Filed by Bowne Pure Compliance



 




EXHIBIT 10.106




 




EMBR PROGRAM




20070105.006.S.007




Between




STARTEK, INC.




And




AT&T CORP.




 




 * 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.




 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Page 1 of 4




AGREEMENT ORDER# 20070105.006.S.007




This Order is by and between Startek, Inc. a Delaware corporation (“Supplier”) and AT&T Services,
Inc., a Delaware corporation (“AT&T”), and shall be governed pursuant to the terms and conditions
of Agreement Number 20070105.006.C. Any terms and conditions in this Order that modify or change
the terms and conditions of Agreement Number 20070105.006.C shall apply to this Order only.




	1.	 	Description of Material and/or Services:
	 
	 	 	Supplier shall provide support of AT&T’s EMEA (Europe, Middle East, Africa) MACD (Move,
Add, Change, and Delete) Billing Review Program (hereinafter, “Program(s)”). Supplier agrees
to provide the Work described above and in Attachment A entitled “STATEMENT OF WORK”, dated
July 1, 2007, attached hereto and made a part hereof.






	2.	 	Duration of Order:
	 
	 	 	This agreement shall be effective from July 1, 2007 through June 30, 2008.






	3.	 	Location:
	 
	 	 	Supplier shall perform the Work in Supplier’s location in Grand Junction, CO.






	4.	 	Pricing Schedule:
	 
	 	 	This Pricing Schedule shows the amounts to be paid to Supplier for Work to be performed
under this Order following receipt and Acceptance by AT&T. 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.





	 	 	 
	Description	 	U.S. Hourly Rate
	Billing Review Specialist

	 	 $[*] 
	Area Manager 

	 	 $[*] 
	*Training

	 	 $[*] 







*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 are not limited to the following items, and no other charges
shall be billed to 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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Page 2 of 4





	 	1.	 	Training (refresher, continuation and attrition training)
	 
	 	2.	 	Travel and Living
	 
	 	3.	 	Pagers
	 
	 	4.	 	Program/Account management functions and personnel
	 
	 	5.	 	Development and issuance of reports
	 
	 	6.	 	Recruiting
	 
	 	7.	 	Systems Access and Requirements
	 
	 	8.	 	Systems — Managing and Maintaining equipment and access
	 
	 	9.	 	Postage
	 
	 	10.	 	Telecommunication Costs
	 
	 	11.	 	Copies






	5.	 	Payment:
	 
	 	 	Payment shall be made monthly based on Work completed and Accepted which was performed in
the prior month.






	6.	 	Invoices/Billing Information:
	 
	 	 	Invoices against this Order shall include Agreement 20070105.006.s.007and reflect the
current Purchase Order Billing Number [*] and shall be submitted to the following:
	 
	 	 	If Supplier is enabled to transact business with AT&T using the internet-based Ariba
Supplier Network (“ASN”), Supplier agrees to submit invoices in electronic form to AT&T’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 AT&T’s reasonable
satisfaction. Invoices shall contain such information as AT&T may reasonably request.
Invoices shall be submitted in accordance with the schedule shown in Section R of Attachment
A. Unless this Agreement calls for payment at a later time, invoices shall be payable [*]
days after receipt of an accurate invoice by AT&T’s Accounts Payable organization. Payment
of invoices shall not waive AT&T’s rights to inspect, test or reject.
	 
	 	 	Copies with all supporting documentation to be sent to:






[*]

[*]

Email: [*]



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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Page 3 of 4





	7.	 	Project Manager/Point of Contact:
	 
	 	 	The project manager and/or point of contact shall be:






[*]

[*]

Email: [*]




	8.	 	Name of Affiliate Ordering Services:
	 
	 	 	AT&T Corp.






	9.	 	AT&T’s Contract Manager: 
	 
	 	 	AT&T’s Contract Representative is as follows:






[*]

AT&T Corp.

[*]

One AT&T Way

Bedminster, NJ 07921

Email: [*]

Phone: [*]




	10.	 	Supplier Representative:
	 
	 	 	Supplier’s Representative is as follows:






[*]

StarTek, Inc.

100 Garfield St

Denver, CO 80206

Phone: [*]

[*]




	11.	 	Maximum Expenditure:
	 
	 	 	Maximum expenditures under this Order shall not exceed [*]. Subject to this maximum and
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 above, unless Supplier has first secured an
amendment to this Order authorizing the increased expenditure.





