Exhibit 10.1


 


[*] = Certain
confidential information contained in this document, marked with brackets, has
been omitted and filed separately with the Securities and Exchange Commission
pursuant to a request for confidential treatment made pursuant to Rule 24b-2
under the Securities Exchange Act of 1934, as amended.


 


This Work Order No. 20070105.006.S.013
(“WO”) is issued pursuant to the Master Services Agreement No. 20070105.006.C
dated January 26, 2007 (“Agreement”) between AT&T Services Inc. (“AT&T”)
and StarTek, Inc. (“Supplier”) and the Agreement is incorporated by
reference herein. Capitalized terms used in this WO not otherwise defined
herein shall have the definitions specified in the Agreement.  If the WO conflicts with the terms and conditions
of the Agreement, the terms and conditions of the Agreement shall control
unless set forth in the “Special Considerations” section of this WO in which
case the WO shall govern and control.


 


AT&T hereby authorizes Supplier to perform the following Services:


 


1.  SCOPE OF
WORK


 


1.1                            Supplier customer services
representatives (“CSRs”) shall take and handle inbound customer care inquiries
for AT&T’s Mobility Business End User
Care (“BEUC”) program (“Program”) which shall consist of the
following four (4) line groups (“Line Group(s)”):


 


a.          GBS Corporate Responsible User (CRU) for National
Billing Instance ( NBI)/Telegence (TLG)


 


b            GBS Corporate Responsible User (CRU)
Care


 


c.          GBS Advanced Network Services (ANS)
Laptop Connect (LTC)


 


d.         Returned Mail


 


1.2                            Supplier shall assist AT&T BEUC
customers with the following issues seven (7) days a week subject to
applicable laws at the rates set forth in Exhibit B attached hereto. Any
other business customer care activities or changes that result in the nature or
type, market or mix of call to change shall be subject to Section 4.22
(Change Management) of the Agreement.


 


I.                                     Account Maintenance


a.              billing statement questions


b.             adjustments


c.              changes to features/services (e.g.
up-selling services)


d.             changes of billing information


e.              customer issues relative to price plans


f.                customer cancellation inquiries


g.             adding / deleting promotions &
features

h.             contract inquiries and termination dates

i.                 rate plan changes


j.                  account updates


k.              lost / stolen phone resolutions


1.              cancel requests


m.           promotion / plan clarification


n.             programming phones


o.              equipment and features instructions


p.              voice mail resets


q.             respond to coverage concerns


r.                 equipment (wireless cell phones and PDAs)
changes


s.               Migration of customers between billing
application


t.                Completion of downtime form and offline services


u.              Escalated services/resolution


 


II.                                 Clerical/User ID Services


a.             Activities directly related to data
entry, updating, typing, filing, creation of job aids, updating agent
communication web sites, maintenance of AT&T user IDs and such other
activities as are approved by AT&T in writing.


 

















 


III                              Tier 2 Voice Data Troubleshooting


 


a.         Handle customer questions, complaints,
and billing inquiries with the highest degree of courtesy and professionalism
to resolve customer issues with one call resolution.


 


b.        Offer alternative solutions where
appropriate with the objective of retaining customer’s business.


 


c.         Handle business transactions in
connection with activation of new customer accounts on a computer terminal.


 


d.        Communicate with customers using
web-based tools and demonstrates the associated proficiency in typing and
grammar.


 


e.         Make financial decisions to
protect/collect revenues and adjusts customer accounts.


 


f.           Respond to internal calls from all levels
of the Business Customer Services organization.


 


g.        Provide detailed troubleshooting and
education to representatives in the areas of systems, equipment, and network
issues.


 


h.        Support call types including but not
limited to GSM, GPRS — including MMS, SMS, WAP protocols, TDMA, AT&T
billing systems, PTT, Answer Tones, and UMTS network technologies.


 


i.            Submit /clarify cases to higher tier
network teams when necessary.


 


j.            Open, maintain, escalate and close
clarify cases as necessary.


 


k.         Communicate with external customers when
troubleshooting and resolving customer issues.


 


l.            Track and report technical problems and
trends.


 


m.      Notification of issues and outages to
customer facing groups through Dashboard, END, CSP, and Primus.


 


n.        Accept transfers from the rest of
AT&T Care related to complex Wireless Data service issues.


 


o.        Aid customers in the troubleshooting and
configuration of AT&T software such as PC cards, RIM Blackberry, Personal
Digital Assistants and laptop computers.


 


p.        Assess and complete troubleshooting on
the AT&T wireless data network (GPRS / EDGE).


 


q.        Provide best-in-class customer service
and advanced product support to AT&T Laptop Connect customers.


 


r.           Laptop Connect subscriber call types
supported on this ANS incoming call queue include but are not limited to
tethering via Communication Manager, Dell, SONY and other manufacturer embedded
modem laptops, Apple compatible modem and air card equipment, Sierra Wireless
Watcher, Dial Up Networks, all PC card products and related error messages.


 


s.         Accept transfers from internal AT&T
departments related to complex wireless data service issues.


 


t.           Product support includes but is not
limited to AT&T provided equipment, standard hardware operating systems,
AT&T provided applications, the AT&T data network (GPRS/EDGE/UMTS),
application gateways and customer application servers.


 


u.        Troubleshoot and escalate undocumented
wireless data issues for research and resolution.


 


IV                              P&R Project Work


a.         Bill Reprint P&R Project Work:


1.         The
customer’s request a reprint/resending of a past bill.  It could be for
any of a number of reasons, possibly including:


i.            Bill
received was not complete, missing pages


ii.         Need
another copy of the bill for invoicing or reconciliation of expenses


iii.      Address
was wrong and never received


iv.     Never
received for whatever reason


2.         The
agent researches the account to ensure address is complete and correct against
billing information or to find any other account issues.


3.         Agent
works case to reprint a new copy of the bill and closes it out.


 

















 


b.        ReRates P&R Project Work:


1.         The
customer calls in to AT&T and through discussion with an agent. It is found
that a complex rerate is needed due to any number of reasons, possibly
including:


i.                  The
time span in question is not the current bill cycle


ii.               The
information is complex and the change will take careful research to find the
credit/adjustment totals


2.         Our
agent pulls the case and researches the notes, account information and
credit/adjustment history to determine what resolution is needed.


3.         Issues
the credit/adjustment as needed and closes out the case.


 


c.         Equipment Research P&R Project Work:


1.         Utilize
the KANA system to look at cases that are opened once a piece of equipment is
returned to Warranty Exchange for a variety of reasons, possibly including:


i.                  Buyer’s
remorse from online orders


ii.               Faulty
equipment from online orders


2.         Researches
the amount of the original cost to the customer and then works to apply that
credit to the account to “zero out” the transaction


3.         In
some cases, the method of ordering is something we can not reverse/apply
against, so the case is notated with the research performed on the account and
then resubmit the case back for handling by AT&T internal.


 


1.3                            Services shall be performed Monday
through Sunday, including Holidays as set forth in Exhibit B, at the hours
of operations (“Hours of Operation”) set forth below by site (“Site”):


 


a.                      [*]                                                                                                                                                [*]


b.                     [*]                                                                                                                                                [*]


 


Hours
of Operation may be amended from time to time as set forth in Section 4.22
(Change Management) of the Agreement. AT&T reserves the right to modify
(decrease or increase) Hours of Operation upon [*] calendar days written notice
to Supplier.


