**EXHIBIT 10.5**

 

[*] = 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

 

20070105.006.S.011.A.001

 

Local Order Provisioning

 

Between

 

StarTek, Inc.

 

And

 

AT&T Services, Inc.

 

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**AMENDMENTNO. 1**

 

**ORDER NO. 20070105.006.S.011**

 

**Local Order Provisioning**

 

ThisAmendment, effective on the date when signed by the last Party (“Effective Date”),and amending Order No. 20070105.006.S.011, is by and between StarTek, Inc.,a Delaware corporation (“Supplier”), and AT&T Services, Inc., aDelaware corporation (“AT&T”), each of which may be referred to in thesingular as a “Party” or in the plural as the “Parties.”

 

**WITNESSETH**

 

**WHEREAS**, Supplier and AT&T entered into Order No. 20070105.006.S.011on June 5, 2008 (the “Order”); and

 

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

 

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

 

1.)            **Section 2. Duration of Order**is hereby amended to replace the first sentence of this Section with thefollowing:

 

“ThisOrder will continue in effect for a term expiring on **June 30,2010**, unless it is Cancelled or Terminated before that date.”

 

2.)            **Section 6 Maximum Expenditure**is hereby amended to replace the first sentence of this Section with thefollowing:

 

“The maximum expenditureunder this Order shall not exceed [*] Dollars ($[*]) over the life of thisOrder.”

 

3.)            **Section 7 ProgramManager/Point of Contact** is hereby amended to replace AT&T’sProgram Representative to:

 

“[*]

[*]

[*]

[*]”

 

**Proprietaryand Confidential**

ThisAgreement and information contained therein is not for use or disclosureoutside of AT&T, its Affiliates, and third party representatives, andSupplier except under written agreement by the contracting parties.

 

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Theterms and conditions of Order No. 20070105.006.S.011 in all other respectsremain unmodified and in full force and effect.

 

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.

 

**IN WITNESS WHEREOF**, the Parties have causedthis Amendment to Order No. 20070105.006.S.011 to be executed, as of thedate the last Party signs.

 
| **StarTek, Inc.**          | ** **            | **AT&T Services, Inc.**  |
|---------------------------------|-----------------------|-----------------------------------|
| ** **                      | ** **            | ** **                        | ** ** | ** ** |
| By:                             | /s/ A. Laurence Jones |                              | By: | /s/ Kathy Holzer-Muniz |
|                            |                  |                              |   |   |
| Printed Name: A. Laurence Jones |                  | Printed Name: Kathy  Holzer-Muniz |
|                            |                  |                              |
| Title: President & CEO |                  | Title: Sr. Contract  Manager      |
|                            |                  |                              |   |   |
| Date:                           | 3-25-10               |                              | Date: | 3/24/2010 |

 

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