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                                                                  EXHIBIT 10.51

[CLIENTLOGIC LOGO]


February 23, 1999



Dear Bill Rella:

On behalf of myself and the 3,500 associates at ClientLogic, I want to welcome
you to our company. It is our hope that you will find your experience with us
both professionally rewarding and personally enjoyable.

ClientLogic is the world's leading outsourcing provider of direct sales,
customer service and technical support service to the high technology industry.
Our mission is to make it easier for our clients to acquire, service, support
and retain their customers. We believe you can make a significant contribution
towards achieving our goals.

To confirm the terms of your employment, I would like to reiterate the details
of our verbal offer to you:

1. POSITION:          EXECUTIVE VICE PRESIDENT, CLIENTLOGIC

2. REPORTS TO:        Mark Briggs, President

3. STATUS:            Full-time, Exempt

4. TERM OF AGREEMENT: 1 year

5. SALARY:            $360,000 annually, paid on a bi-weekly basis

6. BONUS:             365,000 shares at a grant of $1.75 based on the
                      following targets and terms:
                      Assume Ebitda targets for the former LCS at $12M
                      Assume Ebitda targets for the combined ClientLogic at $22M
                      50% Ebitda targets of the former LCS
                      Schedule as follows:
                               At $12M Ebitda (LCS)       182,500 stock options

                      50% Ebitda targets of the combined ClientLogic
                               At $10M Ebitda (SSG/NDR)   182,500 stock options
                      50% pro rated threshold - nothing issued below 50%
                      performance
                               At $6M Ebitda (LCS)         91,250 stock options
                               At $5M Ebitda (SSG/NDR)     91,250 stock options
                      Up to 150% accelerator
                               At $18M Ebitda (LCS)       273,750
                               At $15M Ebitda (SSG/NDR)   273,750
                      Subject to shareholders policy. Options are vested when
                      earned.


7. STOCK
   OPTIONS:           This issuance of 250,000 stock options is offered at
                      $1.75 per share Options Committee and Board. Future
                      options may be offered and the price may change as granted
                      by ClientLogic's Options Committee and adopted by
                      ClientLogic's Board of Directors.

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[CLIENTLOGIC LOGO]

8. TERMINATION

   Notwithstanding anything to the contrary contained in the Agreement, the
   Executive's employment hereunder may be terminated as follows:

   (a)  Death. The Executive's employment hereunder shall terminate upon his
        death.

   (b)  Disability. If, as a result of the Executive's incapacity due to
        physical or mental illness, the Executive shall have been absent from
        his duties hereunder on a full-time basis for ninety (90) consecutive
        days or for a total of one hundred eighty (180) days during any twelve
        (12) month period, and within thirty (30) days after written Notice of
        Termination (as hereinafter defined) is given, shall not have returned
        to the performance of his duties hereunder on a full-time basis,
        ClientLogic may terminate the Executive's employment.

   (c)  Cause. ClientLogic may terminate the Executive's employment hereunder
        for "cause". For purposes of this Agreement, ClientLogic shall have
        "cause" to terminate the Executive's employment hereunder upon (i) the
        Executive's conviction of any illegal act, or (ii) the violation by the
        Executive of the provisions of Section 9 hereof. If the Executive's
        employment shall be terminated for cause at any time during the Term of
        this Agreement, ClientLogic shall pay to the Executive his base salary
        at the rate in effect on the Termination Date through and including the
        Termination Date.

   (d)  Without Cause. ClientLogic may terminate the Executive's employment
        hereunder without "cause". If employment is terminated without cause,
        the Company shall continue to pay your base salary and provide all
        benefits that are being received by you at the time of your termination
        for a period of six (6) months from your termination date.

   (e)  Notice of Termination. Any termination by ClientLogic pursuant to any
        of the above Subsections (b)(Disability) and (c)(Cause), shall be
        communicated by a written notice of termination (a "Notice of
        Termination") specifying in reasonable detail those termination
        provisions in this Agreement relied upon, the date on which the
        termination shall be effective (the "Termination Date"), and, if
        applicable, shall set forth in reasonable detail the facts and
        circumstances claimed to provide a basis for such termination.