 


2.  PRIMARY CONTACT INFORMATION


 


2.1                            The following will perform the function
of primary Supplier Project Manager for the Program for the duration of this
WO.  Supplier will use reasonable
commercial efforts to retain the resource in this position.


 


	
  AT&T Contact(s)

  	
   

  	
  Supplier
  Contact(s)

  
	
   

  	
   

  	
   

  
	
  Name: [*]

  	
   

  	
  Name: [*]

  
	
  Address: [*]

  	
   

  	
  Address: [*]

  
	
  Phone: [*]

  	
   

  	
  Phone: [*]

  
	
  Cell: [*]

  	
   

  	
  Cell: [*]

  
	
  E-mail: [*]

  	
   

  	
  E-mail:
  [*]

  



 


3.            TERM


 


3.1                            The Term of this WO shall commence on November 30,
2008 (“Effective Date”), and shall continue until midnight on November 30,
2010 (the “Initial Term). The WO may be terminated as allowed in the Agreement
or in this WO.


 


4.            SERVICE SPECIFICATIONS AND
REQUIREMENTS


 


4.1                            The deliverables to be delivered by
Supplier to AT&T pursuant to this WO are listed in Exhibit A “Deliverables
Matrix” (the “Deliverables”).


 


5.            AT&T SYSTEMS USE AND DOWNTIME


 


5.1                           Should AT&T systems become
unavailable to Supplier, Supplier will follow the notification instructions


 

















 


contained in AT&T’s Downtime Policy as provided by
AT&T. Supplier will utilize downtime forms to capture call information on
the AT&T-provided downtime forms and will input into AT&T systems as
soon as reasonably possible after restoration of the impacted systems. AT&T
shall pay the applicable Billable Hour rate for this function.  Supplier shall be excused from Performance
Standards for the duration of the system outage.


 


5.2                           If the telecommunications systems are in
failure due to AT&T, AT&T may require Supplier’s CSRs to go into pure
AUX state, whereby they are not receiving calls. AT&T shall still be
charged the actual outage time incurred for the amount of time affected.
Supplier shall be excused from Performance Standards for the duration of the
outage.


 


5.3                           The AT&T system will be completely
down during certain after-hour times and other scheduled times

throughout the year for maintenance. 
When practical, AT&T will advise Supplier of the scheduled

maintenance at least [*] hours prior to the times and dates that the systems
will not be available due to maintenance.


 


5.4                             Notwithstanding the foregoing, in the
event of a Supplier system/telecommunications outage, Supplier will utilize
CSRs’ [*] for offline work and training for the duration of the outage.
AT&T will be charged only for [*] during the duration of a Supplier system
outage.


 


6.  PERFORMANCE STANDARDS:


 


6.1                            AT&T and Supplier have developed the
standards set forth in this WO, (hereinafter “Performance Standards”) to ensure
the delivery of high quality, efficient customer service. Effective upon
signature of this WO by both parties (“Execution Date”), Performance Standard
measurements for Sites existing on the Execution Date shall begin the month
following the Execution Date, or for the Performance Standards related to First
Call Resolution, the next full or prorated per complete months remaining, as
the case may be, calendar quarter. Performance Standards for Sites opening
after the Execution Date shall be applicable to Services performed from a
particular Site/Line Group [*] after Site opening, or as outlined in the
Performance Measurements stated in Section 6.3.  Furthermore, any time a particular Site/Line
Group increases by more than [*] over a [*] period, Performance Standards shall
not apply with respect to such Site/Line Group until [*] after the incremental
Site/Line Group staff has been in Production handling customer calls. Before
the application of any of the Performance Standards, the parties agree to meet
and discuss in good faith changes to the Performance Standards set forth and
the relevant AT&T invoice credits and Supplier earned debits or bonuses
with respect to such Performance Standards based on performance prior to such
Performance Standards taking effect. Performance Standards hereunder shall be
measured by Line Group at each Site and shall exclude calls handled by the IVR
and those calls subject to waivers as set forth herein this WO. Any invoice
credits owed or debits earned by Supplier shall only apply to the Services
invoiced for the particular Site/Line Group subject to Section 1.2 herein
for which it was measured and shall be assessed to Billable Hours only.  AT&T invoice credits, Supplier earned
debits to AT&T invoice credits, and bonuses will be calculated monthly
(except however First Call Resolution For Post Call Survey shall be calculated
quarterly) and shall be applied on a quarterly basis.  In addition to the credits and debits
identified in this Section 6, AT&T may at it’s sole discretion, offer the
opportunity for Supplier to earn debits related to attainment of stretch
targets that may be included in the [*] Day Lock, hereinafter referred to as “Stretch
Target Bonus”.


 


6.2                          Call Volume Forecasting / Staffing. Each
month on a by Site/Line Group basis, AT&T shall provide Supplier [*]
written forecasts to be used by Supplier as a guide for recruitment, planning
and staffing activities. The [*] written forecasts are as follows:


 


1.               [*]-Day Outlook Forecast with the
required number of Full Time Equivalents (“FTEs”) by Site/Line Group for
recruitment purposes.


 


2.               [*]-Day Locked Forecast with the
estimated daily number of calls by Site/Line Group for planning purposes (“[*]
Day Lock”).


 


3.               [*]-Day Forecast with daily call arrival
patterns by Site/Line Group.


 


Supplier shall provide FTE staffing pursuant to the mutually agreed
upon [*] Day Lock based upon the [*]-Day Outlook Forecast, which will include
an assumption of [*] days of initial Program training and [*] days of Nesting,
by Site/Line Group. Notwithstanding the foregoing, in the event that AT&T
requests training to extend beyond [*] days of initial Program training and [*]
days of Nesting and Supplier determines that the change will affect Supplier’s
ability to staff accurately, the parties shall address the change subject to Section 4.22
(Change Management) of the Agreement. 
Nesting Agents will be included in the FTE count, based on their % of
productivity for the given Nesting timeframe.


 


The mutually agreed upon [*] Day Lock represents a commitment by
AT&T and Supplier with respect to


 

















 


staffing levels. Staffing Level is defined as the total overall FTE
committed per day.  This FTE includes
Production FTE counted at 100% and Nesting FTE Counted at their applicable
production % for that day in Nesting. Once the [*]-Day Lock is agreed to,
AT&T agrees to compensate Supplier for the Billable Hours incurred for the
applicable months which shall be no less than [*] percent ([*]%) of the [*]-Day
Commitment, and it is Supplier’ responsibility to staff to the [*]-Day Lock as
mutually agreed upon.   In cases where
Supplier has duplicate Line Groups across Sites, Supplier reserves the right to
increase or decrease volumes at a Site level as long as the [*]-Day Lock
remains unchanged.


 


Each [*]-Day Forecast will be prepared on a Site/Line Group basis in
[*] intervals and will include estimated call volumes, estimated average handle
times, estimated shrinkage percentages and, when available, any other
information which would be relevant for Supplier in providing the Services.


 


Both AT&T and Supplier will need to agree upon the volume forecasts
and related staffing when the [*]-Day Lock represents +/- [*]% change from the
previous [*]-Day Lock, as it may require additional new hire training. The
Parties shall mutually agree upon adjusted staffing for the modified forecast
volumes pursuant to Section 4.22 (Change Management) of the Agreement.
Notwithstanding the foregoing, in the event a Site staffing decrease is the
lesser of (a) [*] CSRs or (b) [*] percent ([*]%) of the Site,
Supplier shall have [*] days from receipt of written notice to decrease the
[*]-Day Lock Forecast if it can demonstrate to AT&T’s reasonable
satisfaction that such Site staffing decrease triggers notification
requirements pursuant to the WARN Act.


