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                                                                   Exhibit 10.04
                                                                   -------------
                                    SPECIAL
                           SUPPORT SERVICES AGREEMENT
                                        

This Special Support Services Agreement shall be effective as of the 1st day of
August, 1997 and is entered into between Davox Corporation, A Delaware
corporation with its principal place of business at 6 Technology Park Drive,
Westford, Massachusetts 01886 ("Davox") and Datapoint (UK) Ltd., a company
organized under the laws of England, with its principal place of business at 400
North Circular Rd., London, NW10 0JG, England ("Datapoint").

WHEREAS, Datapoint is an independent distributor of Davox products to British
Telecommunications plc Direct sales unit ("BT") under a certain and separate
distributor agreement as referenced herein;

WHEREAS, Datapoint has entered into an independent agreement solely between
Datapoint and BT to furnish products from Datapoint and Davox and to provide
support of those products; and

WHEREAS, Datapoint requests that Davox furnish certain technical support as
defined herein to better enable it to support he product furnished to BT;

NOW, THEREFORE, Datapoint and Davox agree as follows:

1.   COVERAGE

A.   Davox agrees to provide Datapoint and Datapoint agrees to accept from Davox
     technical support services, training, consulting services, and spare parts
     ("Support Services") under the terms and conditions set forth in this
     Special Support Services Agreement with respect to support by Datapoint of
     the "Direct Sales" unit (aka "BT Direct Sales") of British
     Telecommunications Plc, herein referred to as "BT", within the territory of
     the United Kingdom ("UK").

B.   Support Services are available for the Davox proprietary computer hardware
     and peripheral equipment ("Equipment") and Davox computer software
     ("Software") which collectively comprise a Davox Unison (TM) brand call
     management system (each referred to herein as a "System") as made available
     to Datapoint under a certain and separate International Distributor
     Agreement dated September 8, 1995 (the "Distributor Agreement") as said
     Agreement survives to the extent provided under the terms of the Mutual
     Early Termination Agreement between the parties dated March 31, 1997 (the
     "Termination Agreement").  Equipment eligible for support hereunder does
     not include third party hardware products remarketed by Davox, such
     products include, but are not limited to Sun Microsystems Computer
     Corporation products.  The Equipment and Software eligible for inclusion
     under this Agreement shall be added as provided in Section 1.C. and 9.A.
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C.   Datapoint agrees to cover under this Agreement, in accordance with the
     terms herein, each Unison (TM) System sold and supported by Datapoint to
     BT.  New Systems, or additional "Seats" added thereto, will be
     automatically be added to this Agreement upon "hand over" of the applicable
     System, or add-on Equipment or Software comprising a "Seat", to BT.  The
     term "hand over" shall be construed to be that point in time when the
     System, or add-on Seat, is installed, operates substantially in accordance
     with its specifications and made available to BT for confirmation testing
     or commercial use.  Solely for administrative and invoicing purposes,
     Datapoint shall confirm coverage by furnishing a purchase order in
     accordance with Section 9A setting forth (i) the Equipment, Software, and
     workstations comprising the System and the quantity of each, (ii) the
     location of the System, (iii) name of the BT unit, and (iv) the name, phone
     number, and e-mail address of a principle contact within Datapoint's
     organization responsible for coordinating resolution of potential problems
     with the designated System.  However, notwithstanding anything herein to
     the contrary, the effective date of Technical Support coverage shall
     commence upon the hand over date, and the fees associated with Technical
     Support shall also commence on said date.  Orders for parts and other
     Support Services shall be placed by Datapoint in accordance with the
     provisions of Section 9 of this Agreement.

D.   During the period prior to "hand over" as defined above, the System and
     add-on seats shall not be covered by Support Services under this Agreement.
     During said period, Datapoint may, at its election, order support on a time
     and materials basis at the prices then in effect as set forth in Schedules
     I and II of this Agreement.  In the event Datapoint orders support on a
     time an materials basis, the terms of this Agreement, exclusive of Sections
     3, 4, 5, 6, and 7B shall apply.  Datapoint shall submit a purchase order
     conforming to Section 9, or a written request authorized by Datapoint's BT
     account manager, for support ordered on a time and materials basis.  Davox
     shall have no obligation to support any system or Seat until said purchase
     order conforming to this Agreement is received and accepted.

2.   SERVICE HOURS

A.   Davox shall use its best efforts (alternatively "best endeavors") to
     provide Technical Support cover 24 hours, 7 days per week, out of the Davox
     Worldwide Support Center in accordance with the terms below.  Support
     Services are managed from the Davox Worldwide Support Center, located in
     Westford, Massachusetts, U.S.A. (the "WSC").

B.   General WSC Coverage Hours and Mechanics.
     WSC primary support hours are from 7:30 a.m. to midnight, Eastern time,
     Monday through Friday and 8:00 a.m. to 5:00 p.m., Eastern time, on
     Saturday, excluding Davox holidays ("WSC Standard Hours").  Supplemental
     coverage for critical problems will be available between the hours of
     midnight and 7:29 a.m., Eastern time, Monday through Friday and 5:01 a.m.
     to midnight, Eastern time, Saturday, ("Supplemental WSC Hours").  Datapoint
     is required to route all problems, questions and requests for service on
     any System through the WSC.  During Supplemental WSC Hours, (and any ad hoc
     requests 

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      for service outside WSC Standard Hours and Supplemental WSC Hours)
      inquiries for assistance will be handled through Davox third-party
      messaging center and relayed to Davox support personnel, until Davox
      establishes continuous staffing, excluding Davox holidays, directly in the
      WSC. Support during Davox holidays will be handled as follows:

      I. For general holidays (all holidays except those in Section B(II) below)
      the procedure is as follows:
      (a) Davox WSC operates on a reduced staff level; notwithstanding Davox
      problem escalation procedures, no representation or commitment is made as
      to any response time; and
      (b) Calls to the WSC may be handled by an answering service, staff
      notified by means of a pager, and Datapoint responded to by means of a
      call back procedure.
      II. On the holidays of July 4, Thanksgiving day (date varies annually) and
      Christmas day (December 25) the procedure is as follows:
      (a) Davox WSC operates on a reduced staff level; notwithstanding Davox
      escalation procedures, no representation or commitment is made as to any
      response time;
      (b) Datapoint shall be permitted to contact the WSC solely for calls for
      Critical problems; and;
      (c) Calls to the WSC will be handled by an answering service, staff
      notified by means of a pager, and Datapoint responded to be means of call
      back procedure.

Note: Hours are quoted in Eastern time in the United States of America.  Davox
      holidays vary annually.  A copy of the Davox holidays in effect for the
      then current year will be furnished upon request.

C.    Normal service hours for on-site support, when ordered by Datapoint and
      authorized by Davox as provided herein, are 8:30 a.m. to 5:30 p.m. local
      time, in the UK, Monday through Friday, excluding Davox holidays ("Normal
      Service Hours").

      Davox will provide on-site support outside of Normal Service Hours on the
      following basis: On-site support outside Normal Service Hours ("Off Hours
      Coverage") will be made available, at an additional charge, at Davox then
      prevailing rates for time, with a minimum of 4 hours billable. Any such
      request for Off Hours Coverage is subject to availability of local
      personnel. Off Hours Coverage is not available during Davox local
      holidays. Datapoint acknowledges that Davox makes no representation or
      commitment that personnel will be available for Off Hours Coverage, and
      Davox reserves the right to defer any request for on-site support until
      Normal Service Hours during the next immediate local Davox work-day
      following the request for on-site support.

3.    TECHNICAL SUPPORT

Technical Support ("Technical Support") consists of the program offering set
forth in this Section 3.  Datapoint will place an order to establish Technical
Support coverage, per System, as provided in Section 1(C) and Section 9 of this
Agreement.

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A.   Datapoint assumes primary responsibility for the diagnosis and resolution
     of problems with the System.  All requests for support shall originate
     solely with Datapoint.  Davox will not accept requests for assistance from
     BT for services to be delivered by Datapoint, unless such request is
     acknowledged by Datapoint.

B.   Datapoint, at Datapoint's expense, shall have an appropriate number of
     employee(s), to be mutually agreed on by the parties in their reasonable
     determination attend such Davox course(s), in the operation and repair of
     Davox products consisting of such content as is similar in nature and
     extent to that which Davox provides its own support employees as Davox in
     its reasonable determination may deem necessary to enable Datapoint to
     provide first line support of a quality consistent with that Davox
     furnishes its own customers.  Therefore, the standard of reasonableness
     applicable to training requirements under this clause shall be limited to
     requiring that a reasonably adequate number of Datapoint personnel, as
     determined above, receive the same or substantially similar training as
     that which Davox requires of its own personnel performing similar
     functions.

     One or more individuals(s) will be designated as a "Support Administrator"
     and shall be the primary point of contact with Davox on matters pertaining
     to the support of Systems.  Datapoint's Support Administrator(s) shall
     attend such additional courses as are required, in the reasonable opinion
     of Davox, to support the Davox Equipment and Software which Datapoint has
     installed or currently offers for sale.  Datapoint also agrees that all
     Datapoint employees, who are principally engaged in providing support on
     Davox products to end user customers of Datapoint, shall receive training
     as defined above.

C.   Datapoint is responsible for contacting the WSC in the event of problems
     with the system.  Telephone support and remote diagnosis of problems is
     available to Datapoint during WSC Standard Hours and WSC Supplemental
     Hours.  Upon notification that the System has malfunctioned or is
     inoperative, Davox shall take steps to diagnose the cause of such
     malfunction or failure to operate.  Datapoint shall assist Davox in
     diagnosing problems with the System.  When in Davox opinion a failure has
     occurred with the Equipment, Davox will advise Datapoint, and Datapoint
     will replace the filed component with a functioning component from
     Datapoint's Spare Parts Kit (refer Section 4, below).  When in Davox
     opinion there is a malfunction or failure of the Software on the System,
     Davox shall correct the malfunction, or furnish a suitable work-around, and
     shall furnish said correction or work-around by means of a copy of the
     corrected Software on magnetic media or by means of a remote download
     whichever in Davox reasonable determination is the most effective.
     Datapoint is responsible for installing the corrected Software on the
     System.

D.   Davox will provide support on up to three (3) calls per 100 seats on
     Systems covered under this Agreement per year, for the annual technical
     support fee.  Additional calls beyond the total of:  (three calls times the
     total number of seats covered annually, divided by 100), will be invoiced
     to Datapoint at Davox then prevailing International Support Time and
     Materials rates.  Calls for Systems covered for a partial year will be pro-
     rated, and added to the total allowable calls included for the annual
     support fees paid to Davox.

