent vendors) and bill post to assure timely billing





In the event jeopardy occurs, the Supplier Order Specialist will work to troubleshoot and resolve
the issue within a reasonable timeframe (as soon as possible after the jeopardy is recognized).



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 4 of 14




Upon receipt of a Customer account from AT&T’s Technical Representative (“Gatekeeper”) or such
other person designated in writing by AT&T, Supplier’s Gatekeeper shall assign the account to a
Supplier Order Specialist(s), who will “own” the account ordering relationship in its entirety.
AT&T shall identify, in its sole discretion, which customers are supported in either a
designated or shared / pooled environment. Supplier Order Specialist will work with the AT&T
Gatekeeper to transition the account and develop the Customer relationship.



Existing or transitioned Customers wishing to add, change, or disconnect their existing network
will contact Supplier’s Order Specialist and communicate their request via electronic mail or
AT&T’s electronic ordering system following standardized order issuance procedures.



In the event that Supplier’s Order Specialist or AT&T representative identifies an issue that
warrants escalation, e.g. critical dates with regard to Access Delivery not met /or/ access
delivered by LEC however not tested or prepared for Cutover, the Order Specialist shall follow AT&T
Escalation procedures set forth in Section H. Non-Customer Specific Escalation Procedures.




	B.	 	Hours/Days of Operation





Supplier shall provide services Monday through Friday, from 8:00AM until 8:00PM Eastern Time.



In addition, services authorized by AT&T in writing, shall be provided, as determined by AT&T,
outside normal business hours to complete special projects, including the “Cutover” process where
appropriate (“Cutover” is the activity in which the AT&T works with the Customer to test and turn
up services to Customer.) Supplier shall provide, at no additional charge to AT&T, pagers to all
Order Specialists and Management for after-hours contact.




	C.	 	Volume and Forecasting Process





AT&T anticipates it will generate a volume of Work for Supplier to staff [*] Order Specialists
(subject to AT&T’s written request and written approval). Supplier agrees to provide such Order
Specialists as requested and approved by AT&T in writing per the following notification. For
headcount increases, Supplier shall provide such increased headcount within forty-five (45) days,
but no greater than sixty (60) days. For any headcount decreases, AT&T agrees to provide thirty
(30) days written notice. Supplier shall not invoice AT&T for any such decreased
headcount after the effective date of such headcount reduction stated in the written notice. AT&T
reserves the right at anytime, in its sole discretion, to make increases or decreases to said
figure in writing, for any reasons whatsoever, including without limitation the following
conditions: account movement, performance issues, changes in volume growth, and impacting
technical and system enhancements to HSSD Ordering processes which would impact the requirement of
human intervention. Supplier agrees to implement such increases or decreases as directed by AT&T.



Notwithstanding the above referenced anticipated volume and forecasts, Supplier acknowledges that
AT&T has no commitment or obligation to furnish work or compensation to Supplier and Supplier
accepts the economic risks that volumes may vary substantially upward or downward of any AT&T
forecasts. Supplier further acknowledges that AT&T’s sole obligation shall be to pay for work
actually performed
and that AT&T has no responsibility for Supplier’s refresher, continuation or attrition training
costs.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 5 of 14





	D.	 	Training





AT&T currently has various training programs for providers of the Program. If AT&T has an existing
training program relating to particular work at the time of execution of this Agreement, AT&T may
provide such training program to Supplier, at AT&T’s sole discretion, to allow Supplier to train
its employees. If additional training programs are necessary to train individuals to provide the
Program, Supplier and AT&T will jointly develop such training programs, to become the sole property
of AT&T.



Supplier shall provide, at Supplier’s facilities, a dedicated training and education staff for all
new hire and supplemental training for all Order Specialists, as part of the Order Specialist
requirements as set forth in this Order. Supplier warrants that this training and education staff
will have extensive knowledge of HSSD communication and skill requirements mentioned herein.
Supplier shall provide a quality-training program that ensures proficiency in both basic voice
communications and customer care soft skills. Supplier agrees that Order Specialist shall receive
the following training:




	 	•	 	Basic HSSD communications: Minimum curriculum requirements necessary to provide new
associates with a basic knowledge of HSSD communications.
	 