 


a)                                  The Performance Standards outlined here
in this WO may be changed by AT&T upon

[*] days written notice to Supplier per the procedure outlined in Section 4.22
(Change Management) of the Agreement.


 


b)                                 Notwithstanding the foregoing, Supplier
shall be waived for Performance Standards in

breach under this WO or the Agreement to the extent caused by AT&T or if
actual

call volume for such Program exceeds or is less than the [*]-Day Lock for such

Site/Line Group by more than [*] percent ([*]%) or as otherwise set forth in
this WO or

the Agreement.


 


c)                                  Failure to meet the same Performance
Standard at the same Site/Line Group for [*] consecutive months shall be
considered a material default.


 


d)                                 Supplier shall provide at least [*] of
the staffing pursuant to the [*]-Day

Lock per day and in any case shall use reasonable efforts to achieve [*] of the
staffing pursuant to the [*]-Day Lock, and AT&T shall provide at least [*]
percent ([*]%) of the Billable Hours pursuant to the [*]-Day Lock.


 


6.3                            Performance
Standards: The following Performance Standards shall apply to GBS CRU NBI/TLG,
GBS CRU CARE, and GBS ANS LTC line groups only, and shall be subject to material
default and the applicable AT&T invoice credit or Supplier earned debit to
AT&T’s invoice credit. 


 


6.3.1                        First Call Resolution Rate (“FCR”) for
WAVE:


 


For the purposes of this
Performance Standard, FCR will be calculated based upon the performance results
of First Call Resolution (“FCR”) GAP. 
FCR GAP is the percentage variance between the possible First Call
Resolution score and the actual FCR score and is more particularly defined in Exhibit E
attached hereto.  FCR GAP shall be
calculated as follows:


 


(Possible FCR – Actual
First Call Resolution) / Possible First Call Resolution


 


The FCR GAP will be
reported on a monthly basis and shall be summed on a monthly basis to determine
performance results.  The following
methodology shall be used to determine penalty/premium associated with this
Performance Standard:


 


	
  Site

  	
   

  	
  Actual

  FCR

  	
   

  	
  Possible

  FCR

  	
   

  	
  Point

  Gap

  	
   

  	
  %

  FCR

  Gap

  	
   

  
	
  A

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  B

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  C

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  D

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  E

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  F

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  G

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  H

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  I

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  J

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  
	
  K

  	
   

  	
  [*]

  	
  %

  	
  [*]

  	
  %

  	
  [*]

  	
   

  	
  [*]

  	
  %

  



 

















 


	
  [*]% and above FCR Gap

  	
  [*]% AT&T invoice credit

  
	
  [*]% - [*]% FCR Gap

  	
  [*] credit or debit

  
	
  [*]% - [*]% FCR Gap

  	
  [*]% Supplier earned debit

  
	
  [*]% and below FCR Gap

  	
  [*]% Supplier earned debit

  



 


6.3.2             First Call Resolution (FCR) For Post Call
Survey will be
measured quarterly by the GBS CRU NBI/TLG and GBS CRU CARE line groups only
which shall be considered one (1) Line Group for the purposes of FCR. This
Performance Standard is contingent upon a sample size of at least [*] per
quarter, per line group. Sample sizes of less than [*] shall be excluded from
the quarterly measurement. AT&T invoice credits and Supplier earned debits
will be applied at the end of the quarter, by Site/Line Group pursuant to Section 1.1.  New sites will be measured, [*] months after
the first call received in Production. Converted sites (Sites subject to
Conversion training as described in Exhibit B herein) will be measured,
[*] months after the first call received in Production. The AT&T invoice
credits and Supplier earned debits will be applied in the following fashion:


 


	
  >[*]%

  	
  [*]% Supplier
  earned debit

  
	
  [*]%-[*]%

  	
  [*]% Supplier earned
  debit

  
	
  [*]%-[*]%

  	
  [*]% AT&T
  invoice credit

  
	
  <[*]%

  	
  [*]% AT&T
  invoice credit

  



 


6.3.3                     Occupancy Rate Target of [*]-[*]%: The Occupancy Rate will be measured
monthly and shall be

determined by subtracting total idle (waiting to serve) time from total logged
in time and dividing the difference by total logged in time. The Occupancy
Performance Standard will be waived in the event that the actual Occupancy Rate
is less than AT&T’s [*] Day Lock, which shall include the forecasted
modification training for the month, by [*] percent ([*]%) or more, or if die
actual Occupancy Rate is less than the [*]-Day Commitment by [*] percent ([*]%)
or more. Any individual days where the actual call volumes are less than the
[*] Day Lock by [*] percent ([*]%) or more and the Occupancy target is missed
will be excluded from the monthly calculation of Occupancy. (NOTE: Occupancy
can only be measured for Site/Line Groups that have an associated
forecast.)   The AT&T invoice credits
and Supplier earned debits will be applied in the following fashion based on
Occupancy Rate scores:


 


	
  Below [*] %

  	
  [*]% AT&T invoice
  credit

  
	
  Above [*]%

  	
  [*]% Supplier
  earned debit

  



 


Not to exceed [*]% AT&T invoice credit.


 


Notwithstanding
the foregoing, Supplier may only earn a debit for Occupancy if it is staffed to
at least [*] percent ([*]%) of the mutually agreed upon [*] Day Lock.


 


6.3.4                    Call Transfer Rate for GBS CRU NBI/TLG and GBS CRU CARE line
Groups only: Target of [*] percent ([*]%) or less measured monthly. Call
Transfer Rate will be determined by dividing the total number of transferred
calls by the total number of calls answered by a live CSR. The parties
acknowledge and agree that Supplier shall strive to meet the [*] percent ([*]%)
goal set forth herein but shall not be subject to material default of this
Program, the WO or the Agreement for any failure to meet the target. The Call
Transfer Rate Performance Standard will be waived if the average of other Like
Sites is greater than or equal to [*] percent ([*]%). Change management
procedures set forth in Section 4.22 of the Agreement will be invoked for
process changes directly impacting Call Transfer Rates.


 


	
  Above [*]%

  	
  [*]% AT&T invoice
  credit

  



 


6.3.5                     Average Handle Time (“AHT”):  The AHT target by Site/Line Group shall be
provided by AT&T as part of the [*] Day Lock and shall be measured [*] as
it applies to material breach.  The AHT
Performance Standard will be waived if the actual AHT is greater than [*]
percent (>[*]%) over the target provided in the [*]-Day Lock. The AHT target
provided in the [*] Day Lock will be subject to


 

















 


material
breach, however, will not be subject to credits or debits.


 


With
respect to credits and debits, AT&T may receive the invoice credit set
forth herein in the event the monthly AHT, as defined by the [*] Day Lock is
exceeded. Notwithstanding the foregoing, the AHT target shall be waived as it
pertains to credits and debits if the actual AHT is greater than [*] percent
(>[*]%) over the target
provided in the [*] Day Lock or if the event the average of other Like Sites is
greater than the [*] Day Lock.  If
AT&T institutes system or process changes that causes average handle time
to increase then penalties will be waived, provided however that such
determination shall be at AT&T’s sole discretion.  This could include; Rolling out a new pricing
plan or requiring CCRs to utilize applications that are slower and less
efficient to process customer account changes and/or device orders. Change
management procedures set forth in Section 4.22 (Change Management) of the
Agreement will be invoked if AHT targets need to change. The AT&T invoice
credits will be applied in the following fashion:


 


AHT Target in the [*] Day Lock for each Site/Line
Group   [*]% AT&T invoice credit


 


Example:


 


The AHT target included in a [*] Day Lock for a
particular Site/Line Group is [*].