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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Page 4 of 4




IN WITNESS WHEREOF, the Parties have caused this Order 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/ Patrick M. Hayes

	 	By: /s/ Richard Steadman
	 
	 	 
	Printed Name: Patrick Hayes

	 	Printed Name: Richard Steadman
	 
	 	 
	Title: COO

	 	Title: Director, Global Strategic Sourcing
	 
	 	 
	Date: 6/15/07

	 	Date: 7 June 2007
	 
	 	 
	 

	 	On behalf of AT&T Corp.






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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Attachment A

Page 1 of 5

July 1, 2007




STATEMENT OF WORK

Attachment A

EMEA MACD Billing Review Program

July 1, 2007





	A.	 	Program Description





Supplier shall provide dedicated and properly trained Billing Review Specialists (“BRS”) and other
supporting personnel identified herein to support AT&T’s Europe Middle East, Africa (“EMEA”), Move,
Add Change, and Delete (“MACD”) and New Site Billing Review program, referred to as the “EMBR”
program.



The initial BRS team will be performing bill reviews on MACD and New Site service requests to
ensure the bill is correctly billed at the correct rate, discounts are applied correctly and
waivers are applied if appropriate. Each BRS shall use a variety of tools to perform the bill
reviews. Service request (MACD) will be emailed to the BRS. The BRS will then verify the rates,
discounts on the bill. If there are discrepancies the BRS will then enter a dispute into the AT&T
Customer Care Center, for investigation via AT&T’s Invoice Dispute Management System (IDMS) for
correction and any necessary adjustments.



As the AT&T completes any Billing Review Automation Tools, the Supplier’s BRS team shall test these
systems with AT&T, by using the tools in a Controlled Introduction (“CI”) environment.



Supplier’s BRS Responsibilities:




	•	 	Project manage bill review project for EMEA MACD Service Requests to
ensure the accuracy of the billing.
	 
	•	 	Perform root cause analysis of systemic issues impacting billing and
Accounts Receivable (“A/R”). Work with AT&T’s Dispute Management
Centers to resolve customer billing issues and implement long term
process or system improvements
	 
	•	 	Track Key Performance Statistics for lifecycle customers





Knowledge and Skill Requirements




Education:




Bachelor’s degree or equivalent preferred (Minimum of High School degree required).



Experience:

Previous experience supporting AT&T programs strongly preferred.



Specialist / Technical:





	•	 	Project Management of complex billing implementations with cross organizational
dependencies and deliverables





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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Attachment A

Page 2 of 5

July 1, 2007





	•	 	Service specific knowledge such as Accu-ring, Frame/ATM, Private Line EMEA Electronic
Virtual Private Network (“eVPN”)
	 
	•	 	Familiar with AT&T’s Business Services financial and provisioning systems:






	 	•	 	Oracle,
	 
	 	•	 	Invoice Dispute Management System (IDMS)
	 
	 	•	 	Global Account Management System G/AMS
	 
	 	•	 	Billing Rule Management (BRM)
	 
	 	•	 	INFQ QMF (Production Report,),
	 
	 	•	 	DOCVIEWER)
	 
	 	•	 	Service Manager
	 
	 	•	 	Post-Customer Signature Custom Contract Status Tool (PCS — Homer)






	•	 	Familiar with AT&T billing and service delivery platforms (i.e. ORACLE)
	 
	•	 	Knowledge of customers billing format, contract and media types
	 
	•	 	Knowledge of the dispute resolution process and supporting organizations
	 
	•	 	Advanced Microsoft Office skills





Professional:




	•	 	Demonstrated strong oral and written communication skills as well customer interface skills
	 
	•	 	Detail oriented with strong analytical skills
	 
	•	 	Must have high energy level and self-initiative






	B.	 	Hours/Days of Operation
	 
	 	 	Supplier shall perform the Work Monday through Friday between 9:00 a.m. to 6:00 p.m. Eastern
Time (“ET”).
	 
	 	 	Supplier shall manage the BRS Full Time Equivalents (“FTEs”) to cover the time periods set forth
above. BRSs shall not exceed [*] hours in any given week without prior written approval by
AT&T.
	 
	 	 	The above hours and/or days of operation are subject to change as agreed upon or designated in
writing by AT&T.






	C.	 	Overtime
	 
	 	 	All overtime must be authorized in advance in writing by AT&T and will be compensated at
[*] times the standard hourly rate.