	 	•	 	Computer Literacy (including email, Excel, Word, PowerPoint)
	 
	 	•	 	Customer Care Skills (e.g., handling difficult customers, customer
dissatisfactions/objections, etc.)
	 
	 	•	 	Topics directly related to the products, services, systems, and processes provided by
AT&T including, but not limited to:





Duration:



Total training period, as follows:




	 	•	 	Five (5) days of training followed by
	 
	 	•	 	Fifteen (15) calendar days of on-the-job training, via mentoring by AT&T HSSD
Ordering team





Training class size shall be no greater than 15 Order Specialists without AT&T’s written approval.



The training period shown above as authorized by AT&T in writing in which AT&T has agreed to
compensate Supplier shall be invoiced at the training rate.



The minimum total training time for the Order Specialist function is five (5) days, subject to
change based upon revisions to the Work Description or process improvements provided by AT&T.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 6 of 14




As new AT&T processes are developed, the Order Specialists will continue to participate in training
via Teletraining, at no additional charge to AT&T.



Supplier agrees to create and maintain a Tier 1 Order Support Process to manage all Supplier
process and ongoing training issues. Such Tier 1 Order Support Process shall be staffed with
Supplier personnel trained and qualified as the Supplier’s Subject Matter Expert (“SME”) and manage
all Supplier process and training matters. AT&T and Supplier shall mutually agree to Supplier
SME’s training and qualification. Such Tier 1 Order Support process developed by Supplier shall be
the first choice of information and escalations. As a last resort, AT&T may provide, if deemed
necessary by AT&T, advice and guidance to Supplier SME for knowledge of products and services,
processes, and general information. AT&T CRM (“Customer Relationship Management”) Process
Management Personnel should be enlisted for assistance only after Supplier has exhausted all
internal resources.



Supplier shall staff Process Manager(s) responsible for:




	 	•	 	Developing with AT&T and communicating to Supplier Order Specialists any new
processes and/or changes to existing processes
	 
	 	•	 	Teletraining
	 
	 	•	 	Documentation assistance
	 
	 	•	 	Tier 1 Technical Support





Process Managers must maintain active accounts to ensure sustainable knowledge levels.

Supplier agrees to add additional Process Managers upon AT&T’s written request.



Attrition




Supplier will provide AT&T a monthly headcount report (see Table A), detailing Order Specialist
personnel losses due to attrition or other reasons (by category), headcount additions, and current
headcount. In the event Supplier personnel leave the Program and new hires are to be trained, the
attrition training costs will be borne by Supplier. Supplier agrees to a timely and orderly
transition of accounts handled by the departing Order Specialist to another fully trained Order
Specialist, with an “overlay” period of time when the departing and incoming Order Specialists are
working together in support of the transition transfer of knowledge. This same requirement is to
be implemented in respect to departing and incoming Area Managers, Process Managers, etc.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 7 of 14




TABLE A




ATTRITION ANALYSIS




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Month 1	 	 	Month 2	 	 	Month 3	 	 	Month 4	 	 	...Month X	 
	Productive Headcount
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Non-Productive Headcount
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Area Managers
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	New Hires
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	FMLA (scheduled to return)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Internal (Positive) Attrition
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Promotion within Project
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Promotion out of Project
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Transfers Out
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Retirement
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Attrition (Negative)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Removal by Supplier
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Not a Job Match (AT&T Choice)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Job Dissatisfaction (Employee Choice)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- More $, Same Type of Job (Employee Choice)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- More $, Promotion (Employee Choice)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	ORDER SPECIALIST Average Time in Title
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 







	E.	 	Systems and Telephony





Supplier shall provide, at its sole cost and expense, all systems and telephony equipment necessary
to support the work performed. This should include, but is not limited to:




	 	•	 	PBX equipment
	 
	 	•	 	Work stations for remote access to AT&T systems
	 
	 	•	 	Sufficient equipment to handle the volumes of calls as anticipated in this Order.
	 
	 	•	 	Sufficient support and management administration to assure the continued operation
of, and maintenance of all equipment and telecommunications facilities.