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     However, calls which are determined to be caused by inherent defects in the
     Davox provided Equipment and/or Software, such that said Equipment and/or
     Software fails to operate in accordance with its Specifications, and which
     such defects have been previously un-communicated to Datapoint relative to
     diagnosis and avoidance, relief procedure, or resolution, shall not count
     toward the allowable number of calls for which support is included in the
     basic annual fees under this Agreement.

E.   On-site support by Davox personnel may be ordered when necessary.  Davox
     support personnel will be dispatched on a "first come, first served" basis
     subject to availability of personnel and transportation.  The price to
     Datapoint for on-site support shall be at Davox then prevailing UK
     Datapoint daily support rate, for support in the UK.  For support in the UK
     to be sourced from the U.S., the price shall be the International Daily
     Support rate, with labor hours calculated on a portal to portal basis, plus
     the reasonable costs of transportation, (which shall be "coach" or like
     class unless a higher class is authorized by Datapoint as in an emergency
     or where immediate on-site assistance is required and no seat in coach
     class is available) meals and lodging (which shall be of average quality
     associated with business travel of like kind within the industry generally)
     (incurred by Davox support personnel. Davox also agrees to provide, at no
     additional cost to Datapoint, on site assistance to Datapoint in resolving
     up to one support call per month, using Davox UK based personnel only.
     Such on site assistance will be provided subject to availability of
     personnel, and will be provided on a best efforts basis once a request for
     such assistance is received by Davox through the WSC, or direct to the
     Davox Support Services Manager in the UK.  If UK based Davox personnel are
     not available at the time a request for on site assistance is received from
     Datapoint, then Datapoint shall have the option to request US based
     personnel to provide such assistance, at the rates and terms provided for
     herein.

F.   Technical Support to be provided under this Agreement does not include
     repair of damage, replacement of parts or increase in support service time
     attributable to reasons other than normal wear and tear, including but not
     limited to the combination or operation or use of Equipment or Software
     with materials not supplied by Davox or for purposes for which the
     Equipment, Software or workstation was not designed, unusual physical or
     electrical stress, accident, neglect, acts of God, or misuse, abuse, or
     modification of the Equipment, Software or workstations by persons other
     than Davox unless such modifications have been authorized in writing by
     Davox signed by the Vice president of Customer Service expressly amending
     this Agreement.  In the event Davox reasonably determines that such
     approved modifications add to the support requirements associated with the
     Equipment or Software or workstation.  Davox reserves the right to charge a
     premium for said support and will endeavor to quote this additional charge
     upon receipt of Datapoint's request for authorization.  When support is
     required for reasons other than normal wear and tear, support services will
     be provided at Davox then prevailing time and material rates and an invoice
     issued to Datapoint.  If the System has been modified, except as permitted
     in the preceding sentence, or if foreign devices have been added to the
     System, then Davox may at its option, (i) terminate coverage on the
     modified System or (ii) support such modifications and foreign devices at
     its then prevailing rates for time 

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     and material; or (iii) refuse to support the modifications or foreign
     devices. Third party hardware, including, but not limited to Sun
     Microsystems Computer Corporation products are not eligible for Technical
     Support (unless mutually agreed to in writing and set forth in an order for
     Technical Support accepted by Davox).

G.   Updates and engineering changes will be made to the Software when, in Davox
     opinion, such updates and changes are necessary to correct operational
     errors or deficiencies in order to conform the Software to Davox published
     specifications.  Davox may also make changes to the Software to enhance
     performance, reliability, or service ability.  All updates and changes to
     the Software released by Davox shall be deemed "Revisions".  Davox shall
     provide Datapoint one (1) copy of general Revisions of the Software, upon
     release by Davox, Datapoint shall be responsible for installation of all
     Revisions.  Davox shall be relieved of any liability arising out of errors
     or defects in any prior version or Revision of Software twenty-one (21)
     days following delivery to Datapoint of the latest Revision.  The parties
     agree that all of the systems covered by Technical Support shall run
     Software at the appropriate Revision level as mutually agreed to from time
     to time in writing by the parties, provided that any Revision does not
     materially adversely affect the performance of the System in accordance
     with Davox published specifications.

H.   Davox agrees to provide access to Datapoint to Davox Website, where
     Datapoint may elect to log calls for Davox action, to view the status of
     Datapoint's open calls with Davox, to view technical documentation, and to
     use search capabilities to find information or seek known solutions to
     certain problem symptoms.

I.   Datapoint agrees to share with Davox selected call data, on a quarterly
     basis, for Systems covered under this Agreement.  Such data will consist,
     at a minimum, of all call incidents per identified system, a description of
     each problem reported, and a description of problem resolution actions
     taken on each call, as well as summary data on the achievement of targeted
     response, relief, and problem resolution time frames by severity category
     of problems.  Datapoint also agrees to survey BT monthly during the first
     year of this agreement, and thereafter quarterly, in a manner to be agreed
     between BT, Datapoint, and Davox, in order to assess customer satisfaction
     with support services provided, and with personnel delivering such support.
     Datapoint agrees to share responses with Davox in a timely manner after
     responses are received, and to meet with Davox to agree on appropriate
     measures to establish, or increase customer satisfaction with product
     effectiveness and support delivery.  If BT expresses dissatisfaction with
     individual Datapoint support personnel providing services on Unison
     Systems, Datapoint agrees to seek Davox assessment of the skills and
     capabilities of such personnel, and to take mutually agreed actions as may
     be warranted, including additional training or change of assigned
     personnel.

J.   The Technical Support furnished under this Section 3 shall consist of
     technical consultation, diagnosis, replacement of Equipment components
     pursuant to clause 3B, and remedial measures, as defined herein, consistent
     with restoring the Equipment and/or 

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     Software to a standard such that it operates in accordance with Davox
     published specifications ("Specifications").

4.   SPARE PARTS/LOGISTICS

A.   As a condition to Davox furnishing Technical Support hereunder, Datapoint
     shall purchase appropriate spare parts from Davox.  The contents and prices
     of Spare Parts Kits are as set forth on Schedule I hereto.  The number of
     Spare Parts Kits shall coincide with the number of Systems under Technical
     Support, in accordance with the matrix in Schedule I.

B.   Davox will ship replacement Equipment components to Datapoint, at Davox
     expense.  Datapoint will return the replacement component to the Spare
     Parts Kit.  Datapoint shall be responsible for removing the failed
     component and installing the functioning component.  Datapoint shall return
     the failed component to Davox via surface carrier, at Datapoint's expense,
     using the packaging and return label provided with the replacement
     component.  Failed components must be returned to Davox within twenty-one
     (21) days of receipt of the replacement component(s) or Datapoint shall be
     deemed to have purchased the replacement component(s) at Davox then
     prevailing list price for such component and Davox shall issue an invoice
     which shall be due in thirty (30) days from the date thereof.

C.   When in the course of furnishing Support Services hereunder, the support
     calls for Davox to replace a defective or malfunctioning component of the
     Equipment and furnish a functioning component, the replacement component
     shall become the property of Datapoint, or as applicable, the owner of the
     System, and the removed component shall become the property of Davox.

D.   Upon the expiration of this Agreement, Davox shall repurchase any spare
     parts acquired under this Section 4, then in the possession of Datapoint
     acquired for use by and held for BT.  Davox shall be permitted to evaluate
     the spares parts prior to purchase and those spare parts determined to be
     in good working order shall be purchased at a price equal to the price of
     the spare parts at cost less 20% annual depreciation measured from the time
     of purchase.  Datapoint shall provide Davox with a list, annually, of the
     spare parts which Datapoint holds for BT and which may in the future
     qualify for repurchase.

5.   PRODUCT TRAINING AND TRAINING MATERIALS

Product training shall be made available to Datapoint in accordance with the
terms of this Section 5.

A.   Datapoint personnel shall be permitted to attend any of Davox then offered
     training courses at Davox then prevailing price and scheduled times.

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B.   Datapoint may purchase course materials and the license to reproduce and
     distribute these materials, under Davox Train the Trainer program, as
     outlined in Schedule III.

Unless otherwise agreed in writing by Davox, courses will be taught at Davox
training facility in Westford or Acton, Massachusetts, U.S.A.  Datapoint is
responsible for the cost of tuition, transportation, meals and lodging of
Datapoint's personnel attending Davox training courses, other than as provided
for below.

Davox agrees to provide, as a service included with the basic annual fees for
support services under this Agreement (Refer Schedule II (1)), five (5) days of
training per quarter at Datapoint's facilities in the UK.  Datapoint agrees to
reimburse Davox for all reasonable travel, lodging, and expenses associated with
providing this training, but shall not be invoiced for tuition or instructor
time associated with this quarterly on-site training.  Datapoint shall be
responsible for providing proper and adequate facilities, equipment, and
software installed and configured suitable for the training agreed to be
provided each quarter.  Datapoint also agrees to name a contact to serve as
training coordinator with Davox Educational Services to act for Datapoint in
planning and implementing each quarter's training.  The training (i.e. course
instruction) under this paragraph shall be deemed to have a pro forma quarterly
fee of $7,500.  Datapoint may also elect, at its option, to use the $7500 pro
forma quarterly fee of this on-site training toward tuition fees for Datapoint
employees for courses at Davox training facilities in Acton, Massachusetts,
U.S.A.

6.  PRODUCT DOCUMENTATION

Davox shall furnish to Datapoint one (1) copy of Davox standard user
documentation.  Any internal support documentation which is provided shall be
deemed to be the confidential and proprietary information of Davox, subject to
Section 15 of this Agreement.

7.  SOFTWARE

A.   The Software furnished hereunder and any Revisions, modifications or
     updates thereto, and the Master Release referenced below are subject to,
     and shall be governed by, the terms and conditions of the Datapoint
     Agreement, in particular, Section 2(f.) thereof and Schedule V, Software
     License, of this Agreement, except that Datapoint shall be permitted to
     furnish under sublicense Software provided hereunder, to the extent
     authorized herein, to BT under the sublicense terms previously agreed to
     between Datapoint and BT as expressly set forth in Schedule VI hereto.

