Exhibit 10.82


 


[*] = 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.


 


Amendment


 


20080122.003.A.001


 


Between


 


StarTek, Inc.


 


And


 


AT&T Mobility LLC


 

















 


20080122.003.A.001


 


AMENDMENT
NO. 1


 


AGREEMENT
NO. 20080122.003.C


 


This Amendment, effective
on the date when signed by the last Party (“Effective Date”), and amending
Agreement No. 20080122.003.C (“Work Order”), is by and between StarTek, Inc.,
(“Supplier”), and AT&T Mobility LLC, (“AT&T”), each of which may be
referred to in the singular as a “Party” or in the plural as the “Parties.”


 


WITNESSETH


 


WHEREAS, Supplier and AT&T entered into the
Work Order on May 1, 2008; and


 


WHEREAS, the Work Order was entered pursuant to
Agreement No. GAMSA-STAR081106-00; and


 


WHEREAS, Supplier and AT&T desire to amend
the Work Order so that the terms of Agreement No. 20070105.006.C are
controlling.


 


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


 


1.               The initial paragraph of the Work Order is deleted in
its entirety and replaced with the following:


 


This Work Order
20080122.003.C is issued pursuant to the Contact Center Agreement No. 20070105.006.C
(“Agreement”) between AT&T Services, Inc. (“AT&T Mobility” or “AT&T”)
and StarTek Inc. (“Supplier”) and the Agreement is incorporated by reference
herein.  Capitalized terms used in this
Work not otherwise defined herein shall have the definitions specified in the
Agreement.  If the Work Order 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 Work Order in which case the WO shall govern and control.


 


2.               The individuals listed in the table below will serve
as primary contact for the Program.  Any
changes will be done in accordance with Exhibit 5 of the Agreement.


 


	
  AT&T Mobility Contacts

  	
   

  	
  Supplier Contact(s)

  
	
  Name: [*]

  	
   

  	
  Name:[*]

  
	
  Address: [*]

  	
   

  	
  Address: [*]

  
	
  Phone: [*]

  	
   

  	
  Phone: [*]

  
	
  Cell:[*]

  	
   

  	
  Cell:[*]

  
	
  E-mail: [*]

  	
   

  	
  E-mail: [*]

  



 


3.               Section 6.1
is hereby deleted in its entirety and replaced with Section 6.1 which is
incorporated into this Agreement by reference.


 


AT&T
Mobility and Supplier have developed the standards set forth in this Work
Order,


 


Proprietary
and Confidential


This
Agreement and information contained therein is not for use or disclosure
outside of AT&T, its Affiliates, and third party representatives, and
Supplier except under written agreement by the contracting parties.


 


2

















 


(hereinafter “Performance
Standards”) to ensure the delivery of high quality, efficient customer
service.  Effective upon signature of
this Work Order 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 and Total Resolved, 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/Program [*] after Site opening, or as outlined in the Performance
Measurements attached hereto as Exhibit E. 
Furthermore, anytime a particular Site/Program increases by more than [*]
([*]%) over a [*] period (measured by the [*]-Day Lock FTE), Performance
Standards shall not apply with respect to such Site/Program until [*] after the
incremental Site/Program 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
Mobility 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
Program at each Site and shall exclude calls handled by the IVR and those calls
subject to waivers as set forth herein this Work Order.  Any invoice credits owed or debits earned by
Supplier shall only apply to the Services invoiced for the particular
Site/Program subject to Section 1.1 herein for which it was measured and
shall be assessed to Customer Service Experience (“CSE”) Program [*] in
Production only.  Any invoice debits
earned by Supplier will be used to offset AT&T Mobility invoice credits
only, except for Section 6.3.3 Occupancy which may earn a true debit.  Notwithstanding the foregoing, Supplier may
earn a Bonus subject to Sections 6.3.1 and 6.3.2.  AT&T Mobility invoice credits, Supplier
earned debits to AT&T Mobility invoice credits, and bonuses will be
calculated as set forth in Section 6.3 and shall be applied on a quarterly
basis.


 


4.               Section 6.3.2
is hereby deleted in its entirety and replaced with Section 6.3.2 which is
incorporated into this Agreement by reference.


 


Total
Resolved (“TR):  will be measured quarterly by site by the
Telegence and CARE Programs which shall be considered one (1) Program for
the purposes of TR stack ranking and ranked against Like Sites’ national
average, contingent upon a sample size of at least four hundred (400) per
Site.    Sample sizes of less than four
hundred (400) shall be excluded from the quarterly measurement.  TR shall be waived in the event Supplier’
results are within the top  [*] ([*]%) of
stacked ranking measured by region, regardless if Supplier results fall within
the [*] or [*] quartile when measured against the national average for overall
Like Sites.