 


	
  Supplier Performance

  	
   

  	
  Result

  	
   

  	
  Credit or Debit

  
	
  < [*]

  	
   

  	
  Supplier met target

  	
   

  	
  No credit or debit

  
	
  [*]

  	
   

  	
  Supplier did not meet
  target

  	
   

  	
  [*]% AT&T invoice
  credit

  
	
  >[*]

  	
   

  	
  Supplier did not meet
  target AND the actual AHT is greater than [*] percent (>[*]%) over the
  target provided in the [*] Day Lock

  	
   

  	
  No credit or debit.

  



 


6.3.6                 Short Call Rate: Shall mean calls that are less than [*]
seconds in length. The goal is not to exceed [*]% and shall be measured [*].
Change in procedures shall be subject to Section 4.22 (Change Management)
of the Agreement.


 


7. 
Cap:


 


The
resulting Supplier earned debits and AT&T invoice credits for the
applicable Performance Standard measurement set forth herein Section 6
will only be applied to the applicable Site’s Line Group Billable Hours billed.
The total AT&T invoice credit for all Performance Standards in aggregate in
any month shall not exceed a maximum of [*] percent ([*]%) per Site invoice.
The total invoice debits to AT&T’s invoice credit for all Performance
Standards in aggregate in any month shall not exceed a maximum of a [*] percent
([*]%) per Site invoice.


 


8.  Performance Standards Waivers


 


8.1                              In addition to any other waivers set
forth herein this WO, Supplier shall be excused for failures to meet any
Performance Standard and shall not be in breach of this WO if such failure is
caused by: a) AT&T; and/or b) third parties (hired or contracted) to
provide system applications and/or system application services to or for
AT&T (including carriers) (a and b collectively referred to as “AT&T/Service
Provider”) including without limitation acts or omissions of AT&T/Service
Provider.


 


8.2                              Notwithstanding anything to the contrary
herein, in addition to waivers set forth herein this WO, AT&T may choose to
waive Performance Standards and applicable penalties at its sole discretion.
AT&T must invoke this option in writing within [*] days of a missed
Performance Standard.


 


9.  PRICE


 


9.1                              Services shall be compensated by AT&T
to Supplier pursuant to the rates and charges detailed in Exhibit B which
is attached hereto and fully incorporated herein by this reference. Such rates
and charges do not include all applicable taxes.


 

















 


10.  TERMINATION FOR CONVENIENCE


 


10.1                      AT&T may Terminate this WO for
convenience in accordance with Section 3.4 (Cancellation and Termination)
of the Agreement.


 


11.  DISPUTE RESOLUTION


 


Either
party may give the other party written notice of any dispute not resolved in
the normal course of business. The parties will attempt in good faith to
promptly resolve any issue, dispute, or controversy arising out of or relating
to this Agreement promptly by negotiation between the managers set forth
below.  Within ten (10) days after
delivery of such notice, representatives of both parties will meet at a
mutually acceptable time and place, and thereafter as often as they reasonably
deem necessary, to exchange relevant information and to attempt to resolve the
dispute within the time frames here:


 


For
Tier II work:


	
   

  	
  AT&T

  	
  Supplier

  
	
  Within [*]

  	
  [*]

  	
  [*]

  
	
  Within [*]

  	
  [*]

  	
  [*]

  
	
  Within [*]

  	
  [*]

  	
  [*]

  



 


For
all other work:


	
   

  	
  AT&T

  	
  Supplier

  
	
  Within [*]

  	
  [*]

  	
  [*]

  
	
  Within [*]

  	
  [*]

  	
  [*]

  
	
  Within [*]

  	
  [*]

  	
  [*]

  



 


If
any dispute is not resolved in accordance with this process after [*] days, the
parties will escalate to the respective executive levels. Both parties agree to
continue performance during the negotiation period set forth in this section of
the WO.


 


12.  SPECIAL
CONSIDERATIONS:


 


12.1                       The terms set forth below shall be in
addition to the terms set forth in the respective sections of the Agreement:


 


12.1.1              Supplier Responsibilities


 


a.                                   Except as otherwise set forth in this WO
or the Agreement, Supplier will be responsible for supplying all Supplier
personnel, facilities, technology, services and materials necessary to perform
the Services in accordance with the terms and conditions set forth in this WO.


 


b.                                  Supplier will provide the necessary, as
of the Effective Date of this WO, voice and data infrastructure and PCs (or
thin client applications in lieu of PCs) at Supplier’ Site(s) from the
point of demarcation within Supplier’ data centers) for voice and data
communications. The point of demarcation is the point where AT&T-owned
circuits/equipment end and Supplier-owned circuits/equipment begin. AT&T
will provide any intelligent call management (ICM) routing and screen-pop
equipment as required; or, alternatively Supplier will provide ICM and
screen-pop equipment subject to Section 4.22  of the Agreement. Supplier’s PCs will reside on the
Supplier network and access AT&T’s systems via web, Citrix, or other thin
client connectivity.


 


c.                                   Supplier shall pay for the Supplier
standard, as of the Effective Date of this WO, voice and data network
facilities (bandwidth of [*] for data and [*] for voice; voice trunking of [*]
trunks per seat) between Supplier’ data center and Supplier’ call centers
related to this WO.   AT&T shall be
responsible for other voice and data charges, including delivering voice and
data to Supplier’ data center hub(s), bandwidth exceeding Supplier’ standards
in existence as of the WO Effective Date, and any dedicated security equipment
required by AT&T.   In the event
AT&T utilizes VoATM to deliver calls to a Supplier hub, AT&T will
provide the Nortel Passport or equivalent device required in the Supplier hub
to accept the VoATM traffic. Supplier agrees to relinquish ownership at no cost
to AT&T of any and all toll-free numbers associated with the Program to
AT&T or another party specified by AT&T within [*] hours of AT&T’s
request; provided that AT&T is current on all invoices.


 


12.1.2              Training


 


a.                                   Training costs shall be billed as listed
under Exhibit B.


 


b.                                   Initial new hire training:  Supplier agrees to provide [*] days of
initial Program training, and


 

















 


[*] days of Nesting, to Supplier’ CSRs in accordance
with AT&T provided Training Materials, and all retraining, ongoing
soft-skills training, and customer service training at the rates set forth in Exhibit B,
in order to perform the Services described in this WO.  If mutually agreed between the parties
subject to Section 4.22 (Change Management) of the Agreement, AT&T may
provide AT&T trainers for initial train-the-trainer training programs.


 


c.                                    AT&T may request to extend the
duration of initial Program training subject to Section 4.22 (Change
Management) of the Agreement.


 


d.                                 During the nesting period agents will
meet the following level of productivity for the weeks indicated: Week [*] a
minimum of [*]% of the agents time will be spent on the phones to provide ample
development, Week [*] a minimum of [*]% of the agents time will be spent on the
phones.