B.   Davox will furnish Datapoint one (1) master media (tape) set, as may be in
     effect from time to time during the term of this Agreement, (the "Master
     Release") containing the following:

     a.   The then current standard Revision of the commercially most
          significant Software including Davox standard Software previously
          included in Products furnished under the Datapoint Agreement for
          distribution to BT;

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     b.   Sub-revisions or modifications to the Software referred to in sub-
          clause a, above;

     c.   Code fixes or patches to the Software referred to in the sub-clause a,
          above; and

     d.   A listing of director structure and module revision levels.

The Master Release is the confidential and proprietary information of Davox and
is authorized for use solely by Datapoint on a single system at Datapoint's
central support location.  Except as permitted under clause 7A, above, Datapoint
shall not duplicate the Software in whole or in part.

8.  TERM

A.  This Agreement shall have a term, for a period of five (5) years from the
date first referenced above 1 August 1997, provided that neither party has
terminated for cause.

B.  The term of Technical Support for each covered System shall be as follows:

The "Initial Term" shall commence upon Davox written acknowledge that an order
for coverage has been accepted by Davox and shall be for a period of one (1)
year, thereafter renewable annually.  Notwithstanding the foregoing, except as
otherwise provided in this clause, either part shall be permitted to terminate
coverage for cause at any time upon thirty (30) days prior written notice to the
other, and should the cause not be extinguished by the 30th day, terminate
forthwith.  Notwithstanding the above:  (i) should BT terminate for any reason,
Datapoint shall be permitted to terminate upon fifteen (15) days written notice
to Davox and nay prepaid amounts for support and services not then rendered
shall be duly refunded by Davox; and (ii) Davox shall be permitted to terminate
upon fifteen (15) days prior written notice in the event Datapoint fails to make
timely payment and cure such failure with said fifteen (15) day period.

9.  ORDERS AND DELIVERY

A.   Placement.  Datapoint will place orders for the Support Services directly
     with Davox.  Unless otherwise mutually agreed to in writing by the parties,
     any term of any such order that conflicts with any term of this Agreement
     will have no legal force or effect.  All orders will be placed in writing
     and reference this Agreement (either by date "Agreement of 1 August 1997"
     or by number "Agreement no: D1") or in the case of orders on a time and
     material basis, will be authorized in writing by Datapoint's BT account
     manager.  In the absence of any such designation, any order for products or
     service covered by this Agreement shall be deemed governed by the terms and
     conditions herein.

B.   All orders are subject to credit approval by Davox, except that any order
     accompanied by payment in full shall be deemed to have satisfied this
     requirement.

C.   Shipment/Delivery Date for Support Services.  Technical Support shall be
     effective in accordance with Section 1(C).  For all other Support Services
     the parties shall mutually agree on a performance schedule for each order
     accepted from Datapoint.  With respect to 

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     spare parts, Software, and other products available hereunder (each
     referred to in this Section 9 as a "Product") Davox will ship the Products
     from its distribution or support facility, as designated by Davox, in
     accordance with this schedule, subject to delays beyond Davox's control.
     Davox will select the method of shipment for Datapoint's account and obtain
     all licenses required to export the Products from the country of origin.
     Datapoint will (i) obtain all licenses required to import the Products into
     the United Kingdom, (ii) clear the Products through local customs promptly
     upon their arrival at the United Kingdom and (iii) pay all customs duties
     and other charges assessed on such imports in the United Kingdom, if
     applicable.

D.   Rescheduling.  Datapoint may reschedule a shipment date for the products by
     notifying Davox of the proposed new shipment date, but any such proposed
     new date cannot extend the original shipment date by more than one-hundred-
     twenty (120) days.

E.   Delivery.  Davox will deliver Products to Datapoint at the distribution or
     support facility designated by Davox.  In the absence of written
     confirmation to the contrary, the distribution or support facility shall be
     deemed to be Davox facility in Westford, MA, USA ("Davox Facility").  Risk
     of loss will pass to Datapoint upon delivery to a common carrier.  Any use
     of "EX WORKS," "FOB" or other INCOTERMS will apply only to price and not to
     delivery or passage of title or risk of loss.  Delivery of airway bills or
     other bills of lading before or after the Products arrive in the United
     Kingdom will not affect the place of delivery.  Datapoint shall provide
     shipping instructions either in the order or otherwise to Davox in writing
     at least thirty (30) days prior to the shipment date.  In the absence of
     shipping instructions, Davox shall select a common carrier on behalf of
     Datapoint.  In no event shall Davox be liable for shipment by common
     carrier nor shall such common carrier be construed to be an agent of Davox.
     Technical Support shall be deemed delivered at the Davox Facility where
     remote support is rendered, or , when applicable, at the system location
     where on-site support is furnished.

F.   Title.  Title to the, components and spare parts and all risk of loss
     thereto shall pass to Datapoint upon delivery to the common carrier.
     Datapoint acknowledges that title to the Software will not, under any
     circumstances, pass to Datapoint or BT, and Software is licensed to
     Datapoint for sublicense to BT.

G.   Costs.  Except as otherwise provided in Clause 4B, Datapoint will pay or
     reimburse Davox for all brokerage, handling, transportation, demurrage and
     other delivery costs that Davox may incur in delivering Products to
     Datapoint from Davox's designated distribution or support facility.  Davox
     will separately identify all reimbursable costs in its order confirmation
     or invoice issued to Datapoint.

10.  PRICES AND PAYMENT

A.   The prices for Technical Support and other Support Services available
     hereunder are as set forth in Schedule I, Schedule  II and Schedule III
     hereto.  In the event no price or fee is set forth for a particular
     service, the price or fee shall be Davox then prevailing

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     international price or fee for the applicable time or material.
     Notwithstanding the foregoing, Davox agrees not to modify the prices on
     Schedules II and III on the effective date of this Agreement for a period
     of one (1) year commencing on said date.

B.   The fees stated for Technical Support are annual charges, quoted and to be
     paid in United States dollars.  The fees shall be invoiced and paid
     quarterly in advance of the commencement date, except that the first
     billing shall be prorated from the date Technical Support commenced to the
     date of the end of the then current Datapoint quarterly period.
     Datapoint's quarterly period end on October 31, January 31, April 30 and
     July 31.  All other charges for Support Services are quoted in United
     States dollars, and shall be due and payable thirty (30) days from the date
     of invoice.

C.   Currency and Place.  Datapoint will pay all amounts due to Davox pursuant
     to this Agreement in U.S. Dollars at Davox's offices in Westford,
     Massachusetts, U.S.A.  Any late payment will accrue interest at the lower
     of the LIBOR rate quoted on the date that the payment became past due, plus
     one percent (1%) or such rate as may be allowable under the laws of
     England, it being the agreement of the parties that the lower rate shall
     apply.

D.   Taxes.  All amounts payable by Datapoint to Davox under this Agreement are
     exclusive of any tax, levy or similar governmental charge that may be
     assessed by any jurisdiction, whether based on gross revenue, the delivery,
     possession or use of the Support Services or Products, the execution or
     performance of this Agreement or otherwise, except for net income, net
     worth or franchise taxes assessed on Davox outside of the United Kingdom.
     Subject to these exceptions, Datapoint will pay all taxes, VAT, levies or
     similar governmental charges or provide Davox with a certificate of
     exemption acceptable to the taxing authority.  If Datapoint is required
     under the laws of the united Kingdom to deduct any withholding taxes from
     payments to Davox, then (i) Datapoint will notify Davox prior to
     withholding any such taxes, (ii) the price payable by Datapoint for the
     Products will be increased so that the actual amount received by Davox, net
     of all taxes, will be equal to the amount invoiced to Datapoint and (iii)
     Datapoint will promptly furnish Davox with the official receipt of payment
     of these taxes to the appropriate taxing authority.

E.   For the purposes of the calculation of fees, fees for Technical Support
     coverage shall commence on the date of "hand over" for the applicable
     system or Seat notwithstanding the date of Datapoint's purchase order.

11.  ESCALATION

     During the period of Technical Support coverage on a System, Davox will use
     best efforts to deal with the escalation of unresolved problems with the
     system reported to the WSC in accordance with the Escalation Procedures set
     forth in Schedule IV hereto, to the extent applicable.  Davox Escalation
     procedures do not represent a guarantee that Davox will be able to provide
     problem resolution within any specified time.

                                      -11-
<PAGE>
 
12.  LIMITED WARRANTIES

A.   Davox warrants that the services render under this Agreement shall be of
     professional quality conforming to generally accepted practices in the
     industry.

B.   Warranty.  Davox warrants that any spare parts furnished under this
     Agreement will be free from defects in materials and workmanship and
     Software furnished under this Agreement will operate substantially in
     accordance with Davox then current published specifications as set forth in
     Davox documentation for a period of sixty (60) days from the date Datapoint
     delivers the spare part or Software to Customer.  Davox does not warrant
     that (i) the spare parts and Software will satisfy or may be customized to
     satisfy all of the customers' requirements or (ii) the use of the Software
     will be uninterrupted or error-free.  Datapoint further acknowledges that
     (i) the prices contemplated under this Agreement are based on the limited
     warranty, disclaimer and limitation of liability specified in Sections 12,
     13 and 14 and (ii) such charges would be substantially higher if any of
     these provisions were unenforceable.

C.   Remedies.  Datapoint will promptly notify Davox in case of any alleged
     breach of warranty or any other duty related to the quality of the
     Equipment, spare parts, Software or other support Service.  If the alleged
     defect is demonstrated to fall within the express warranty contemplated
     under Section 12(b), Davox will, at its option, correct or replace the
     defective Equipment, spare part of Software.  If the alleged deficiency is
     a failure to confirm to Section 12(A) Davox shall re-perform the Support
     Service, or material portion thereof, which fails to conform to the
     professional standard in Section 12(A) at no additional charge.  If Davox
     is unable to remedy any defect in the Equipment, spare part or any non-
     conforming Software under Section 12(B), or remedy any failure of
     performance under Section 12(A) as required by the foregoing warranties,
     Davox's liability to Datapoint shall in no event exceed the purchase price
     received hereunder by Davox for the Equipment or spare part or the amount
     of any license fees received by Davox for the Software, or the fee for the
     applicable Support Service as of the date of the applicable warranty claim
     is first made.

D.   Limitation.  The warranties and remedies specified in this Section will not
     apply if the spare part or Software malfunctions due to extrinsic causes,
     such as (i) natural disasters, including fire, smoke, water, earthquakes or
     lightning, (ii) electrical power fluctuations or failures, (iii) the
     neglect or misuse of the, spare part or Software or other failure to comply
     with the instructions set forth in the Davox documentation, (iv) a
     correction or modification of the, spare part of Software not provided by
     Davox, (except to the extent expressly authorized in writing by Davox Vice
     President of Customer Service referencing these Agreement) (v) a
     malfunction of the customer's hardware equipment, (vi) interfaces not
     developed and installed by Davox or (vii) the combination of the System
     with other products not provided by Davox.