Supplier shall provide all facilities necessary to access AT&T’s systems and manage the volume of
calls as AT&T deems appropriate. AT&T may provide to Supplier secure access procedures for
accessing the appropriate ordering and tracking systems along with the required operating system
requirements which Supplier agrees to follow. Additionally, AT&T will at its sole discretion
attempt to provide sufficient access (modem pools, etc.) to support remote access to systems via
Supplier provided workstations. System access shall be determined by AT&T at its sole discretion,
and may include, but not be limited to the following:



HSSD Ordering Systems:





	 	•	 	eCRM/Customer connect — C/L project requests received by QCM team and assigned
to ES
	 
	 	•	 	USRP — Universal Service Platform Request — ordering system used to place orders
for assigned projects.
	 
	 	•	 	EFMS/EFMS PM — End to End Flow-through Management System — Project Management
system for orders.
	 
	 	•	 	GSPM Homepage -various web sites used for ordering.
	 
	 	•	 	TIRKS — Trunk Integrated Record Keeping System
	 
	 	•	 	POCITs — Pending Order and Customer Inventory / Tracking System
	 
	 	•	 	PRODIS — Promotion Discount Tool
	 
	 	•	 	ROAM Tool — DDTS (Disconnect Desk Tracking System)
	 
	 	•	 	SOTS — Service Order Tracking System





Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 8 of 14





	 	•	 	VANTIVE —  (EVPN)
	 
	 	•	 	AISE Tools — AT&T Interspan Services Expeditor
	 
	 	•	 	ICORE — Interspan Common Operations Resource Engineering
	 
	 	•	 	ASOC — Automated Service Order Configurators
	 
	 	•	 	MILES — Tariff reference database
	 
	 	•	 	BPS — Business Process Standardization
	 
	 	•	 	MIS SERVER — Managed Internet Services Server application





AT&T’s failure to provide system access will not constitute a breach of contract by AT&T. Such
failure shall not relieve Supplier of its obligations to timely perform Work, unless performance is
rendered impossible because of such failure.



Upon the introduction of new Systems or Systems Releases, Order Specialists will be involved in
testing and providing input on new systems functionality and/or user requirements.



Unless otherwise required by law, Supplier Order Specialists, when interfacing electronically with
AT&T customers, use a AT&T email address for the purpose of identifying that the Order Specialists
is providing services on behalf of AT&T.



F.    Change Management





	•	 	Supplier will not make any changes to AT&T policies and procedures established herein without prior written approval of
AT&T’s Technical Representative.
	 
	•	 	AT&T’s Technical Representative will be assigned and will act as liaison between Supplier and AT&T.
	 
	•	 	Program Manager will be designated by AT&T by giving written notice to Supplier.
	 
	•	 	Change requests for systems, processes and other program requirements will be submitted in writing by the party
requesting such change to the other party pursuant to the CHANGES clauses herein.
	 
	•	 	Supplier will provide dedicated Contract Management and Project Interface at no additional cost to AT&T.






	G.	 	Direct Measures of Quality (DMOQ)





Supplier shall comply with the attached Exhibit A — HSSD DMOQs, measured monthly, based on current
month’s performance. Performance categories are as follows:




	 	•	 	High-level end-to-end HSSD Ordering and Provisioning process
	 
	 	•	 	Task specific ordering work required — system order tracking
	 
	 	•	 	Basic jeopardy troubleshooting/resolution and escalation procedures
	 
	 	•	 	System access and navigation procedures





Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 9 of 14




Supplier shall comply with the established DMOQs, unless otherwise approved in writing by AT&T.
AT&T reserves the right to modify stated categories and/or DMOQs due to needs of the
business and will do so in writing with sufficient notification and Contactor agrees to comply with
such modifications.



Based on reports provided by AT&T at its sole discretion, which may include available raw data,
Supplier shall use such reports and/or data in combination with its own tracking resources to
compute the calculations of AT&T designated metrics.



Supplier shall actively participate, at no cost to AT&T, in any reasonable DMOQ improvement
initiatives as set forth by AT&T and agrees to furnish supplemental documentation upon request.



