**EXHIBIT 10.1**

 

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

 

Amendment

 

20080122.003.A.003

 

Between

 

StarTek, Inc.

 

And

 

AT&T Mobility LLC

 

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**AMENDMENT NO. 3**

 

**AGREEMENT NO. 20080122.003.C**

 

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

 

**WITNESSETH**

 

**WHEREAS**, Supplier and AT&T entered intoAgreement No. 20080122.003.C on May 1, 2008 (the “Agreement”); and

 

**WHEREAS**, Supplier and AT&T desire to amend theAgreement as hereinafter set forth.

 

**NOW, THEREFORE**, in consideration of thepremises and the covenants hereinafter contained, the Parties hereto agree asfollows:

 

1.     Exhibit B-1entitled, Pricing for the Philippines is hereby incorporated into the Agreementby reference.

 

2.     Exhibit C-1entitled, Program Descriptions for the Philippines is hereby incorporated intothe Agreement by reference.

 

3.     Exhibit D-1entitled, Philippines Hours of Operations and Training Durations for thePhilippines is hereby incorporated into the Agreement by reference.

 

Original signaturetransmitted and received via facsimile or other electronic transmission of ascanned document, (e.g., .pdf or similar format) are true and valid signaturesfor all purposes hereunder and shall bind the Parties to the same extent asthat of an original signature.  ThisAmendment may be executed in multiple counterparts, each of which shall bedeemed to constitute an original but all of which together shall constituteonly one document.

 

Theterms and conditions of Agreement No. 20080122.003.C in all other respectsremain unmodified and in full force and effect.

 

**IN WITNESS WHEREOF**, the Parties have causedthis Amendment to Agreement No. 20080122.003.C to be executed, as of thedate the last Party signs.

 

**Proprietary andConfidential**

This Agreement and information contained therein is not foruse or disclosure outside of AT&T, itsAffiliates, and third party representatives, and Supplier exceptunder written agreement by the contracting parties.

 

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| **StarTek, Inc.** | ** **               | **AT&T Mobility LLC,**by its  authorized agent AT&T Services, Inc. |
|------------------------|--------------------------|---------------------------------------------------------------------------------|
| ** **             | ** **               | ** **                                                                      |
| ** **             | ** **               | ** **                                                                      |
| By:                    | A. Laurence Jones        |                                                                            | By: | /s/ Jewel Hornbuckle |
|                   |                     |                                                                            |
| Printed Name:          | A. Laurence Jones        |                                                                            | Printed Name: | Jewel Hornbuckle |
|                   |                     |                                                                            |
| Title:                 | President & CEO |                                                                            | Title: | Sr. Contract Manager |
|                   |                     |                                                                            |
| Date:                  | 3-16-10                  |                                                                            | Date: | 3/16/10 |
|                        |                          |                                                                                 |  |  |  |  |  |  |

 

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**Exhibit B - 1**

**Pricing for the Philippines**

 

For Services performed under this Order for Initial320 Headcount based in StarTek Philippines Locations. Supplier shall becompensated in accordance with the pricing shown below:

 

| PROGRAM NAME                                   |       | CONSUMER CARE                                            |
|------------------------------------------------|------------|----------------------------------------------------------|
| LOCATION                                       |       | Ortigas, Philippines                                     |
| BILLABLE HOUR RATE (0-6 months of Production)  |       | $[*]*                                                    |
| BILLABLE HOUR RATE (6-18 months of Production) |       | $[*]*                                                    |
| DRUG SCREEN & BACKGROUND CHECK        |       | [*]*                                                     |
| OVERTIME & HOLIDAY RATE (by Site)     |       | Premium  Rate: [*]% premium above the Billable Hour Rate |
|                                           |       | New  Hire/Growth $[*]                                    |
| ** **                                     | ** ** | Nesting  $[*]                                            |
| TRAINING RATE                                  |       | [*]                                                      |
| ** **                                     | ** ** | All  Attrition: [*]                                      |

 

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*RampSpecific Notes

·      The pricing above is for the initial ramp to [*] headcount, supporting AT&T Consumer.

·      For this Ramp of [*], [*].

·      Production rate of $[*] only applies to the first [*] months of production for this ramp to [*].  The [*]-month dates starts at the time of the firstcustomer call is handled by an agent, and runs for [*] calendar months.

 

**Notes:**

 

CSRtenure is determined based on the hire date of such CSR on any AT&TMobility program.  Except as otherwisestated in the Order, the total amount payable by AT&T Mobility for theServices shall be determined by applying the stated rate of compensation to theServices actually performed by Supplier. The Premium and Overtime Rate shallapply if Supplier is able to and AT&T Mobility agrees to offer premium andovertime hours (to the extent such hours are in excess of 40 hours per week perCSR).  Holiday Rates 

 

**Proprietary andConfidential**

This Agreement and information contained therein is not foruse or disclosure outside of AT&T, itsAffiliates, and third party representatives, and Supplier exceptunder written agreement by the contracting parties.