 


12.1.3.   Quality
Assessment


 


a.                                       Supplier will provide enough Quality
Assessment (“QA”) agents at the QA rate set forth in Exhibit B, to CSRs to
meet the average number of observations monthly. Each CSR is monitored an
average of [*] scored evaluations per month by QA and Production
staff/personnel collectively and other informal evaluations as agreed upon by
the parties based upon individual CSR performance. Supervisors will use
commercially reasonable efforts to provide feedback within [*] hours if below
goal and [*] hours if within or above goal. Agents needing improvement will
receive additional evaluations via various methods (side by side, additional
monitoring, remote monitoring, double jacking, etc). QA agents will shadow CSRs
while on the call without the CSR being aware they are being monitored.  Calibration sessions between Supplier QA
agents, Supplier supervisors and AT&T representatives will be held weekly
to ensure scoring and feedback to CSR’s is consistent.  If Supplier fails to monitor an average of
[*] scored evaluations per month by QA and Production staff/personnel
collectively as set forth above, Supplier will be advised of such deficiencies
and Supplier will have [*] days to bring performance back to objective’s
standards.  AT&T and Supplier may
mutually agree to modify the standards upon written agreement signed by both
parties, in the event AHT increases by [*] percent ([*]%) from the previous
month’s [*]-Day Commitment, AT&T and Supplier shall re-evaluate the QA
staffing required to meet the obligations set forth herein.


 


Original signature transmitted and received via facsimile or other
electronic transmission of a scanned document, (e.g., .pdf or similar format)
are true and valid signatures for all purposes hereunder and shall bind the
parties to the same extent as that of an original signature.  This Agreement may be executed in multiple
counterparts, each of which shall be deemed to constitute an original but all
of which together shall constitute only one document.


 

















 


IN WITNESS WHEREOF,     
the parties have caused this Agreement to be executed by their
authorized representatives:


 


 


	
  StarTek, Inc.

  	
   

  	
  AT&T
  Services, Inc.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  By: 

  	
  /s/ A. Laurence Jones

  	
   

  	
  By: 

  	
  /s/ Jay M. Bishop

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Printed Name: 

  	
  A. Laurence Jones

  	
   

  	
  Printed Name:

  	
  Jay M. Bishop

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Title: 

  	
  President &
  CEO

  	
   

  	
  Title:

  	
  AVP – Contract/Sourcing
  Operations

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Date: 

  	
  July 24, 2009

  	
   

  	
  Date: 

  	
  July 14, 2009

  
							



 
















 


Exhibit A


DELIVERABLES
MATRIX


 


	
  Deliverables/Specifications Requirements

  	
   

  	
  Delivery Date

  	
   

  	
  Evidence of Success

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Deliverable
  Set #1- Reporting

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ACD
  Report:
  Comprehensive report with data taken directly from the switch. Details total
  calls offered, calls handled, calls abandoned, average speed of answer,
  average handle time by live agent and downtime. Delivered to AT&T daily.

  	
   

  	
  As indicated in
  report description

  	
   

  	
  Accurate and timely
  reporting whether pushed to recipients or available online.

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Agent
  (PAR) Report: Agent
  or Personal Accountability Reports provide queue performance statistics
  broken down by agent. Data elements include the number of ACD calls answered,
  the average time spent on each ACD call, the average time spent waiting between
  ACD calls, the time spent doing post-call work, the time spent logged into
  the system, Short Calls, Transfer rates, Availability, etc. Delivered to
  AT&T daily.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Call
  Disposition Report: Offers call disposition detail by type code. Supplier may provide
  this report to AT&T subject to Section 4.22 (Change Management) of
  the Agreement.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  System
  Outages Report:
  Report provides a listing of the date, time, duration and description of any
  system outages to Supplier systems, root cause analysis, and preventative
  measures. Delivered to AT&T when system outages occur.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Call
  Comparison:
  Compares forecasted to actual call volume and answer performance.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Combined
  FTE: Report provides ongoing attrition
  training data, with class details (class size, dates, etc.). Delivered to
  AT&T weekly.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Interval: Report provides one-half hour (1/2) interval call
  volume data. Delivered to AT&T daily.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Invoice
  Detail: Invoices will include detailed
  documentation including but not limited to, for each CSR; a list of CSR
  names, hours logged via the ACD, hours logged, and indicator for training or
  production status.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Weekly
  Quality Report:
  Weekly roll up of quality performance to include: scores from evaluations
  completed by Supplier quality team, scores from evaluations completed by
  Supplier leadership team (team leads/supervisors), QA/Team Lead score
  variance, combined score, total evaluations completed by QA Team, total
  evaluations completed by Team Leads.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Monthly
  Quality Report:
  Monthly roll up of quality performance to include: scores from evaluations
  completed by Supplier quality team, scores from evaluations completed by
  Supplier leadership team (team leads/supervisors), QA/Team Lead score
  variance, combined score, total evaluations completed by QA team, total
  evaluations completed by Team Leads.

  	
   

  	
   

  	
   

  	
   

  



 

















 


Exhibit A


DELIVERABLES
MATRIX


 


	
  Deliverables/Specifications Requirements

  	
   

  	
  Delivery Date

  	
   

  	
  Evidence of Success:

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Intraday
  Reports

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Reporting shall
  be produced and delivered four (4) times daily (in PDF format) at noon,
  2pm, 4pm and 10pm daily: Reports will include (NCO) Number of calls offered,
  (NCH) Number of calls handled, (SL%) Service Level percentage, (OCC%)
  Occupancy percentage, (AHT) Average handle time, (ASA) Average Speed of
  Answer, and staff time in seconds. Data will be provided for each 30-minute
  interval with rolling totals at report times.

  	
   

  	
  As noted in
  report description

  	
   

  	
  Accurate and timely
  reporting whether pushed to recipients or available online.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Intraday
  Daily Recap Report

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Report shall be
  produced and delivered one (1) time daily for the previous day (in PDF
  format): Reports will include (NCO) Number of calls offered, (NCH) Number of
  calls handled, (SL%) Service Level percentage, (OCC%) Occupancy percentage,
  (AHT) Average handle time, (ASA) Average Speed of Answer, and staff time in
  seconds. Data will be provided for each 30-minute interval for the previous
  day with rolling totals for the end-of-day.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Intraday
  Weekly Interval Report

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Report shall be
  produced and delivered one (1) time weekly for the previous 7-days (in
  Excel format): Reports will include (NCO) Number of calls offered, (NCH)
  Number of calls handled, (SL%) Service Level percentage, (OCC%) Occupancy
  percentage, (AHT) Average handle time, (ASA) Average Speed of Answer, (SL30%)
  Service Level 30%. Data will be provided for each 30-minute interval for the
  previous 7-days with daily summary totals.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Daily
  Split Stats Report

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Report shall be
  produced and delivered one (1) time daily for the previous day: Reports
  will include Function (or LOB), Technology (or Category), Split name, Split
  number,(NCO) Number of calls offered, (NCH) Number of calls handled, (SL%)
  Service Level percentage, Max Delay, (OCC%) Occupancy percentage, (AHT)
  Average handle time, Accessibility, and staff time in seconds.

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Weekly
  Site Metrics Report

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Report shall be
  produced and delivered one (1) time Weekly on Mondays for the previous
  7-days with MTD totals: Reports will include the Date, Number of calls
  offered, (NCH) Number of calls handled, (AHDT) Average hold time, (AWT)
  Average wrap time, (AHT) Average handle time, (OCC%) Occupancy percentage,
  Accessibility, Shrinkage %, Hold % and (ACW %) After call wrap percentage.