	D.	 	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 at [*] times the standard hourly rate.





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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Attachment A

Page 3 of 5

July 1, 2007




	 	 	 
	New Years Day

	 	Thanksgiving Day
	Memorial Day

	 	Day After Thanksgiving
	Independence Day

	 	Christmas Day
	Labor Day
	 	 







	E.	 	Staffing
	 
	 	 	Supplier shall initially provide [*] BRS FTE’s to perform the work pursuant to the
Supplier’s BRS Key Responsibilities set forth in Section A.
	 
	 	 	AT&T reserves the right at anytime, in its sole discretion, to increase or decrease the number
of BRSs by providing written notice to Supplier, for any reason whatsoever, including without
limitation the following conditions: performance issues and/or changes in volume growth.






	F.	 	Span of Control
	 
	 	 	Supplier shall provide [*] dedicated Area Manager (“AM”) for every [*] BRSs
that are staffed to provide leadership and support to the BRS’s. The Area Managers to BRS ratio
may deviate based on the needs of the business with prior written approval by the AT&T Program
Manager.






	G.	 	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 Order,
AT&T may provide such training program to Supplier, at AT&T’s sole discretion, to allow Supplier
to train its employees.
	 
	 	 	AT&T representatives will deliver the initial training. For any AT&T activities or services
where Supplier currently has an existing training module, AT&T can request that Supplier conduct
this training internally. Supplier trainers shall participate in such training
programs, at no cost to AT&T. AT&T reserves the right to determine the number of Supplier
trainers and such training shall take place at Supplier’s facility. If AT&T requires the
trainers to be trained at AT&T’s’ facility, the parties will mutually agree in writing on any
travel and living expenses.
	 
	 	 	The total training time for new BRSs with experience supporting AT&T work is estimated at [*]
hours. The total training time for new BRSs without experience supporting AT&T work is estimated
at [*] hours. Estimates are subject to change upon written notification by AT&T. AT&T agrees
to pay for such training pursuant to the Training rate set forth in Section IX Pricing Schedule.
Supplier shall not invoice AT&T for any hours above the hours set forth herein unless advance
written approval is obtained. Supplier agrees that training class size
shall be no greater than [*] BRSs without AT&T’s written approval. Supplier shall provide AT&T
with any requested copies of all testing materials and test scores.





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.





 


 









 







Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Attachment A

Page 4 of 5

July 1, 2007





Supplier shall be responsible for all costs associated with refresher, continuation and
attrition training, while AT&T will be responsible for the training costs related to program
growth pursuant to the Training rate shown in Section IX Pricing Schedule.




	H.	 	Systems
	 
	 	 	The following AT&T systems shall be used by Supplier’s BRS team in Grand Junction, CO, subject to
change as deemed necessary by AT&T.






	 	•	 	Oracle,
	 
	 	•	 	Invoice Dispute Management System (IDMS),
	 
	 	•	 	Global Account Management System G/AMS,
	 
	 	•	 	Billing Rule Management (BRM),
	 
	 	•	 	INFQ QMF (Production Report),
	 
	 	•	 	DOCVIEWER
	 
	 	•	 	Service Manager
	 
	 	•	 	Post-Customer Signature Custom Contract Status Tool (PCS — Homer)






	I.	 	Direct Measures of Quality (“DMOQs”)
	 
	 	 	Supplier shall adhere to the DMOQs shown below. AT&T reserves the right to revise and/or add
DMOQs at AT&T’s sole discretion by providing written notice, and Supplier agrees that it shall
adhere to such revised/additional DMOQs.
	 
	 	 	DMOQ requirements:





	 	 	 
	Description	 	Metric
	# of Bill Reviews
	 	[*] % bill reviews completed within [*] days of invoice date
	Review on Defects
	 	Invoice to capture cycle time <= to [*] days







	J.	 	Reporting
	 
	 	 	AT&T will provide Supplier timely access to the data necessary, as solely determined by AT&T, to
generate the required daily, weekly, and monthly status reports, which shall be provided by
Supplier, at no additional charge.





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.



 


 









 





Agreement No. 20070105.006.C

Order No. 20070105.006.S.007

Attachment A

Page 5 of 5

July 1, 2007





	K.	 	Workforce Management Plan
	 
	 	 	Supplier shall provide AT&T with a minimum [*] notice of any planned changes (not including
resignations) to Area, Program, District and Division Manager position staffing. Whenever an
individual in one of these positions is replaced, Supplier shall provide AT&T with a documented
candidate selection and transition process, along with a description of the proposed candidate’s
skills and experience.






	L.	 	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 [*]
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.






	M.	 	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.





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.