                                      -12-
<PAGE>
 
E.   Disclaimer.  EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 12 AND SECTION
     13, ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, INDEMNITIES AND GUARANTEES
     WITH RESPECT TO THE SPARE PARTS, SOFTWARE AND OTHER SUPPORT SERVICES,
     WHETHER EXPRESS OR IMPLIED, ARISING BY LAW, CUSTOM, PRIOR ORAL OR WRITTEN
     STATEMENTS BY DAVOX OR OTHERWISE (INCLUDING, BUT NOT LIMITED TO ANY
     WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE) ARE HEREBY
     OVERRIDDEN, EXCLUDED AND DISCLAIMED.  However, nothing in this Section 12E
     shall be deemed to modify any other warranty which may exist under the
     certain and separate Distributor Agreement as modified by the Termination
     Agreement with respect to Products furnished thereunder, in accordance with
     the terms therein.

13.  DAVOX INDEMNIFICATION OF DATAPOINT

A.   Infringement.  Davox will defend Datapoint and pay the costs involved in
     any claim, suit or proceeding brought against Datapoint insofar as such
     suit or proceeding is based on a claim that the spare part or Software
     furnished hereunder infringes on any United States, Belgium, France, Spain,
     Germany, Switzerland, Netherlands, Italy, Sweden, or United Kingdom, or
     Republic of Ireland, patent, copyright or trademark, but only if Datapoint
     notifies Davox promptly upon learning that such claim is threatened or has
     been filed and served on Datapoint and gives Davox sole control of the
     defense and all related settlement negotiations.  Notwithstanding anything
     herein to the contrary, the notice referred to by this Section shall be
     sent by fax to Davox's United States headquarters.  Attention:  President,
     at (508) 952-0200.  (or such other number as Davox may notify Datapoint in
     accordance with Section 21) with a confirming copy sent in accordance with
     the procedures set forth in Section 21.  If any claim which Davox is
     obligated to defend has occurred, or in the reasonable opinion of Davox is
     likely to occur, Datapoint agrees to permit Davox, at the option and
     expense of Davox, either to procure for Datapoint the right to continue
     using the spare part or Software or to replace or modify the spare part or
     Software so that it becomes non-infringing without materially impairing
     functionality and existing compliance with legal and regulatory
     requirements.  If neither of the foregoing alternatives is available on
     terms which are reasonably acceptable to Davox, Datapoint shall return the
     spare part or Software upon written request by Davox ad Datapoint agrees to
     accept a refund equal to the amount paid by Datapoint less depreciation at
     a rate per year over the life (five years in the case of Software and five
     years in the case of spare parts) of the spare part or Software.

B.   Limitations.  Davox shall have no obligations under this Section 13 with
     respect to claims, suits, or proceedings to the extent based on the use of
     the system, spare part or Software in combination or connection with
     hardware or software not provided by Davox, customization of the Software,
     or upon the use of the system, spare part or Software in a manner for which
     such System, spare part or Software was not designed.  NOTWITHSTANDING
     ANYTHING HEREIN TO THE CONTRARY, DAVOX'S TOTAL AGGREGATE LIABILITY UNDER
     THIS SECTION 13 FOR ANY AND ALL 

                                      -13-
<PAGE>
 
     CLAIMS ARISING UNDER THIS SECTION SHALL IN NO EVENT EXCEED AN AGGREGATE
     DOLLAR AMOUNT OF THREE MILLION U.S. DOLLARS (US$3,000,000), EXCEPT THAT NO
     SUCH LIMIT SHALL APPLY TO ANY CLAIM, SUIT, OR PROCEEDING ASSERTING
     INFRINGEMENT OF A PATENT ISSUED UNDER THE LAWS OF THE UNITED STATES OR THE
     UNITED KINGDOM.

C.   Exclusive Liability.  THE FOREGOING STATES THE SOLE AND EXCLUSIVE LIABILITY
     OF DAVOX FOR INFRINGEMENT OF ANY KIND AND IS IN LIEU OF ALL WARRANTIES ,
     EXPRESS OR IMPLIED, IN REGARD THERETO.

D.   Survival.  The provisions of this Section 13 shall survive the termination
     of this Agreement.

14.  NO CONSEQUENTIAL DAMAGES.

     UNDER NO CIRCUMSTANCES WILL DAVOX OR ITS LICENSORS BE LIABLE FOR ANY
     CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, OR INCIDENTAL DAMAGES OR LOST
     PROFITS, WHETHER FORESEEABLE OR UNFORSEEABLE.  BASED ON CLAIMS OF
     DATAPOINT, OR BT OR THEIR CUSTOMERS (INCLUDING, BUT NOT LIMITED TO, CLAIMS
     FOR LOSS OF DATA, GOODWILL, USE OF MONEY OR USE OF THE PRODUCTS,
     INTERRUPTION IN USE OR AVAILABILITY OF DATA, STOPPAGE OF OTHER WORK OR
     IMPAIRMENT OF OTHER ASSETS), ARISING OUT OF BREACH OR FAILURE OF EXPRESS OR
     IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT
     LIABILITY IN TORT OR OTHERWISE.  EXCEPT FOR DAVOX'S OBLIGATIONS UNDER
     SECTION 13, IN NO EVENT WILL THE AGGREGATE LIABILITY WHICH DAVOX AND ITS
     LICENSORS MAY INCUR IN ANY ACTION OR PROCEEDING EXCEED THE TOTAL AMOUNT
     ACTUALLY PAID TO DAVOX BY DATAPOINT FOR THE SPECIFIC SUPPORT SERVICE OR
     PRODUCT FURNISHED HEREUNDER THAT DIRECTLY CAUSED THE DAMAGE.  THIS SECTION
     WILL NOT APPLY ONLY WHEN AND TO THE EXTENT THAT APPLICABLE LAW SPECIFICALLY
     REQUIRES LIABILITY, DESPITE THE FOREGOING EXCLUSION AND LIMITATION.

15.  INFORMATION

A.   Confidentiality.

     (1) Datapoint acknowledges that the Support Services and other products
     furnished hereunder incorporate confidential and proprietary information
     developed or acquired by or licensed to Davox (the "Information").
     Datapoint will take all reasonable precautions necessary to safeguard the
     confidentiality of the Information, including (i) those taken by Datapoint
     to protect its own confidential information and (ii) those which Davox may
     reasonably request from time to time.  Datapoint will not allow the removal
     or 

                                      -14-
<PAGE>
 
     defacement of any confidentiality or proprietary notice placed on the
     Support Service's materials, products or other items of Information.  The
     placement of copyright notices on these items will not constitute
     publication or otherwise impair their confidential nature.

     (2) Davox shall take all reasonable steps to insure that all documentation
     and such other confidential information provided to Davox by Datapoint and
     marked as "confidential" remains confidential.

B.   Ownership.  All patents, copyrights, circuit layouts, trade secrets and
     other proprietary rights in or related to the Support Services and products
     furnished hereunder are and will remain the exclusive property of Davox or
     its licensors, whether or not specifically recognized or perfected under
     the laws of the United Kingdom, Republic of Ireland, United States or any
     other jurisdiction.  Datapoint will not take any action that jeopardizes
     Davox's or its licensors' proprietary rights or acquire any right in the
     Support Services, products or Information, except the limited use rights
     specified in Section 15(C).  Datapoint hereby assigns to Davox or its
     licensor all rights in any translation, modification or adaptation of, or
     derivative work based on, the Support Services, products, or other items of
     Information, including any improvement or development thereof, that may be
     developed by or for Datapoint, but excluding external interfaces developed
     by Datapoint to enable a System to operate in combination with BT's
     particular computer or telephony systems.  Datapoint will obtain at Davox
     request, the execution of any instrument that be may appropriate to prefect
     these rights in Davox or its licensor's name.  Datapoint shall retain any
     rights in and to any shell or supplemental software it develops to the
     extent and as provided in 15C.

C.   Use.  Datapoint will use the Support Services, products and other items of
     Information exclusively to perform its service and support activities with
     respect to its BT, in accordance with the terms of this Agreement.  Except
     as specifically contemplated in Section 3(G), 5(B), 7(A) of this Agreement,
     or Section 9(c) of the Distributor Agreement, Datapoint will not copy,
     translate, modify or adapt the Support Services, Software products, or
     other items of Information without Davox's prior written approval.
     Datapoint will reproduce Davox's or its licensors' confidentiality and
     proprietary notices on all such copies.  Datapoint will not decompile,
     disassemble or reverse engineer the Software or products, except as and to
     the extent specifically permitted under applicable law.  Datapoint will
     promptly notify Davox if Datapoint intends to create any shell or
     supplemental software that will be combined with the Software, Equipment or
     products.  At Davox's request, Datapoint will provide Davox with the
     specifications, flow charts, source and object code and other documentation
     for such shell or supplemental software programs ("Supplemental Software
     Information") for the purpose of enabling Davox to fulfill its support
     obligations under this Agreement with respect to the Equipment, Software or
     products and to ascertain Datapoint's compliance with the terms herein.
     Davox agrees not to disclose to any third party and treat as confidential
     the Supplemental Software Information with the same degree of care Davox
     uses to protect its own confidential information, which shall not be less
     than a reasonable standard of care not to disclose.  Davox confidentiality
     obligations with respect to the Supplemental Software 

                                      -15-
<PAGE>
 
     Information do not apply to information which: (i) is in the public domain;
     (ii) has been received by Davox from a third party not under
     confidentiality restrictions; (iii) is already known to Davox at the time
     of disclosure, or is independently developed by Davox without use of the
     Supplemental Software Information; (iv) is authorized to be disclosed to a
     third party by Datapoint; or (v) is disclosed to BT pursuant to Davox
     rightfully performing it diagnostic and support obligations under the
     Agreement.

     Datapoint, or its licensors, shall retain all rights, title and interest in
     and to any such shell or supplemental software, except to the extent such
     shell or supplemental software contains software code or Information of
     Davox or its licensors.