  	
   

  	
   

  	
   

  	
   

  



 

















 


	
  Deliverables/Specifications Requirements

  	
   

  	
  Delivery Date

  	
   

  	
  Evidence of Success:

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Deliverable
  Set #2- Quarterly Program Reviews

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  ·

  	
  Supplier will conduct
  quarterly Program reviews in person at AT&T Headquarters to cover Program
  highlights, overall account activity, budget analysis, review key reports and
  metrics at a management level, the incentive programs that were run and their
  results, and to ensure that stated agreed upon Program objectives are being
  met (return on investment or “ROI”). If Program objectives are not being met,
  team must collectively establish an action plan to be implemented within
  thirty (30) days to achieve measurable results within [*].

  	
   

  	
  Quarterly
  reviews as scheduled

  	
   

  	
  Quarterly reviews are
  held as scheduled

  



 

















 


Exhibit B


Price


 


For
Services performed under this WO, Supplier shall be compensated in accordance
with the pricing shown below:


 


	
  PROGRAM
  NAME

  	
   

  	
  Business End User Care Program

  
	
   

  	
   

  	
   

  
	
  LOCATION

  	
   

  	
  Greeley Colorado

  
	
   

  	
   

  	
   

  
	
  BILLABLE
  HOUR RATE

  BASED ON CSR TENURE IN

  MONTHS

  	
  [*]

  [*]

  [*]

  	
   

  	
  [*]

  [*]

  [*]

  
	
  Starting
  1/1/10 - BILLABLE

  HOUR RATE BASED ON

  CSR TENURE IN MONTHS

  	
  [*]

  [*]

  [*]

  	
   

  	
  [*]

  [*]

  [*]

  
	
   

  	
   

  	
   

  
	
  DRUG
  SCREEN & BACKGROUND CHECK: 

  (US Sites only)

  	
   

  	
  Passed through at cost
  (Checks required as a result of attrition will be the responsibility of
  Supplier.)

  
	
   

  	
   

  	
   

  
	
  OVERTIME &
  HOLIDAY RATE (by Site)

  	
   

  	
  Premium Rate: [*]%
  premium above the Billable Hour Rate based on CSR Tenure being paid by
  AT&T for the time period requested

  
	
   

  	
   

  	
   

  
	
  TRAINING
  RATE

  	
   

  	
  New Hire/Growth $[*]

  
	
   

  	
  Nesting $[*]

  
	
   

  	
  Supplemental Training:
  [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Conversion Training:
  [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Attrition: [*]

  



 


Notes:


 


a.                                       “Billable Hour” means the time between the time a CSR
clocks into and clocks out of Supplier’s time keeping system for the purpose of
performing agreed upon work for AT&T. 
This time shall include a maximum of fifteen (15) minutes per day of
pre-shift instructions per CSR unless otherwise directed by AT&T.  The
Billable Hour includes 30 minutes for breaks but does not include lunches, sick
time, vacations, or Supplier sponsored events such as non-AT&T focus groups
and non-AT&T development.  Actual
time in a Billable Hour for billing purposes is 60 minutes.


 


b.                                      The total amount payable by AT&T for
the Services shall be determined by applying the stated rate of compensation to
the Services actually performed by Supplier. The Overtime Rate shall apply if
Supplier is able to and AT&T agrees to offer overtime hours (to the extent
such hours are in excess of 40 hours per week per CSR). Holiday Rates shall
apply based on applicable Holidays at the Site. US Holidays (applicable only
in the U.S.): New Years Day, Thanksgiving Day, Labor Day, Christmas Day,
Memorial Day, Independence Day,. Canadian Holidays (applicable only in
Canada): New Years Day, Good Friday, Victoria Day, Canada Day, Civic Day,
Labor Day, Thanksgiving Day, Remembrance Day, Christmas Day, and Boxing Day.
Should AT&T request that Supplier provide Services for the Program on any
of the Holidays listed, AT&T shall compensate Supplier at the Holiday Rate
as listed herein.


 


c.                                       CSR tenure is determined based on the
hire date of such CSR on any AT&T program. 
The total amount payable by AT&T for the Services shall be
determined by applying the stated rate of compensation to the Services actually
performed by Supplier.


 

















 


d.                                      Domestic Inbound/Outbound telecom.
AT&T shall be client of record on the (800) service. Subject to AT&T’s
prior written approval of usage, domestic inbound and outbound telecom charges
shall be [*].


 


e.                                       Postage, shredding, express mail,
printing, and courier services, trunking and circuits, reproduction (other than
[*] which is borne by Supplier), and travel (Pre-approved by AT&T) will all
be charged at [*].


 


f.                                         AT&T will not be charged costs
associated with [*].  AT&T will be
charged for Growth Training.  Growth is
defined as any requested increase in FTE above previous locked forecast.  If AT&T requests Supplier to reduce FTE,
then subsequently requests Supplier increase FTE, that increase will be
considered growth and the associated training will be billable to AT&T.


 


g.                                      Quality Champion: 
One position per Site covering all programs.  $[*] per hour (not to exceed [*]
hours per week without prior approval of the AT&T contact identified in 2.1
of this WO).  Position allows sites to
better examine the areas of opportunity to improve quality & address
any AT&T related concerns. Functions shall include, but not be limited to,
the following tasks:


 


1.               Works closely with
the AT&T internal Quality Champion to analyze & interpret the
sites Quality & Wave results


2.               Interacts with all
departments to coordinate Quality Assurance & Wave training,
educations & results


3.               Reviews performance
thru quality analysis, working with agents to improve performance


4.               Creates of job
aids, educational training, reports out information & provides
suggested solutions


5.               Strongly partners
with Quality Assurance department to ensure consistent message &
delivery of information & call expectations


6.               Participates during
Quality Assurance calibrations both internally & nationally


7.               Identifies
behaviors that if changed, would give the site the most positive impact


8.               Analyzes Quality &
Wave trends to understand the challenges & how to drive improvements


9.               Draws conclusions
from data & makes meaningful recommendations to the AT&T &
the site


10.         Delivers analysis &
educates all regarding trends.  Delivers
training in the classroom, Nesting & production


11.         Researches issues &
partners/communicates to all departments to alleviate problems, inconsistencies &
or improve overall customer satisfaction levels


12.         Reports current trends &
makes recommendations for improvement through coaching & mentoring


13.         Tracks quality trends &
makes recommendations to training team on changes to current programs


14.         Interacts with all levels
of personnel & responds to questions from agents, supervisors,
managers & AT&T


 


h.             Clerical Support $[*] per hour (not to
exceed [*] hours per week without prior approval of the AT&T contact
identified in Section 2.1 of this WO. Functions shall include, but not be
limited to, the following:


 


·                  Login ordering,
tracking, retiring and maintenance (currently ordering 21 logins for every EE)


·                  SOX contact for
all AT&T audits


·                  Clarify
maintenance


·                  Submitting and
tracking Credits and Adjustments


·                  Sessions
Enrollments for training


·                  AT&T
University setups and retires


·                  Course
enrollments and completions


·                  Tracking and
follow through of all Office of the President request


·                  Back up to LRP
for all AT&T BCS reporting


 

















 


Exhibit B -1


Pricing for the Philippines


 


For
Services performed under this WO, Supplier shall be compensated in accordance
with the pricing shown below:


 


	
  PROGRAM
  NAME

  	
   

  	
  Business End User Care Program

  
	
   

  	
   

  	
   

  
	
  LOCATION

  	
   

  	
  Makati City, Philippines

  
	
   

  	
   

  	
   

  
	
  BILLABLE
  HOUR RATE

  BASED ON CSR TENURE IN

  MONTHS

  	
  [*]

  [*]

  [*]

  	
   

  	
  [*]

  [*]

  [*]

  
	
   

  	
   

  	
   

  
	
  DRUG
  SCREEN & BACKGROUND CHECK: 

  (US Sites only)

  	
   

  	
  Passed through at cost
  (Checks required as a result of attrition will be the responsibility of
  Supplier.)