Supplier shall maintain Individual Performance records for each Order Specialist, based on the
measured DMOQs. These records shall be compiled on a monthly basis and maintained for the life of
the Agreement. Supplier shall promptly provide this detail to AT&T upon request.



Supplier shall provide Reports Analyst responsible for communicating, analyzing, and reporting on
aforementioned metrics.



In the event that one or more DMOQs listed herein are not met, Supplier shall, if requested by
AT&T, develop an action plan to correct the deficient area(s), and shall submit in writing for
AT&T’s approval, such action plan within five (5) business days after the deficiency is identified.
Upon approval by AT&T of the aforementioned action plan the Supplier shall implement the action
plan within ten (10) business days after approval.



In the event that the first action plan is not approved by AT&T, Supplier shall revise such action
plan and shall submit to AT&T in writing that action plan within ten (10) business days after the
deficiency is identified. Upon approval by AT&T, of the aforementioned action plan the Supplier
shall implement the action plan within ten (10) business days after approval.



In the event that the revised action plan is not approved by AT&T, Supplier shall revise such
action plan and shall submit to AT&T in writing that action plan within ten (10) business days
after the deficiency is identified. Upon approval by AT&T, of the aforementioned action plan the
Supplier shall implement the action plan within ten (10) business days after approval. If the
revised action plan still does not meet AT&T’s satisfaction, this failure by Supplier shall be
considered a material breach. In addition, if Supplier fails to correct the deficiencies in an
approved action plan it shall be deemed a material breach of this Order.




	H.	 	Non-Customer Specific Escalation Procedures





Supplier is wholly responsible for all escalations (provisioning activity requested in an
accelerated timeframe and requiring the intervention of Executive Management) resulting from orders
submitted by Supplier Order Specialists and must follow AT&T’s Escalation and Exception
Process.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 10 of 14




AT&T CRM (“Customer Relationship Management”) Executive Management and/or Escalation Management
Personnel may be enlisted for assistance only after Supplier has exhausted all
internal resources. Any changes by AT&T to the current process will be communicated to Supplier
via email notification and/or alerts posted on the AT&T’s websites and becomes Supplier’s
responsibility to ensure communication, training, and compliance by all Order Specialists.



Supplier shall provide Escalation Managers responsible for ensuring compliance of the Process and
assisting Order Specialists in this effort.




	I.	 	Holidays





Supplier shall not perform nor invoice for work on AT&T’s observed holidays shown below unless
requested by AT&T in writing. If such holiday(s) are approved by AT&T in writing, Supplier shall
invoice AT&T pursuant to the Holiday Rate shown in Section VIII — PRICING.




New Year’s Day

Memorial Day

Independence Day


Labor Day

Thanksgiving Day

Christmas Day




	J.	 	Staffing





Supplier represents and warrants it will furnish qualified candidates, as described in Section b
below, to perform the Work contained herein.




	 	a)	 	AT&T may reasonably request Supplier to remove any personnel working under this Order based
on Order Specialists performance which may include, but not be limited to:






	 	•	 	Not meeting agreed upon DMOQs
	 
	 	•	 	Order Specialist provides the customer with information that misrepresents or
misleads the customer about the features and/or benefits of the program being
marketed. Examples include, but are not limited to, information about rates,
recurring charges / plan fees, intervals, etc.
	 
	 	•	 	Order Specialist is discourteous or uses inappropriate language (including racial
slurs, sexual comments, profanity, etc.)
	 
	 	•	 	Order Specialist is rude or uses inappropriate tone (yelling at a customer,
repeatedly interrupting the customer, etc.)
	 
	 	•	 	Order Specialist is being less than truthful with the customer (gross
misrepresentation of the offer or program, offering to pay the Other Common Carriers
(“OCC’s”) outstanding balance, etc.);






Supplier shall comply with such request to move such personnel. In such event, Supplier
shall replace such personnel at its sole cost and expense including all training which may
be required.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 11 of 14





	 	b)	 	Supplier will provide the following level of service:






	 	•	 	Dedicated Order Specialists with strong customer care experience (one plus (1+)
years) and the technical skill set associated with the training outlined in Section D.
	 