D.   Disclosure.  Datapoint will not disclose, in whole or in part, the
     Information except to those of Datapoint's employees who require access to
     perform its obligations under this Agreement and have executed a
     confidentiality agreement conforming to that set out in Schedule H of the
     Distributor Agreement (the "Confidentiality Agreement").  Datapoint will
     execute all Confidentiality Agreements as principal on its own behalf and,
     exclusively to accept or otherwise perfect Davox's rights thereunder, as
     agent on behalf of Davox.  At Davox request, Datapoint will provide Davox
     with copies of all Confidentiality Agreements.  In no event will Datapoint
     amend or cancel any Confidentiality Agreement without Davox's prior
     approval.

E.   Unauthorized Use or Disclosure.  Datapoint acknowledges that any
     unauthorized use or disclosure of the Information may cause irreparable
     damage to Davox or its licensors.  If an unauthorized use or disclosure
     occurs, Datapoint will promptly notify Davox and take, at Datapoint's
     expense, all steps which are necessary to recover the Information and to
     prevent its subsequent unauthorized use or dissemination, including
     availing itself of actions for seizure and injunctive relief.  If Datapoint
     fails to take these steps in a timely and adequate manner, Davox may take
     them in its own or Datapoint's name and at Datapoint's expense.

F.   Limitation.  Datapoint will have no confidentiality obligation with respect
     to any portion of the Information that (i) Datapoint independently knew or
     developed before receiving the Support Services or Information from Davox,
     (ii) Datapoint lawfully obtained from a third party under no obligation of
     confidentiality or (iii) became available to the public other than as a
     result of an act or omission of Datapoint or any of its employees or
     customers.  Under any of these circumstances, Datapoint will notify Davox
     at least 30 days before disclosing such portion of the Information to any
     other person.

16.  COMPLIANCE WITH LAWS

A.   Local Compliance.  Datapoint will, at its expense, obtain and maintain the
     governmental authorizations, registrations and filings that may be required
     under the laws of the United Kingdom for Datapoint to execute or perform
     under this Agreement any agreements with BT and will pay and bear all stamp
     taxes related thereto.  Datapoint will otherwise comply with all laws,
     regulations and other legal requirements within the United 

                                      -16-
<PAGE>
 
     Kingdom that apply to Datapoint's performance arising under this Agreement,
     including tax and foreign exchange legislation.

B.   Compliance With U.S. Laws.  Datapoint agrees that it will not directly or
     indirectly do any act or thing which will constitute a violation of the
     United States Foreign Assets Control Regulations.

     Datapoint further acknowledges and agrees that the Support Services, other
     products furnished hereunder and all related technical information,
     documents and materials are subject to export controls under the U.S.
     Export Administration Regulations.  Datapoint will comply with all
     applicable requirements of the Export Administration Regulations and other
     applicable export control regulations of the United States, as modified
     from time to time by the Administration or the US Department of Commerce
     and any corresponding export control requirements with the United Kingdom.

C.   Unlawful Payments.  Datapoint will not use any payment or other benefit
     derived from Davox to offer, promise or pay any money, gift or any other
     thing of value to any person for the purpose of influencing official
     actions or decisions affecting this Agreement, while knowing or having
     reason to know that any portion of this money, gift or thing will, directly
     or indirectly, be given, offered or promised to (i) any employee, officer
     or other person acting in an official capacity for any government or its
     instrumentalities or (ii) any political party, party official or candidate
     for political office.  Datapoint will provide Davox with the assurances and
     official documents that Davox periodically may request to verify
     Datapoint's compliance with this Section.

17.  INDEMNITY

     Datapoint will indemnify Davox against any damage, loss, liability or
     expense (including lawyers' fees) that Davox may incur (i) arising out of
     any wrongful action of Datapoint, its employees, agents, subcontractors,
     representatives or customers (ii) as a result of (a) any modification or
     amendment of the prescribed terms of the Software Agreement in Schedule V
     and, with respect to furnish Software to BT, the Software License in
     Schedule VI that Davox did not specifically approve, (b) Datapoint's
     failure to comply with Section 7(A), Section 15, any warranty, condition,
     representation, indemnity or guarantee granted by Datapoint or provided by
     applicable law with respect to the Support Services and products furnished
     hereunder in addition to or in lieu of the limited warranties specified in
     Section 12, (d) any omission or inaccuracy in Datapoint's advertisements
     and promotional materials that relate to the Support Services and products,
     (e) any modification of the Support Services or products hereunder, or (f)
     Datapoint's failure to comply with Section 16.  Davox shall use all
     reasonable efforts to notify Datapoint of any threatened claim within ten
     (10) days after Davox's receipt of written notification that such claim is
     threatened and within five (5) days of the filing and service on Davox of
     such claim and giving Datapoint sole control of the defense and all related
     settlement negotiations.  Notwithstanding anything herein to the contrary,
     the notice referred to by this Section shall be sent by fax to Datapoint
     (UK) Limited's 

                                      -17-
<PAGE>
 
     headquarters, Attention: Legal Department, at 0181-830-1516 (or such other
     number as Datapoint may notify Davox of in accordance with Section 21 with
     a confirming copy sent in accordance with the procedures set forth in
     Section 21. This Section will not be construed to limit or exclude any
     other claims or remedies which Davox may assert under this Agreement or by
     law.

18.  INDEPENDENT PARTIES

     Davox and Datapoint are independent parties.  Nothing in this Agreement
     will be construed to make Datapoint an agent, employee, franchisee, joint
     venturer, partner or legal representative of Davox.  Except as otherwise
     provided in this Agreement, Datapoint will neither have nor represent
     itself to have any authority to act on Davox's behalf.

     Davox is not a party to any agreement or undertaking between Datapoint and
     BT by virtue of this Agreement and does not otherwise endorse or ratify any
     such undertakings or agreements.

19.  FORCE MAJEURE

     Neither party will be liable for any failure or delay in performing an
     obligation under this Agreement that is due to causes beyond its reasonable
     control.

     Notwithstanding the foregoing, nothing in this Section shall be construed
     to excuse or delay Datapoint's payments to Davox hereunder, such payment
     being a condition to the rendering of Support Service by Davox.

20.  ARBITRATION

A.   General.  Except as contemplated under Section 20(D), any controversy or
     claim arising out of or relating to this Agreement or the existence,
     validity, breach or termination thereof, whether during or after its term,
     will be finally settled by compulsory arbitration in accordance with the
     Commercial Arbitration Rules and Supplementary Procedures for International
     Commercial Arbitration of the American Arbitration Association ("AAA"), as
     modified or supplemented under this Section 20.

B.   Proceeding.  To initiate arbitration, either party will file the
     appropriate notice at the Regional Office of the AAA in Boston,
     Massachusetts U.S.A.  The arbitration proceeding will take place in Boston,
     Massachusetts U.S.A. and will be conducted in the English language.  The
     arbitration panel will consist of 3 arbitrators, one arbitrator appointed
     by each party and a third neutral arbitrator appointed by the two
     arbitrators designated by the parties.  The third arbitrator shall be a
     retired US federal court or state appellate court judge.  Any communication
     between a party and any arbitrator will be directed to the AAA for
     transmittal to the arbitrator.

                                      -18-
<PAGE>
 
C.   Award.  The arbitral award will be the exclusive remedy of the parties for
     all claims, counterclaims, issues or accountings presented or plead to the
     arbitrators.  The award will (i) be granted and paid in U.S. dollars
     exclusive of any tax, deduction or offset and (ii) include interest form
     the date of breach or other violation of the Agreement until the award is
     fully paid, computed at the then-prevailing LIBOR rate.  Judgment upon the
     arbitral award may be entered in any court that has jurisdiction thereof.
     Any additional costs, fees or expenses incurred in enforcing the arbitral
     award will be charged against the party that resists its enforcement.  The
     parties expressly agree that the arbitrators will be empowered to (i) issue
     an interim order or award, which may include but is not limited to
     requiring Datapoint to cease using the Products or Information pending the
     outcome of the arbitration, or (ii) grant injunctive relief.

D.   Legal Actions.  Nothing in this Section will prevent Davox from enforcing
     its copyrights, patents or other proprietary rights against Datapoint
     (including, but not limited to, obtain injunctive relief from a court of
     competent jurisdiction) or filing legal actions for payment of outstanding
     and past due debts in the courts of the United Kingdom, or court of
     competent jurisdiction, nor shall anything in this Section prevent
     Datapoint from enforcing its copyrights, patents or other proprietary
     rights against Davox (including, but not limited to, obtaining injunctive
     relief) in a court of competent jurisdiction.

21.  GENERAL

A.   No relationship with customer created. - The Datapoint Agreement and this
     Agreement do not create any direct relationship with, or obligations to
     Datapoint's customer BT (including any parent, subsidiary, or affiliate
     entity of BT) on the part of Davox.

B.   Right to request support. - The sole and exclusive remedy of Datapoint
     hereunder with respect to a defective or inoperative System (inclusive of
     Equipment, spare parts and Software) is to request Support Services or
     replacement Equipment as provided herein.

C.   Availability of personnel. - Davox shall be excused from providing on-site
     support:  (i) when to do so will violate the laws or regulations of the
     United Kingdom and (ii) where the laws of the UK require a work permit or
     visa, and then only for the period of time until such work permit or visa
     is issued.

D.   Notices. - Notices and approvals required hereunder shall be given in
     writing and will be sent by facsimile transmission, with electronically
     dated confirmation, or independent carrier, with written confirmation of
     receipt or registered mail, to the designated representative, identified
     below, at the address first set forth above;

     If to Datapoint:
     Datapoint UK Ltd.
     Attn:  Managing Director
     Telephone:  0181 469 1222
     Facsimile:  0181 830 1516

                                      -19-
<PAGE>
 
     With copy to Company Attorney

     If to Davox Corporation:
     Attn:  Vice President Customer Service
     Telephone:  508 952 0200
     Facsimile:  508 952 0201
     With copy to Company Attorney

F.   Severability. - In the event that any portion of this Agreement shall be
     deemed to be illegal or unenforceable by any court of competent
     jurisdiction, the remaining provisions shall be severable and enforceable
     in accordance with their terms so long as the omission of such terms or
     provision does not cause this Agreement to fail in its essential purpose or
     purposes.  The parties will negotiate in good faith to replace any such
     illegal or unenforceable provisions with legal and enforceable provisions
     that are intended to restore the purpose of this Agreement.

G.   Waiver and Modification. - Except as otherwise provided above, any waiver,
     amendment or other modification of this Agreement will not be effective
     unless in writing and signed by the parties against whom it is sought to be
     enforced.