  
	
   

  	
   

  	
   

  
	
   

  OVERTIME &
  HOLIDAY RATE (by Site)

  	
   

  	
  Premium Rate: [*]%
  premium above the Billable Hour Rate based on CSR Tenure being paid by
  AT&T for the time period requested

  
	
   

  	
   

  	
   

  
	
  TRAINING
  RATE

  	
   

  	
  New Hire/Growth $[*]

  
	
   

  	
  Nesting $[*]

  
	
   

  	
  Supplemental Training: [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Conversion Training: [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Attrition: [*]

  
				



 


a.               “Billable Hour” means the time between the time a CSR
clocks into and clocks out of Supplier’s time keeping system for the purpose of
performing agreed upon work for AT&T. 
This time shall include a maximum of fifteen (15) minutes per day of
pre-shift instructions per CSR unless otherwise directed by AT&T.  The
Billable Hour includes 30 minutes for breaks but does not include lunches, sick
time, vacations, or Supplier sponsored events such as non-AT&T focus groups
and non-AT&T development.  Actual
time in a Billable Hour for billing purposes is 60 minutes.


 


b.              The total amount payable by AT&T for the Services
shall be determined by applying the stated rate of compensation to the Services
actually performed by Supplier. The Overtime Rate shall apply if Supplier is
able to and AT&T agrees to offer overtime hours (to the extent such hours
are in excess of 40 hours per week per CSR). Holiday Rates shall apply based on
applicable Holidays at the Site. US Holidays (applicable only in the U.S.):
New Years Day, Thanksgiving Day, Labor Day, Christmas Day, Memorial Day,
Independence Day, Christmas Eve. Should AT&T request that Supplier provide
Services for the Program on any of the Holidays listed, AT&T shall
compensate Supplier at the Holiday Rate as listed herein.


 


c.               Agents hired prior to January 1, 2009, will be
compensated an additional month of pay, paid by AT&T, to compensate the
13th Month of Pay lost in moving
to the Supplier AT&T Program before the end of the year.


 


1.               The
13th month pay is a PHI Law.  Employed
Candidates will be receiving this pay during the months of October —
December, 2008.


 


2.               AT&T
will offer and pay a signing bonus to agents/supervisor/trainers hired during
the months of October through December, 2008


 


i.      Agent
Bonus $[*] ([*])


 


ii.   Supervisor/Trainer
Bonus $[*] ([*])


 


d.              Launch Support — It is estimated that travel
costs associated with ramping this program could be $[*] to - $[*].   Supplier shall [*].  AT&T costs shall be [*].


 

















 


e.               CSR tenure
is determined based on the hire date of such CSR on any AT&T program.  The total amount payable by AT&T for the
Services shall be determined by applying the stated rate of compensation to the
Services actually performed by Supplier.


 


f.                 Domestic Inbound/Outbound telecom.  AT&T shall be client of record on the
(800) service.  Subject to AT&T’s
prior written approval of usage, domestic inbound and outbound telecom charges
shall be [*].


 


g.              Postage, shredding, express mail, printing, and
courier services, trunking and circuits, reproduction (other than [*] which is
borne by Supplier), and travel (Pre-approved by AT&T) will all be charged
at [*].


 


h.              AT&T will not be charged costs associated with
[*].  AT&T will be charged for Growth
Training.  Growth is defined as any
requested increase in FTE above previous locked forecast.  If AT&T requests Supplier to reduce FTE,
then subsequently requests Supplier increase FTE, that increase will be
considered growth and the associated training will be billable to AT&T.


 


i.                  Quality Champion:   One position
per Site covering all programs. $[*] per hour (not to exceed [*] hours per week
without prior approval of the
AT&T contact identified in 2.1 of this WO). 
Position allows sites to better examine the areas of opportunity to
improve quality & address any AT&T related concerns. Functions
shall include, but not be limited to, the following tasks:


 


1.               Works closely with the AT&T internal Quality
Champion to analyze & interpret the sites Quality & Wave results


2.               Interacts with all departments to coordinate
Quality Assurance & Wave training, educations & results


3.               Reviews
performance thru quality analysis, working with agents to improve performance


4.               Creates of
job aids, educational training, reports out information & provides
suggested solutions


5.               Strongly
partners with Quality Assurance department to ensure consistent message &
delivery of information & call expectations


6.               Participates
during Quality Assurance calibrations both internally & nationally


7.               Identifies
behaviors that if changed, would give the site the most positive impact


8.               Analyzes
Quality & Wave trends to understand the challenges & how to
drive improvements


9.               Draws
conclusions from data & makes meaningful recommendations to the
AT&T & the site


10.         Delivers
analysis & educates all regarding trends.  Delivers training in the classroom, Nesting &
production


11.         Researches
issues & partners/communicates to all departments to alleviate
problems, inconsistencies & or improve overall customer satisfaction
levels


12.         Reports
current trends & makes recommendations for improvement through
coaching & mentoring


13.         Tracks
quality trends & makes recommendations to training team on changes to
current programs


14.         Interacts
with all levels of personnel & responds to questions from agents,
supervisors, managers & AT&T


 


j.                  Clerical Support $[*] per hour (not to exceed [*]
hours per week without prior approval of AT&T contact identified in Section 2.1
of this WO.  Functions shall include, but
not be limited to, the following:


 


·                  Login ordering, tracking, retiring and maintenance


·                  SOX contact for all AT&T audits


·                  Clarify maintenance


·                  Submitting and tracking Credits and Adjustments


·                  Sessions Enrollments for training


·                  AT&T University setups and retires


·                  Course enrollments and completions


·                  Tracking and follow through of all Office of the
President requests


·                  Back up to LRP for all AT&T reporting


·                  Distribute and
ensure follow up on feedback items (Clarify, Wave, PCS, Tier II, SOA, Direct
Fulfillment, etc.), compile results


·                  Gather and summarize
results of initiatives (PAR/SRS, migrations, etc.)


 
















 


Exhibit B -2


Tier II Pricing


 


For Services performed
under this WO, Supplier shall be compensated in accordance with the pricing
shown below:


 


	
  PROGRAM
  NAME

  	
   

  	
  Tier II:ANS/TSD/P&R

  
	
   

  	
   

  	
   

  
	
  LOCATION

  	
   

  	
  Greeley Colorado

  
	
   

  	
   

  	
   

  
	
  BILLABLE
  HOUR RATE

  BASED ON CSR TENURE IN

  MONTHS

  	
  [*]

  [*]

  [*]

  	
   

  	
  [*]

  [*]

  [*]

  
	
   

  	
   

  	
   

  
	
  DRUG
  SCREEN & BACKGROUND CHECK: 

  (US Sites only)

  	
   

  	
  Passed through at cost
  (Checks required as a result of attrition will be the responsibility of
  Supplier.)