 


Example:


 


	
  Assumptions:

  	
   

  	
   

  	
   

  
	
  Overall
  Like Sites national average results:

  	
   

  	
  [*]

  	
  %

  
	
  Results
  for [*] ([*]%) of Like Sites measured by region:

  	
   

  	
  [*]

  	
  %

  
	
  Supplier
  results:

  	
   

  	
  [*]

  	
  %

  



 


Supplier results within
the top [*] ([*]%) of the results measured by region.  TR Performance Standard and associated
AT&T Mobility invoice credit is waived. AT&T Mobility invoice credits
and Supplier earned offset debits will be applied at the end of the quarter, by
Site/Program pursuant to Exhibit E. New sites will be measured [*] after
the first call received in Production.


 


Converted sites (Sites
subject to Conversion training as described in Exhibit B herein) will be measured
[*] after the first call received in Production.  The AT&T Mobility invoice


 


Proprietary
and Confidential


This
Agreement and information contained therein is not for use or disclosure
outside of AT&T, its Affiliates, and third party representatives, and
Supplier except under written agreement by the contracting parties.


 


3

















 


credits and Supplier
earned offset debits will be applied in the following fashion based on Total Resolved
scores:


 


	
  [*]% to [*]% of Like
  Sites

  	
   

  	
  [*]%AT&T Mobility
  invoice credit

  
	
  [*]% to [*]% of Like
  Sites

  	
   

  	
  [*]% AT&T Mobility
  invoice credit

  
	
  [*]% to [*]% of Like
  Sites

  	
   

  	
  [*]% Supplier earned
  offset debit

  
	
  [*]% to [*]% of Like
  Sites

  	
   

  	
  [*]% Supplier earned
  offset debit

  



 


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


 


A [*] ([*]%) bonus may
apply on a per Site basis if the FCR and TR stretch targets are achieved in any
quarter (“Bonus”).  The stretch target
for Total Resolved is [*] ([*]%) or better.  
The Bonus shall be calculated as follows:  1) The quarterly invoice credit(s) /debit(s) shall
be calculated (“Offset Result”), then (2) the Bonus shall be applied to
the Offset Result.


 


5.               Section 7
entitled Cap is hereby deleted in its entirety and replaced with Section 7
which is incorporated into this Agreement by reference.


 


The resulting Supplier
earned debits and AT&T Mobility invoice credits for the applicable
Performance Standard measurement set forth herein Section 6 will only be
applied to the applicable Site’s Program [*] billed.  The total AT&T Mobility invoice credit
for all Performance Standards in aggregate in any month cannot exceed a maximum
of [*] ([*]%) per Site invoice.  The
total invoice debits to AT&T Mobility’s invoice credit for all Performance
Standards in aggregate in any month cannot exceed a maximum of a [*] ([*]%) per
Site invoice.  Notwithstanding the
foregoing, Supplier may earn an additional [*] ([*]%)  Bonus per quarter upon attainment of FCR and
TR stretch targets.


 


6.               Exhibit B,
Subsection (f) entitled Price is added to the Agreement and is
incorporated by reference herein.


 


f.                 After Hours Rate applies to all hours outside of the
normal AT&T Mobility hours of operation Monday through Saturday and to any
hours on Sundays.


 


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.


 


The terms and conditions
of the Work Order in all other respects remain unmodified and in full force and
effect.


 


Proprietary
and Confidential


This
Agreement and information contained therein is not for use or disclosure
outside of AT&T, its Affiliates, and third party representatives, and
Supplier except under written agreement by the contracting parties.


 


4

















 


IN WITNESS
WHEREOF, the Parties have caused this Amendment to Agreement
No. 20070105.006.C to be executed, as of the date the last Party signs.


 


 


	
  StarTek, Inc.

  	
   

  	
  AT&T Services, Inc.,
  on behalf of AT&T Mobility LLC

  
	
   

  	
   

  	
   

  
	
  By:

  	
   

  	
   

  	
  By:

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Printed Name:

  	
   

  	
   

  	
  Printed Name:

  	
  Jewel Hornbuckle

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Title:

  	
   

  	
   

  	
  Title:

  	
  Sr. Contract Manager

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Date:

  	
   

  	
   

  	
  Date:

  	
   

  
													



 


Proprietary
and Confidential


This Agreement and information contained therein is not for use or
disclosure outside of AT&T, its Affiliates, and third party
representatives, and Supplier except under written agreement by the contracting
parties.


 


5