H.   Assignment. - Neither party may assign, delegate, subcontract or otherwise
     transfer this Agreement or any rights or obligations without the other's
     prior approval.  Any attempt to do so will be void.  Notwithstanding the
     foregoing, Davox may assign or subcontract any or all of its rights and
     obligations to its wholly owned subsidiary in the England, Davox (Europe)
     Limited.

I.   Governing Law. - This Agreement will be governed and interpreted by the
     laws of the Commonwealth of Massachusetts, USA, excluding its conflict of
     law principles.  Davox and Datapoint exclude the United nations Convention
     on Contracts for the International Sale of Goods from this Agreement and
     any transaction between them that may be implemented in connection with
     this Agreement.

J.   Survival. - The provisions of Sections 13, 14, 15, 16, 17, 18, 20, 21(A)
     and 21(H) shall survive the termination or expiration of this Agreement.

K.   Breach.- In the event of a material breach of this Agreement the non-
     breaching party shall give the party in breach written notice of the breach
     and the breaching party shall have thirty (30) days to cure, or if the
     breach is not capable of cure within thirty days then the breaching party
     must have commenced to make diligent efforts to cure and actually cured
     within a reasonable period of time in light of the severity and materiality
     of the breach.

L.   Upon termination or expiration of this Agreement, Datapoint shall return to
     Davox all Information, documentation, Software, and other materials
     provided to Datapoint hereunder pursuant to Sections 3(G), 7 and 15.

                                      -20-
<PAGE>
 
M.   Nothing in this Agreement shall be construed to relieve or modify either
     party's independent obligations under the certain and separate Datapoint
     Agreement.

N.   Non-solicitation.- During the term of this Agreement neither party shall
     knowingly solicit the technical personnel then in the direct, current,
     full-time employment of the other.  Notwithstanding the foregoing nothing
     herein shall be construed to prevent either party from interviewing and
     making offers to an employee of the other party or hiring employees of the
     other party to the full extent permitted under the laws of the United
     Kingdom or European Union.  However, in the event a party hires an employee
     of the other, the hiring party shall by way of full and complete
     compensation, and without further obligation or liability hereunder, pay to
     said other party an amount equal to 3 month's base salary calculated at the
     monthly base salary rate then in effect for said employee by the other
     party at the time the offer of employment is extended.  Each party
     expressly acknowledges and agrees that it is not the intent to prevent or
     otherwise interfere with any employees right or privilege to freely seek
     and accept employment with the other party, but to provide a mechanism to
     provide compensation to the affected party in the event of the loss of an
     employee material to the affected party's operation.  The employment
     process being personal to the candidate seeking employment, neither party
     shall be required to disclose the identity of any potential employment
     candidate prior to the date such candidate accepts an offer of employment
     from the tendering party.

O.   Special Definitions:  1.  "Datapoint" - For the sake of clarity, whereas
     Datapoint has limited distribution rights with respect to BT under the
     Datapoint Agreement, the term "Distributor" as used with respect to this
     Agreement between the parties shall refer to Datapoint UK Limited.

     2. "Software" - The term Software as used herein refers to software as the
     term is first used in Section 1.B and upgrades, modifications,
     customization, bug fixes and enhancements thereto, Revisions, and all
     software code furnished under this Agreement.

P.   In the event of any conflict between the terms of this Agreement and the
     Schedules set forth in Section 23, the terms of this Agreement shall
     control, except that the parties agree that this Agreement and the
     Schedules shall be interpreted as being consistent to the extent reasonably
     possible.

22.  ENTIRE AGREEMENT

     This Agreement and its Schedules constitute the complete and entire
     statement of all terms, conditions, and representations of the agreement
     between the parties with respect to the subject matter.

     It is the intent of the parties that the Distribution Agreement as modified
     by the Termination Agreement (collectively the "Outside Agreements") remain
     independent agreements with independent legal significance and are not made
     part hereof, except that reference to specific sections or clauses of said
     agreements herein shall be deemed to 

                                      -21-
<PAGE>
 
     incorporate the same terms or obligations under this Agreement to the
     extent necessary to give effect to the obligations or undertakings
     expressly set forth in this Agreement, or as the context may suggest, to
     acknowledge the existence of rights or obligations under such Outside
     Agreements and shall not be deemed to revive, extend or modify said Outside
     Agreements.

23.  SCHEDULES AND EXHIBITS

     Schedule I          Spare Parts List and Pricing
     Schedule II         Annual Support and Time and Materials
                         Pricing
     Schedule III        Davox Education Course Pricing
     Schedule IV         BT Problem Escalation Procedure
     Schedule V          Software License
     Schedule VI         BT Sublicense


AGREED:                                       AGREED:                           
                                                                                
Datapoint                                     Davox                             
                                                                                
By: /s/ Blake Thomas                          By: /s/ John J. Connolly          
   ---------------------------------------       -------------------------------
                                                                                
Title: President & Chief Operating Officer    Title: VP Finance & CFO           
       -----------------------------------           ---------------------------
                                                                                
Date:                                         Date:  10/31/97                   
       -----------------------------------           ---------------------------

                                      -22-
<PAGE>
 
                                  ADDENDUM 1


This Addendum amends and modifies the Special Support Services Agreement between
Datapoint (UK) Ltd. ("Datapoint") and Davox Corporation ("Davox") with an
effective date of 1 August 1997 (the "Agreement").  To the extent of any
inconsistencies between the terms of this Addendum and the terms of the
Agreement, the terms of this Addendum shall govern.  All other terms and
conditions of the Agreement remain unchanged.

1.   In Clause 1.A. of the Agreement, between the phrase "United Kingdom" and
     the parenthetical term "UK" insert the words "of Great Britain and Northern
     Ireland."

2.   Clause 21.L. of the Agreement is deleted in its entirety and replaced with
     a new Clause 21.L. as follows:

     "Upon expiration or termination of this Agreement, except in the event of
     an uncured breach of Sections 7, Software; 10, Payment; and 15,
     Information, Datapoint shall be permitted to retain and use under license,
     in accordance with the terms of this Agreement, such Information, Software
     and documentation furnished hereunder, as may be reasonably necessary to
     support BT pursuant to any existing contractual commitments between BT and
     Datapoint. Datapoint shall return all other Information, Software and
     documentation upon said expiration or termination of this Agreement.
     Notwithstanding anything elsewhere herein to the contrary, Davox shall have
     no obligation to support, revise, or update any Information, Software or
     documentation retained and used pursuant to this Clause 21.L."


AGREED:                                       AGREED:                           
                                                                                
Datapoint                                     Davox                             
                                                                                
By: /s/ Blake Thomas                          By: /s/ John J. Connolly          
   ---------------------------------------       -------------------------------
                                                                                
Title: Chairman of the Board of DPT UK        Title: VP Finance & CFO           
       -----------------------------------           ---------------------------
                                                                                
Date:                                         Date:  
       -----------------------------------           ---------------------------

                                      -23-
<PAGE>
 
                                   SCHEDULE I
                          SPARE PARTS LIST AND PRICING
                                        
BASE CABINET -- INTERNATIONAL

<TABLE> 
<CAPTION> 
                                                                           SPARES    ASSEMBLY   EXPEDITED
PART                                        INSTALLED SYSTEMS              LIST      REPAIR     REPAIR
NUMBER              DESCRIPTION             "1-5"  "6-15"  "16-30"  "30+"  PRICE     CHARGE     PRICE
<S>                 <C>                     <C>    <C>     <C>      <C>    <C>       <C>        <C>
 
881194*             PWA DSP CPU               1       2       2       3    $10,000   $ 3,000    $ 5,000
881202-CNET*        PWA PDL BD CPU CNET       1       2       2       3    $   750   $   225    $   375
881200**            PWA PDL BD I/F T1 CEPT    1       2       2       3    $   575   $   173    $   288
881210**            PWA SW DIG DSP            1       2       2       3    $ 1,240   $   372    $   620
881207**            PWA PDL BD SW DIG         1       2       2       3    $   500   $   150    $   250
881302**            POWER SUPPLY ASSY         1       1       1       2    $ 4,500   $ 1,350    $ 2,250
905349              DCS CABINET CARD CAGE     1       1       1       1    $48,675   $14,603    $24,338
883240              RIBBON CABLE DCS          1       1       1       2    $    15   N/A        N/A
881301              FAN ASSEMBLY              1       1       1       1    $   430   N/A        N/A
883245-05           CABLE T1                  1       1       1       2    $    35   N/A        N/A
881300              BACK PLANE ASSEMBLY       1       1       1       2    $ 5,230   $ 1,569    $ 2,615
881197-E1           PWA INTERFACE E1          1       2       2       3    $ 5,000   $ 1,500    $ 2,500
881197-T1           PWA INTERFACE T1          1       2       2       3    $ 5,000   $ 1,500    $ 2,500
</TABLE>

                                      -24-
<PAGE>
 
CABLES & ACCESSORIES
<TABLE> 
<CAPTION> 
                                                                          SPARES   ASSEMBLY  EXPEDITED
PART                                      INSTALLED SYSTEMS               LIST     REPAIR    REPAIR
NUMBER              DESCRIPTION           "1-5"  "6-15"  "16-30"  "30+"   PRICE    CHARGE    PRICE
<C>                 <S>                   <C>    <C>     <C>      <C>     <C>      <C>       <C>
 
883195-04           MODEM CABLE             1       1       1       2     $46      N/A       N/A
901585              PARALLEL CABLE          1       1       1       2     $48      N/A       N/A
883246-05           SP10-WYSE CABLE         1       1       1       2     $45      N/A       N/A
905450-50           THIN NET CABLE          1       1       1       2     $85      N/A       N/A
905524              ADAPTER BNC             1       1       2       2     $18      N/A       N/A
883192-50           SERIAL PRINTER CABLE    1       1       1       2     $58      N/A       N/A
883243-20           10 BASE T CABLE         1       1       1       3     $20      N/A       N/A
905836              AUDIO ADAPTER SP10      1       1       1       2     +        N/A       N/A
905828              SPLITTER SERIAL         1       1       1       2     +        N/A       N/A
</TABLE>

**/1/ For use with T1 and E1 interface
X     Items required for 95% repairability
*     Single point of failure if only one line DSP card in system
**    Single point of failure
+     Contact your local SUN dealer for pricing and availability