	 	•	 	Minimum of High School (or equivalent) degree
	 
	 	•	 	Dedicated Area Manager to HSSD Order Specialist ratio not to exceed [*] to
[*], or as mutually agreed upon. Dedicated Area Managers assigned to support
the HSSD Order Specialists will have one plus (1+) year’s experience as a customer care
manager. Area Manager to Order Specialist ratio may deviate based on needs of the
business with prior written approval by AT&T Program Manager
	 
	 	•	 	District Manager to Area Manager ratio not to exceed [*] to [*].
	 
	 	•	 	Systems and Telephony personnel responsible for supporting hardware and software
requirements as described in Systems & Telephony
	 
	 	•	 	Reports Analyst as described in Direct Measures of Quality
	 
	 	•	 	Escalation Manager as described in Non-Customer Specific Escalation Procedures
	 
	 	•	 	Process Manager responsible for remaining current on AT&T process changes and
communicating them to Order Specialists
	 
	 	•	 	Training Personnel responsible for conducting new-hire and supplemental training
courses as defined by AT&T





The term “Dedicated” is defined as Supplier’s employees shall only work on AT&T’s Program defined
in this Order.




	K.	 	Security





In support of AT&T’s security and integrity initiatives, Supplier will abide by and assure full
compliance with the contractual requirements concerning AT&T’s proprietary information (including
but not limited to CPNI (“Customer Proprietary Network Information”) and ensure that their
employees operate with the highest standard of business ethics. Additionally, Supplier will manage
an inventory of all System IDs issued to Supplier employees, assuring the deletion of said System
IDs when Supplier employee resigns, transfers to a non-AT&T program, or transfers to other AT&T
business units other than Service Provider




	L.	 	Work Location





Supplier shall perform the Work at the following location: Grand Junction, CO.





	M.	 	Workforce Management Plan





Supplier must provide AT&T with a minimum thirty (30) day notice of any planned changes (not
including resignations) to Escalation Manager, Area, Program, District and Division Manager
position staffing. Whenever an individual in one of these positions is replaced, Supplier will
provide AT&T with a documented candidate selection and transition process, along with a description
of the proposed candidate’s skills and experience.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 12 of 14





	N.	 	Post Outage Review and Root Cause Analysis





In the event any telecommunications services or processes are not operating properly, Supplier
shall take immediate and appropriate action in accordance with Supplier’s business continuity plan
to rectify the malfunction and shall immediately notify AT&T Representative within [*] hour of the
service-affecting situation and of remedial action taken.



Supplier shall provide root cause analysis and/or post outage review to AT&T within [*] hours after
an outage or by close of business Monday if the trouble occurs on Friday after an outage, including
the testing of all failed components, analysis of failures, identification of chronic and systemic
problems, implementation of fixes and monthly reporting on component failures and actions taken.
Results of the root cause analysis shall be provided to AT&T in writing in a format mutually agreed
to by the parties. The post outage review shall cover the details of the incident and the actions
taken for resolution and prevention.




	O.	 	Network Security Requirements





AT&T is currently reviewing its Network Security policies and procedures. The outcome of this
review may require AT&T to implement additional security requirements above and beyond the Data
Connectivity Agreement (“DCA”) associated with this Agreement. AT&T may require Supplier’s
employees to obtain security clearances in order to access and use AT&T systems. If AT&T
implements additional security requirements, both parties shall cooperate and mutually agree on
implementation of such security requirements.




	P.	 	Productivity Improvement / Cost Reduction





During the term of this Order, AT&T and Supplier shall work together to reduce total time and work
time per customer order and improve all tasks associated with this Program recognizing that quality
must not be impaired.