 

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shallapply based on applicable Holidays at the Site. **Philippine Holidays**(applicableonly in the Philippines):  New YearsDay (January 1), Maundy (April 2), Good Friday (Same as US/Canada),Araw ng Kagitingan (Nearest Monday to April 9),  Labor Day (May 1) Independence Day(Monday nearest to June 12), Ninoy Aquino Day (Monday nearest to August 21),National Heros Day (Last Monday of August), All Saints Day (November 1),Bonifacio Day (Monday nearest to November 30), Additional Special Day (December 24th), Christmas Day (December 25th),Rizal Day (Nearest Monday December 30), Last Day of the Year (December 31st) Should AT&T Mobilityrequest that Supplier provide Services for the Program on any of the Holidayslisted, AT&T Mobility shall compensate Supplier at the Holiday Rate aslisted herein.

 

a.     Should AT&T Mobilityrequest that Supplier provide Services for the Program on any of the Holidayslisted, AT&T Mobility shall compensate Supplier at the Holiday Rate aslisted herein.

 

b.     Domestic Inbound/Outboundtelecom.  AT&T Mobility shall beclient of record on the (800) service. Subject to AT&T Mobility’s prior written approval of usage, domesticinbound and outbound telecom charges shall be a direct pass through.

 

c.     Postage, shredding, expressmail, printing, and courier services, trunking and circuits, reproduction(other than re attrition training which is borne by Supplier), and travel(Pre-approved by AT&T Mobility) will all be charged at Supplier’s cost [*]in accordance with Exhibit 9 of the Agreement.

 

d.     Clerical Support $[*] perhour (not to exceed forty (40) hours per week without prior approval of theAT&T Mobility contact identified in 2.1 of this Order.  Functions shall include, but not be limitedto, the following tasks:

 

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

·   [*]

 

e.     AnyNesting will be billed at the Nesting rate set forth here in Exhibit B.  The Conversion rate will apply for trainingrequired when CSRs are transferred from one AT&T program to anotherAT&T program where “Conversion” training is required.

 

f.      Launch SupportCosts

 

AT&T has requested StarTek to provide NorthAmerican Support for M&P, Commitment Team and ICU between 60-90 days oflaunch. Pricing is as follows:

 

**Proprietary andConfidential**

This Agreement and information contained therein is not foruse or disclosure outside of AT&T, itsAffiliates, and third party representatives, and Supplier exceptunder written agreement by the contracting parties.

 

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| **Position**       | ** ** | **Quantity** | ** ** | **North American Pricing** |
|--------------------|------------|--------------|------------|--------------------------------------|
| ICU                |       | [*]          |       | [*]                                  |
| Commitment Agent   |       | [*]          |       | [*]                                  |
| M&P Clerical   |       | [*]          |       | $[*] per hour                        |
| M&P Specialist |       | [*]          |       | [*]                                  |

 
| **Tenure Scale**                            | ** ** | **North American Pricing** |
|--------------------------------------------------|------------|--------------------------------------|
| BILLABLE HOUR RATE BASED ON CSR TENURE IN MONTHS | ** ** | 0-6 Ms                               |   | $ | [*] |
| ** **                                       | 7-12 Ms    |                                 | $ | [*] |
| ** **                                       | 12+ Ms     |                                 | $ | [*] |

 

These costs will be invoiced through the NorthAmerican Site’s invoice, from which the support is being provided.

 

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**Exhibit C - 1**

**ProgramDescriptions for the Philippines**

 
| **Program Name**                                      | ** ** | **Program Description  Functions shall include, but may  not be limited to, the following  tasks:** | ** ** | **Program Projects by  Sites  Any changes to the mix of  Program project(s)  supported  by Site shall be subject to   Exhibit 5 of the  Agreement.** |
|------------------------------------------------------------|------------|-------------------------------------------------------------------------------------------------------------------------------------------------------|------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| **Customer Service Experience (“CSE”).**         |       | [*]                                                                                                                                                   |       | Includes:  CSE work in Ortigas                                                                                                                                                                                                            |
| **Transfer of Business Responsibility (“ToBR”)** |       | [*]                                                                                                                                                   |       | Includes:  National ToBR work in Ortigas                                                                                                                                                                                                  |

 

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**Exhibit D - 1**

**Hours of Operations and Training Durations for the Philippines**

 
| **Program  Names**                                         | ** ** | **Project**       | ** ** | **Site** | ** ** | **Hours of  Operation** | ** ** | **Maximum  New Hire  Days** | ** ** | **Maximum  New Hire  Transition  or Nesting  Days** |
|------------------------------------------------------------|------------|-------------------|------------|----------|------------|------------------------------|------------|----------------------------------|------------|---------------------------------------------------------------|
| **Customer Service Experience (“CSE”)**          |       | North Central CSE |       | Ortigas  |       | [*]                          |       | [*]                              |       | [*]                                                           |
| **Transfer of Business Responsibility (“ToBR”)** |       | National          |       | Ortigas  |       | [*]                          |       | [*]                              |       | [*]                                                           |

 

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