                                      -25-
<PAGE>
 
NON-PROPRIETARY ITEMS
<TABLE> 
<CAPTION> 
PART                                                                    SPARES   ASSEMBLY  EXPEDITED
NUMBER                                  INSTALLED SYSTEMS               LIST     REPAIR    REPAIR
VENDOR              DESCRIPTION         "1-5"  "6-15"  "16-30"  "30+"   PRICE    CHARGE    PRICE
<S>                 <C>                 <C>    <C>     <C>      <C>     <C>      <C>       <C>
 
905822              HUB TEN BASE T        1       1       2       3     $  350
MIL-4000H           MILAN TECH                                      
                                                                    
906026              MODEM 14 4K BD        1       1       2       3     $  650
00268-00            U.S. ROBOTICS                                   
                                                                    
905865              DRIVE DISK OPTICAL    1       1       2       3     $1,500
PMO-130             PINNACLE                                        
                                                                    
905979              PRINTER LA 424        1       1       1       2     $1,875
LA424-CA            DIGITAL EQUIP                                   
                                                                    
10VSK7              FILTER CORCOM         1       1       2       2     $   60
                                                                    
JA2&A8E             CIRCUIT BREAKER       1       1       2       2     $  120
JO1HA510            HEINEMANN
</TABLE>

UNIX BASED PRODUCTS (SUN MICRO)
<TABLE> 
<CAPTION> 
PART
NUMBER
VENDOR              DESCRIPTION
<C>                 <S> 
?                   CARD E NET
N814N               TAPE DRIVE 8MM
X546A               HARD DRIVE 1.05 GB (INTERNAL)
VARIOUS             SMC SERVER
VARIOUS             WORKSTATION W/KEYBOARD
X116F               EXPANSION MEMORY 16 MB
X132R/13            EXPANSION MEMORY 32 MB
</TABLE>

Contact your local Sun dealer for service and pricing of all Sun products.
**Single point of failure.

COUNTRY SPECIFIC
<TABLE> 
<CAPTION> 
PART                                                           SPARES    ASSEMBLY   EXPEDITED  EMERGENCY
NUMBER                          INSTALLED SYSTEMS              LIST      REPAIR     REPAIR     EXCHANGE
VENDOR         DESCRIPTION      "1-5"  "6-15"  "16-30"  "30+"  PRICE     CHARGE     PRICE      PRICE
<S>            <C>              <C>    <C>     <C>      <C>    <C>       <C>        <C>        <C>
 
MEXICO
881332         PWA I/F CEPT E1    1       1       2       3    $5,000    $1,500     $2,500     $3,250

AUSTRALIA                                                  
881332         PWA I/F CEPT E1    1       1       2       3    $5,000    $1,500     $2,500     $3,250
</TABLE>

                                      -26-
<PAGE>
 
OPTIONS
<TABLE> 
<CAPTION> 
PART                                                                       SPARES   ASSEMBLY    EXPEDITED   EMERGENCY
NUMBER                                     INSTALLED SYSTEMS               LIST     REPAIR      REPAIR      EXCHANGE
VENDOR         DESCRIPTION                 "1-5"  "6-15"  "16-30"  "30+"   PRICE    CHARGE      PRICE       PRICE
<S>            <C>                         <C>    <C>     <C>      <C>     <C>      <C>         <C>         <C>
 
TIP & RING
881322         PWA SLAC                      1       1       2       3     $2,350   $  705      $1,175      $ 1,528
881323         PDI BD SLAC                   1       1       2       3     $2,020   $  606      $1,010      $ 1,313`
                                                                        
HEADSET                                                                 
DIRECT TO                                                               
DIALER                                                                  
881084         DIGITAL SWITCH OPERATOR EE    1       1       2       3     $  828    $  248     $  414      $   538
881204         PDB BD BDIG SW OPERATOR       1       1       2       3     $  320    $   96     $  160      $   208
                                                                        
SLAC                                                                    
881338         PWA ISLAC                     1       1       2       3     $1,500    $  450     $  750      $   975
881846         PBD BD ISLAC                  1       1       2       3     $3,500    $1,050     $1,750      $ 2,275
</TABLE>

                                      -27-
<PAGE>
 
                                  SCHEDULE II
                  ANNUAL SUPPORT AND TIME & MATERIALS PRICING

1.   Base Technical Support:  Annual Support under the Support Services
     Agreement is priced at $[CONFIDENTIAL TREATMENT REQUESTED]/*/ per seat, per
     System paid quarterly in advance, for the first year of support, beginning
     upon installation. For the second and subsequent years of support, the
     price is $[CONFIDENTIAL TREATMENT REQUESTED]/*/ PER SEAT, per System, paid
     quarterly in advance.

2.   Time and Materials:  Time and Materials pricing for W.S.C. International
     Support for additional services provided outside the scope of the services
     included under the annual service fee is:

LABOR RATES:  WORLDWIDE SUPPORT CENTER - LABOR RATES

     US $[CONFIDENTIAL TREATMENT REQUESTED]/*/ per hour  
                       During WSC Standard Hours of Operation - Contract Systems
                       - (7:30 am-midnight weekdays, plus 8:00 am-5:00 p.m.
                       Saturdays, US EST, Davox Holidays excluded)

     US $[CONFIDENTIAL TREATMENT REQUESTED]/*/ per hour  
                       Outside USC Standard Hours of Operation - Contract
                       Systems - (12:00 am-7:20 am Tuesday through Saturdays,
                       and 5:01 pm Saturdays through 7:29 am Mondays, Davox
                       Holidays excluded)

     US $[CONFIDENTIAL TREATMENT REQUESTED]/*/ per hour  
                       All Hours - Non-Contract Systems

               ON-SITE SUPPORT LABOR RATES

     US $[CONFIDENTIAL TREATMENT REQUESTED]/*/ per hour  
                       FOR SUPPORT PROVIDED FROM THE UNITED STATES:
                       Labor Charges will be billed at the prevailing labor
                       rate, and are billed for both travel and actual on-site
                       labor hours, portal to portal. Travel and related
                       expenses will be billed at actual costs.

     UK  [CONFIDENTIAL TREATMENT REQUESTED]/*/ per day    
                       FOR SUPPORT PROVIDED FROM THE UNITED KINGDOM: Charges are
                       per day, or will be pro-rated for a half-day if agreed
                       and for support local to Davox support personnel. Travel
                       and related expenses will be billed at actual costs.

BASE TECHNICAL SUPPORT PRICING IS SUBJECT TO CHANGE AT THE CONCLUSION OF YEAR __
OF THIS AGREEMENT UPON 90 DAYS WRITTEN NOTICE, PRIOR TO THE  __ ANNIVERSARY DATE
OF THIS AGREEMENT.

LABOR RATES AND RATES FOR TIME AND MATERIALS AND RATES FOR SERVICES OTHER THAN
BASE TECHNICAL SUPPORT ARE SUBJECT TO CHANGE AT ANY TIME UPON 90 DAYS PRIOR
WRITTEN NOTICE.

/*/[CONFIDENTIAL TREATMENT REQUESTED] INDICATES MATERIAL THAT HAS BEEN OMITTED
AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED
MATERIAL HAS BEEN FILED WITH THE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

                                      -28-
<PAGE>
 
                                  Schedule III
                         DAVOX EDUCATION COURSE PRICING


Pricing for Davox Courses
<TABLE>
<CAPTION>
===========================================================================
          COURSE TITLE                COURSE CODE    DURATION      PRICE
---------------------------------------------------------------------------
<S>                                   <C>            <C>           <C>
Unison Supervisor Training               UST-101      5 days       $ *   
Advanced Unison Supervisor               AUS-201      3 days         *   
Unison Overview                           UO-100      1 day          *   
Unison Architecture                       UA-102      3 days         *   
Physical Layer                            PL-103      5 days         *   
Application Development Tools            ADT-105      3 days         *   
Power Script                              PS-106      2 days         *   
Smart Button Development                 SBD-107      3 days         *   
Client API                              CAPI-108      1 day          *   
Davox Call Center Management             CCM-202      2 days         *   
Workshop
</TABLE>

In the event Datapoint requests, and Davox provides, training at the Datapoint
Training Facility, or at the End-User site, the on-site delivery rate is
$[CONFIDENTIAL TREATMENT REQUESTED]/*/ per day plus all reasonable Davox T&E.
This applies to all courses.


PRICING MAY BE CHANGED UPON 90 DAYS WRITTEN NOTICE.

/*/[CONFIDENTIAL TREATMENT REQUESTED] INDICATES MATERIAL THAT HAS BEEN OMITTED
AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED
MATERIAL HAS BEEN FILED WITH THE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

                                      -29-
<PAGE>
 
                          COURSEWARE LICENSING PRICING

TRAIN THE TRAINER PROGRAM

This program provides Datapoint with the training materials and information
necessary to enable delivery of Davox Courses.  Datapoint Instructors attend
each course once as a student to learn the product content.  Student Instructors
attend a second time in a train the trainer role to learn how to deliver the
training.  This includes time to work with the Davox Instructor and evaluate how
best to use the Davox training materials.  When the Datapoint's Instructor first
begins to deliver the course at the end user site, they will be able to call
Davox Instructors with questions (1 hour of phone support per course).

The program's major components are:
A Unison Lecture/Lab Course attended first in a student role by the Datapoint's
Instructor
A Unison Lecture/Lab Course attended in a Train the Trainer mode by the
Datapoint's Instructor
1 hour of Davox Telephone Trainer Support is provided for each course
A License fee to use Davox Courseware materials
Optional product documentation can be ordered from Davox on a quarterly basis
  and purchased at standard prices


The following Davox courses can be completed pursuant to the above requirements.
Please refer to description of each course on the Davox Website at
http://www.davox.com/educational services.

     Unison Supervisor Training (the basic course and a prerequisite to other
     courses)
     Advanced Unison Supervisor
     Unison Overview
     Unison Architecture
     Physical Layer
     Smart Button Development
     Application Development Tools
     Davox Call Center Management Workshop
     Client API
     Script+


The following non-Davox provided courses or their equivalent are required to
effectively train Datapoint employees or end users.

     Sybase SQL
     TI "Video"
     Network "Video"
     Advanced UNIX
     Solaris Administration
     Shell Scripting

                                      -30-
<PAGE>
 
LICENSED COURSEWARE PRICING
The Davox Licensed Courseware fee includes one hard copy of Student and
Instructor Guides, an electronic soft copy file for each guide, and one Train-
the-Trainer Program per instructor per course.  To train additional instructors,
Datapoint will need to purchase each additional Train-the-Trainer Programs for a
fee of $[CONFIDENTIAL TREATMENT REQUESTED]/*/ US/course per instructors.