Supplier agrees to identify productivity improvements to drive cost reductions and headcount
reductions associated with Supplier’s billable rates, AT&T’s Program Representative has sole
discretion to review and approve any headcount reduction, productivity improvement and/or cost
reduction initiative identified by Supplier. If such headcount reduction, productivity improvement
and/or cost reduction initiative is approved by AT&T, Supplier shall implement such initiative and
once the cost savings have begun to be realized, all applicable cost reductions shall immediately
be applied to all charges by Supplier invoiced to AT&T, per the applicable rates listed in Section
VIII PRICING SCHEDULE and any gain sharing initiatives that have been mutually agreed upon. If any
substantial expense or capital investment is required by Supplier to implement an approved
productivity improvement or cost reduction initiative, AT&T and Supplier will mutually agree to any
such investment arrangement.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 13 of 14




Within forty-five (45) days of the signing of this Agreement, Supplier and AT&T will work to
identify and quantify productivity improvement opportunities for cost reductions referenced above.
AT&T and Supplier have agreed to evaluate gain sharing opportunities on a case-by-
case basis. If both parties mutually agree to a specific gain sharing initiative, the associated
agreement shall specify how the realized cost savings will be applied.




	Q.	 	General Items
	 
	•	 	Supplier shall use its best efforts to reduce total time and work
time per order and improve all tasks associated with this Program.
Supplier will work with AT&T to quantify improvement targets.
	 
	•	 	Unless otherwise required by law, Supplier Order Specialists, when
interfacing with AT&T customers and specifically questioned
regarding their employment, Order Specialist shall use a script
provided by AT&T for the purpose of answering that the Order
Specialist is providing services on behalf of AT&T.
	 
	•	 	Any Supplier Employee related to this AT&T Global Business
Services CRM (Customer Relationship Management) program, either by
function or by title, shall not enter into business agreements,
nor act as agent for, any AT&T Network Services Competitor in
facility dedicated to this Program.
	 
	•	 	Agreements and their contents will be reviewed by both parties
during the 4th Quarter of each calendar year in order
to amend any relevant items.






	R.	 	Operational Control Compliance Provision





For all services that Supplier performs for AT&T, Supplier shall be responsible for successfully
passing all testing, audits and the specific operational controls (collectively “Control(s)”)
outlined in the attached Exhibit B of this Order.



If Supplier’s performance fails to pass the Controls that are conducted by either AT&T’s team, or
by AT&T’s third party auditor(s), or AT&T’s internal auditors, (collectively, “AT&T Auditors”),
then AT&T shall be entitled to receive a performance credit of $[*] deducted from Supplier’s
monthly invoice for each such failed Control. In addition Supplier shall also provide remediation
plans for each failed Control to AT&T in writing within15 calendar days of AT&T’s identification of
such failure, for each failed Control.



Such remediation plans are subject to AT&T’s written approval, and shall outline the method that
Supplier shall use to correct the failures and allow for successful passing of the Controls during
subsequent retesting conducted by AT&T’s Auditors by the next testing period.



Supplier’s implementation of such remediation plans shall not limit AT&T’s rights to receive the
above described performance credit, not to exceed $[*] of Supplier’s monthly invoice for the month
of the Control failure(s), to be issued as a credit to AT&T in the subsequent month’s invoice. If
Supplier’s remediation fails, then AT&T reserves the right to receive an additional performance
credit of $[*] from the invoice for the month the remediation failure occurred.




For example, during June, if Supplier fails one of the three Controls outlined in Exhibit A,
as determined by AT&T’s Auditors, then AT&T shall be entitled to a $[*] performance credit
applied to all charges incurred by AT&T for June (or for example, if two missed controls
$[*] = $[*] x 2).



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.





 


 









 







High Speed Ordering

Order No. 20070105.006.003

Attachment A

Page 14 of 14





If Supplier remediates the failure in July, AT&T, at its sole discretion, may waive such
performance credit. If AT&T does not waive such performance credit, Supplier shall apply a
performance credit equal to $[*] (or if two controls are missed $[*]) from the June charges
on Supplier’s invoice issued in August.




If Supplier does not remediate the failure in July, AT&T, at its sole discretion, may impose
an additional $[*] performance credit from the June charges that shall be applied to the
invoice issued from Supplier to AT&T in September.



Proprietary Information

The information contained in this Agreement is not for use or disclosure outside AT&T, Supplier, their Affiliates and their

third party representatives, except under written agreement by the contracting Parties.