   (f)  No Further Compensation. Except as otherwise expressly provided above
        in this section, no further compensation, wages, bonus or base salary
        shall be payable by ClientLogic to the Executive following the
        termination of the Executive's employment with ClientLogic.

9. NON-COMPETITION; CONFIDENTIALITY; DISCOVERIES AND INVENTIONS;
   NON-INTERFERENCE:

   (a) During the term of the Executive's employment under this Agreement and
       for a period ending one (1) year thereafter, or, if earlier for the
       period ending on the date on which the Executive no longer owns any
       common stock of ClientLogic or has any right to purchase common stock of
       ClientLogic in connection with the exercise any stock options, the
       Executive will not directly or indirectly:

       (i) as an individual, partner, shareholder, investor, creditor, director,
       officer, principal, agent, employee, trustee, consultant, adviser or in
       any other relationship or capacity, take any action in, or participate or
       become interested in or associated with any person (other than
       ClientLogic) engaged in, or permit his name or goodwill to be used in
       connection with, the business of selling or distributing computer
       software or related materials or any other business that competes with
       any business engaged in by ClientLogic or any division, group or
       subsidiary of ClientLogic at the time of such termination, in any state
       of the United States or the District of Columbia and any province of
       Canada (collectively, the "territory") in which (A) now or at the time of
       the termination of employment, ClientLogic sells its products or services
       or a customer, agent or distributor of ClientLogic sells any of
       ClientLogic's


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        or received by Executive as a result of any transactions constituting a
        breach of any of the Covenants, and the Executive hereby agrees to
        account for and pay over such Benefits to ClientLogic.

    c)  The Executive acknowledges and agrees that the Covenants are reasonable
    and valid in geographical and temporal scope and in all other respects.  If
    any court determines that any of the Covenants, or any parts thereof, are
    invalid or unenforceable, the other Covenants and the remainder of any of
    the Covenants so impaired shall not thereby be affected and shall be given
    full effect, without regard to the invalid portions.  If any court
    determines that any of the Covenants, or any parts thereof, are
    unenforceable because of the duration or geographic scope thereof, such
    court shall have the power to reduce the duration or geographic scope, as
    the case may be, or such Covenants, and, in such reduced form, such
    Covenants shall then be enforceable.

    d)  ClientLogic and the Executive intend to and hereby do confer
    jurisdiction to enforce the Covenants upon the courts of any jurisdiction
    within the United States or Canada.  If a court in any such jurisdiction
    holds any of the Covenants unenforceable by reason of the breadth of its
    geographic scope or otherwise, it is the intention of ClientLogic and the
    Executive that such determination not bar or in any way affect ClientLogic's
    right to the relief provided above in the courts of any other jurisdiction
    within the United States or Canada as to breaches of any of the Covenants in
    such other jurisdictions, each of the Covenants as they relate to each
    jurisdiction being severable into diverse and independent Covenants.


10. ASSOCIATE
    BENEFITS:  Benefits based on terms specified in sale of LCS.


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[CLIENTLOGIC LOGO]

     one (1) additional week for every year of service on or after an
     associate's three year anniversary not to exceed twelve (12) weeks,

     VACATIONS - SOFTBANK believes in rewarding an associate for long term
     commitment and has set up a progressive vacation schedule as outlined in
     our associate handbook.

All benefits outlined herein are governed by the specific plan description or
applicable program parameters.

We also offer a variety of company sponsored benefits which are described in
the Company Associate Handbook (copy enclosed). An updated version of our
Handbook is located on our Corporate Intranet.

Name, we believe this offer is comprehensive and recognizes your considerable
skills, knowledge and abilities. We are confident that you will find ClientLogic
to be a company where you can prosper, grow and make a significant contribution
to the overall success and future of the organization. The ClientLogic team is
looking forward to a meaningful working relationship with you.

Should you have any questions regarding any information contained in this offer
letter, please feel free to contact me at (716) 871-2104.


Sincerely,

/s/ MARK BRIGGS
Mark Briggs
President, ClientLogic

A reply to this offer must be received by ClientLogic no later than March 1,
1999.

I am accepting this offer of employment from ClientLogic and agree to terms and
conditions as outlined herein.



/s/ BILL RELLA                     FEB. 27, 1999
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Bill Rella                           Date



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