  
	
   

  	
   

  	
   

  
	
  OVERTIME &
  HOLIDAY RATE (by Site)

  	
   

  	
  Premium Rate: [*]% premium
  above the Billable Hour Rate based on CSR Tenure being paid by AT&T for
  the time period requested

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  New Hire/Growth $[*]

  
	
   

  	
  Nesting$[*]

  
	
  TRAINING
  RATE 

  	
   

  	
  Supplemental Training:
  [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Conversion Training:
  [*]

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Attrition: [*]

  
				



 


Notes:


a.                                       “Billable Hour” means the time between the time a CSR
clocks into and clocks out of Supplier’s time keeping system for the purpose of
performing agreed upon work for AT&T. 
This time shall include a maximum of fifteen (15) minutes per day of
pre-shift instructions per CSR unless otherwise directed by AT&T.  The
Billable Hour includes 30 minutes for breaks but does not include lunches, sick
time, vacations, or Supplier sponsored events such as non-AT&T focus groups
and non-AT&T development.  Actual
time in a Billable Hour for billing purposes is 60 minutes.


 


b.                                      The total amount payable by AT&T for
the Services shall be determined by applying the stated rate of compensation to
the Services actually performed by Supplier. The Overtime Rate shall apply if
Supplier is able to and AT&T agrees to offer overtime hours (to the extent
such hours are in excess of 40 hours per week per CSR). Holiday Rates shall
apply based on applicable Holidays at the Site. US Holidays (applicable only
in the U.S.): New Years Day, Thanksgiving Day, Labor Day, Christmas Day,
Memorial Day, Independence Day,. Canadian Holidays (applicable only in
Canada): New Years Day, Good Friday, Victoria Day, Canada Day, Civic Day,
Labor Day, Thanksgiving Day, Remembrance Day, Christmas Day, and Boxing Day.
Should AT&T request that Supplier provide Services for the Program on any
of the Holidays listed, AT&T shall compensate Supplier at the Holiday Rate
as listed herein.


 


c.                                       CSR tenure is determined based on the
hire date of such CSR on any AT&T program. 
The total amount payable by AT&T for the Services shall be
determined by applying the stated rate of compensation to the Services actually
performed by Supplier.


 


d.                                      Domestic Inbound/Outbound telecom.
AT&T shall be client of record on the (800) service. Subject to AT&T’s
prior written approval of usage, domestic inbound and outbound telecom charges
shall be [*].


 


e.                                       Postage, shredding, express mail,
printing, and courier services, trunking and circuits, reproduction (other than
[*] which is borne by Supplier), and travel (Pre-approved by AT&T) will all
be charged at [*].


 

















 


f.                                         AT&T will not be charged costs
associated with [*].  AT&T will be
charged for Growth Training.  Growth is
defined as any requested increase in FTE above previous locked forecast.  If AT&T requests Supplier to reduce FTE,
then subsequently requests Supplier increase FTE, that increase will be
considered growth and the associated training will be billable to AT&T.


 


g.                                      Quality Champion: 
One position per Site covering all programs.  $[*]
per hour (not to exceed [*] hours per week without prior approval of the
AT&T contact identified in 2.1 of this WO). 
Position allows sites to better examine the areas of opportunity to
improve quality & address any AT&T related concerns. Functions
shall include, but not be limited to, the following tasks:


 


1.               Works closely with
the AT&T internal Quality Champion to analyze & interpret the
sites Quality & Wave results


2.               Interacts with all
departments to coordinate Quality Assurance & Wave training, educations &
results


3.               Reviews performance
thru quality analysis, working with agents to improve performance


4.               Creates of job
aids, educational training, reports out information & provides
suggested solutions


5.               Strongly partners
with Quality Assurance department to ensure consistent message &
delivery of information & call expectations


6.               Participates during
Quality Assurance calibrations both internally & nationally


7.               Identifies
behaviors that if changed, would give the site the most positive impact


8.               Analyzes Quality &
Wave trends to understand the challenges & how to drive improvements


9.               Draws conclusions
from data & makes meaningful recommendations to the AT&T &
the site


10.         Delivers analysis &
educates all regarding trends.  Delivers
training in the classroom, Nesting & production


11.         Researches issues &
partners/communicates to all departments to alleviate problems, inconsistencies &
or improve overall customer satisfaction levels


12.         Reports current trends &
makes recommendations for improvement through coaching & mentoring


13.         Tracks quality trends &
makes recommendations to training team on changes to current programs


14.         Interacts with all levels
of personnel & responds to questions from agents, supervisors,
managers & AT&T


 

















 


Exhibit E  - 
Performance Standards with Applied Penalty/Earned Bonus


 


	
  Performance 

  Standard

  	
   

  	
  Line

  Groups

  	
   

  	
   

  	
   

  	
  Applied Penalty / Credit

  	
   

  	
  Target

  	
   

  	
  Earned Bonus / Debit

  	
   

  	
  Frequency

  	
   

  	
  Comments

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  First Call Resolution For Wave

  	
   

  	
  ·GGS CRU NBI/TLG

  ·GBS CRU Care

  ·GBS ANS LTC

  	
   

  	
  Bonus/Penalty

  	
   

  	
  [*]%

  	
  None

  	
   

  	
  [*]% or less

  	
   

  	
  [*]%

  	
  [*]%

  	
   

  	
  [*]

  	
   

  	
  Subject to Work Order Section 6.3.1

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Result

  	
   

  	
  [*]% or more

  	
  10-16%

  	
   

  	
   

  	
   

  	
  [*]% - [*]%

  	
  [*]% or less

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  First Call Resolution For Post Call Survey

  	
   

  	
  ·GBS CRU NBI/TLG

  ·GBS CRU Care

  	
   

  	
  Bonus/Penalty

  	
   

  	
  [*]%

  	
  0.75%

  	
   

  	
  [*]% or more

  	
   

  	
  [*]%

  	
  [*]%

  	
   

  	
  [*]

  	
   

  	
  Subject to Work Order Section 6.3.2

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Result

  	
   

  	
  <[*]%

  	
  65% to 69%

  	
   

  	
   

  	
   

  	
  [*]% to [*]%

  	
  >[*]%

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Occupancy

  	
   

  	
  ·GGS CRU NBI/TLG

  ·GBS CRU Care

  ·GBS ANS LTC

  	
   

  	
  Bonus/Penalty

  	
   

  	
  [*]%

  	
   

  	
  [*]%-[*]%

  	
   

  	
  [*]%

  	
   

  	
  [*]

  	
   

  	
  Subject to Work Order Section 6.3.3

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Result

  	
   

  	
  <[*]%

  	
   

  	
   

  	
   

  	
  >[*]%

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Call Transfer Rate

  	
   

  	
  ·GBS CRU NBI/TLG

  ·GBS CRU Care

  	
   

  	
  Bonus/Penalty

  	
   

  	
  [*]%

  	
   

  	
  [*]%

  	
   

  	
  [*]

  	
   

  	
  [*]

  	
   

  	
  Subject to Work Order Section 6.3.4

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Result

  	
   

  	
  >[*]%

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Average Handle Time

  	
   

  	
  ·GGS CRU NBI/TLG

  ·GBS CRU Care

  ·GBS ANS LTC

  	
   

  	
  Bonus/Penalty

  	
   

  	
  [*]%

  	
   

  	
  As identified in [*] Day Lock

  	
   

  	
  [*]

  	
   

  	
  [*]

  	
   

  	
  Subject to Work Order Section 6.3.5

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Result

  	
   

  	
  >[*]%