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Exhibit
10.42
 
 AMENDMENT NUMBER 4
TO
MASTER TELESERVICES AGREEMENT 750-03610-2002
BETWEEN
VERIZON WIRELESS
AND
APAC Customer Services, Inc.
 1.
    
    PARTIES.This Amendment Number 4 (Amendment) to the Master Teleservices Agreement 750-03610-2002
(Agreement) by and between APAC Customer Services, Inc., an Illinois corporation, with
offices at Six Parkway North, Deerfield, Illinois, 60015 (Company) and Cellco Partnership
d/b/a Verizon Wireless, a Delaware general partnership, having an office and principal
place of business at 180 Washington Valley Road, Bedminster, New Jersey 07921 on behalf of
itself and for the benefit of its Affiliates (Verizon Wireless) is made and entered into
on and as of the date of execution by the last signing party.2.
    
    This Amendment is an integral part of the Agreement. Terms used herein which are
defined or specified in the Agreement shall have the meanings set forth therein. If there
are any inconsistencies between a specific term or condition of this Amendment and a
specific term or condition of the Agreement, the specific term or condition of this
Amendment shall control.3.
    
    RENEWAL OF AGREEMENT.The Renewal Term shall commence as of the
1st day of March 2006 (the Effective Date) and continue in effect of a period
of two (2) years from the Effective Date and thereafter automatically renew for subsequent
one-Year Periods at each annual anniversary of the Effective Date (collectively, the
Term) unless written notice of intent not to renew is given by one party to the other
sixty (60) days prior to the end of the initial or any renewal term.4.
    
    AMENDMENT OF AGREEMENT.The following provisions of the Agreement are amended
as follows:
 A.
    
    Section 21.1.5 is added in its entirety as follows:21.1.5 Professional liability insurance with a combined single limit of
$5,000,000.B.
    
    Section 21.2 is hereby deleted and restated in its entirety as
follows:
 21.2
    
    The insuring carriers shall
be rated at least A- by AM best. Such policies
shall be primary and non-contributory by Verizon Wireless. Verizon Wireless shall
be named as an additional insured on all liability policies in paragraph 21.1.3
above. Company shall furnish to Verizon Wireless certificates of such insurance
within ten (10) days of the execution of this Agreement and with each policy
renewal. The certificates shall provide that ten (10) days prior written notice of
cancellation or material change of the insurance to which the certificates relate
shall be given to Verizon Wireless. The fulfillment of the obligations hereunder in
no way modifies Companys obligations to indemnify Verizon Wireless.




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 C.
    
    Exhibits A-N are hereby deleted and restated as set forth in the attached Exhibits A-N.
 5.
    
    EFFECT OF AMENDMENT.Except as amended hereby, the Agreement shall continue in full force and effect.6.
    
    SIGNATURES.IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by
their duly authorized officers or representatives.
 CELLCO PARTNERSHIP
d/b/a VERIZON WIRELESS
    
    

    APAC CUSTOMER SERVICES,
INC.By:
    /s/ Denny Strigl
    
    By:

    /s/ Larry RodmanName:
    Denny Strigl
    
    
    Name:
    Larry RodmanTitle:
    
    
    
    Title:
    Group Vice PresidentDate:
    3/31/06
    
    
    Date:
    March 24, 2006APAC CUSTOMER SERVICES, INC.By:

    /s/ James McClenehanName:
    James McClenehanTitle:
    Sr. VP Sales & MktgDate:
    3/24/06