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
                                                        Courseware License
             Licensed                         # TTT      Fee includes one       Yearly Maintenance of
            Courseware              # Days     Days    instructor per course      Course Curriculum
-----------------------------------------------------------------------------------------------------
<S>                                 <C>         <C>    <C>                      <C>
Unison Supervisor Training             5        5               *                        *
-----------------------------------------------------------------------------------------------------
Advanced Unison Supervisor             3        3               *                        *
-----------------------------------------------------------------------------------------------------
Call Center Management                 2        2               *                        *
-----------------------------------------------------------------------------------------------------
Unison Overview                        1        1               *                        *
-----------------------------------------------------------------------------------------------------
Unison Architecture                    3        3               *                        *
-----------------------------------------------------------------------------------------------------
Physical Layer                         5        5               *                        *
-----------------------------------------------------------------------------------------------------
Application Development Tools          3        3               *                        *
-----------------------------------------------------------------------------------------------------
Power Script                           2        2               *                        *
-----------------------------------------------------------------------------------------------------
Smart Button Development               3        3               *                        *
-----------------------------------------------------------------------------------------------------
Client API                             1        1               *                        *
-----------------------------------------------------------------------------------------------------
</TABLE>
          COURSEWARE LICENSING PRICING MAY BE CHANGED WITHOUT NOTICE.

/*/[CONFIDENTIAL TREATMENT REQUESTED] INDICATES MATERIAL THAT HAS BEEN OMITTED
AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED
MATERIAL HAS BEEN FILED WITH THE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.

                                      -31-
<PAGE>
 
                                     DAVOX
                                  CORPORATION

                            WORLDWIDE SUPPORT CENTER

                    DATAPOINT (B.T.) CALL HANDLING PROCEDURE
                                  SCHEDULE IV
                                        

I.   INTRODUCTION
     ------------

     This procedure defines the process for handling and escalating calls from
     DATAPOINT for B.T. support within DAVOX. It describes how problem calls are
     placed, how problems are prioritized, how problems are escalated, and how
     higher levels of technical and management resources are brought to bear on
     especially difficult problems.

II.  PURPOSE
     -------

     To establish the lines of communications and to identify the responsible
     DAVOX personnel and/or ensure all calls are managed in a consistent and
     expeditious manner to minimize downtime and disruption to the customer
     environment.

     1)  This procedure applies to all service requests on equipment and
          software covered by the Davox Support Services Agreement with
          Datapoint, subject to any restrictions that may be written into the
          specific agreement.  Further, it is requested Datapoint cooperate
          fully by providing unlimited access to the affected equipment, timely
          response to Davox's request for information such as dumps, logs,
          configurations, and network access as may be required in order for
          Davox to effectively troubleshoot and diagnose the problem.

     2)   Initial problem escalation is the responsibility of the WSC and is
          effected via a predetermined set of timeframes based upon the priority
          of the problem (Attachment "B").

     3)   All call handling will be in accordance with the following procedure:

          I.   Datapoint contacts the WSC with the nature of the problem and the
               pertinent information is entered into the on-line system (Support
               Center 0800-898-376).

          II.  The WSC technical representative in conjunction with Datapoint
               assesses the technical and business impact of the problem and
               assigns the priority (see Case Priority Definitions "Attachment
               A").
<PAGE>
 
          III. After consultation with the Datapoint representative the WSC
               will escalate the call based on the following set of conditions:

               A.   During normal business hours in the United Kingdom the call
                    will be placed in the EAM Queue and the Mgr. European
                    Service will be notified and an engineer assigned within 30
                    min. of receipt of call.

               B.   If after hours in the U.K., or in the event of
                    unavailability of the EAM engineer, the call will be placed
                    in the SES Queue and the Mgr. Escalation Group will be
                    notified and an engineer assigned within 30 min. of receipt
                    of call.

               C.   After Hours support (midnight to 07:30 a.m. EST, US) will be
                    for critical priority problems only as defined in Attachment
                    "A".

     4)  If during the course of problem resolution Datapoint determines Davox
         is not meeting the goals established in the attachments escalation will
         be as follows: DATAPOINT will contact Doug Wiltz, Mgr. European
         Services (0410-850-925 U.K. Cell Phone or 508-864-2054 USA Cell Phone).
         If the Mgr. European Services is unavailable escalation will be in the
         following order: John Henderson Mgr. Escalation (SES) 508-952-0260
         pager 1-888-503-1480, Joe Venskus Dir. Worldwide Support 508-952-0299
         pager 1-888-604-2936, Doug Langenberg VP, Customer Service 508-952-
         0315.

     5)  All times in this document are (MAXIMUM TIMES) to be viewed as "Stated
         Company Business Hours/Days" management reserves the right to move
         calls as required to meet specific business demands.
<PAGE>
 
ATTACHMENT "A"
--------------

CASE PRIORITY DEFINITIONS
-------------------------


"CRITICAL"
 -------- 

     Severe Operational Impact (i.e., loss of system productivity)
     Down System
     Data Corruption
     Network Down

     MAY REQUIRE DAILY UPDATES TO CUSTOMER


"HIGH"
 ---- 

     Intermittent System Failure
     Loss of Some Functionality
     No Workaround Available
     Moderate Degradation in Performance or Functionality

     REQUIRES WEEKLY UPDATES TO CUSTOMER


"MEDIUM"
 ------ 

     Minor Operational Impact
     Initial RAID Notifications
     Workaround Available
     Product Feature not Working to Specifications

     REQUIRES BI-WEEKLY UPDATES TO CUSTOMER

"LOW"
 --- 

     Non-critical issue, Documentation error

     REQUIRES MONTHLY UPDATES TO CUSTOMER
<PAGE>
 
                                 ATTACHMENT "B"
                                   TIME TABLE
                               PROBLEM ESCALATION
                             CONTACT HOURS MAXIMUM


<TABLE>
<CAPTION>
-------------------------------------------------------------------
                 Escalation                    
Priority          (EAM/SES)    Product Support    Development
-------------------------------------------------------------------
<S>              <C>             <C>              <C>
CRITICAL            3 Hrs           5 Hrs         Continuous Effort
                                                    (as required)
-------------------------------------------------------------------
HIGH               5 Days          10 Days             20 Days
-------------------------------------------------------------------
MEDIUM             7 Days          14 Days             25 Days
-------------------------------------------------------------------
LOW                15 Days         20 Days             30 Days
-------------------------------------------------------------------
</TABLE>
<PAGE>
 
                                   Schedule V
                                   ----------

                               Software Agreement
                               ------------------


                          ----------------------------

                          ----------------------------

                          ----------------------------
                  (Tel:                     Fax:              )
                        -------------------     ------------- 
                                ("Distributor")


                          END-USER SOFTWARE SUBLICENSE
                          ----------------------------


("Customer"
           ---------------------------------------------------------------------
                                                                        (street)
----------------------------------------------------------------------- 

--------------------------------------------------------------------------------
(city)                   (state)             (postal code)             (country)

Tel:                                  Fax:
    ---------------------------------     --------------------------------------
Contact:
        ------------------------------------------------------------------------
Hardware Platform:                    Serial Number(s)
                  --------------------                --------------------------

This End-User Software Sublicense Agreement ("Agreement") amends the quotation
issued by                  ("Distributor") or Customer's purchase order or any
          ----------------
other agreement with Distributor pursuant to which Customer has agreed to
purchase any Davox Corporation ("Davox") product, including, but not limited to,
the Davox Smart Management Center, Davox UNISON brand call management system,
Davox Prelude call management system, predictive dialer, and/or any other Davox
products ("Quotation")  Notwithstanding anything in the Quotation to the
contrary, the Davox software furnished Customer under the Quotation or furnished
with or made part of Davox products (referred to herein as the "Software") is
provided to Customer under the terms and conditions of this Agreement.  This
Agreement will control and take precedence over the Quotation.

                          GENERAL TERMS AND CONDITIONS

1. SOFTWARE

"Software" means (i) the machine-readable object code version of the computer
programs provided to Customer under this Agreement (the "Programs"), (ii) the
published user manuals and documentation that Distributor makes generally
available for the Programs (the "Documentation"), (iii) the updates enhancements
or revisions of the Programs or Documentation that Distributor may provide to
Customer (the "Updates") and (iv) any copy of the Programs, Documentation or
Updates.  Nothing in this Agreement will entitle Customer to receive the source
code of the Programs or Updates in whole or in part.

2. USE

Subject to the terms of this Agreement, Distributor hereby grants to Customer a
personal nontransferable, nonexclusive license ("License") to use the Software
for Customer's own use and only on the single Computerized 
<PAGE>
 
Autodial System, automated call system, Davox UNISON brand call management
system, Davox Prelude brand call management system predictive dialer controller
unit, personal computer, workstation, or other item of equipment ("Unit") for
which the Software is first provided or installed except as otherwise herein
provided. The Programs and Updates may be copied in whole or in part subject to
the proper inclusion of any and all copyright and proprietary notices, only as
may be necessary for Customer's use on such single Unit, solely for archival and
back-up purposes or to replace a worn or defective copy. Customer shall not copy
the Documentation or technical information provided with the Software. If
Customer is unable to operate the Software on the single Unit due to an
equipment malfunction, the Software may be transferred temporarily to another
Unit during the period of equipment malfunction. Customer shall not reverse
compile, disassemble or otherwise reverse engineer, embed within any other
software product or modify in any manner, including modifications to source code
with respect thereto, the Software in whole or in part. If an Update replaces a
prior version of a Program, Customer will immediately destroy such prior version
and all copies thereof upon installing the Update.

3. CONFIDENTIALITY

Customer agrees and acknowledges that the Software is confidential and
proprietary information.  Customer shall not disclose, provide or otherwise make
available the Software or any part or copies thereof to any person other than
employees of Customer who have a legitimate need therefor, without prior written
consent of Distributor and Davox.  Customer shall take all appropriate actions
by instruction, agreement or otherwise with any persons permitted access to the
Software necessary to satisfy Customer's obligations under this Agreement.  All
copies of the Software whether provided by Distributor or made by Customer as
permitted by this Agreement, including without limitation, translations,
compilations or partial copies are the property of Davox and its licensors and
may not be used or disclosed except as permitted by this Agreement.  Customer
will not allow the removal or defacement of any confidentiality or proprietary
notice placed on the Software.  If an unauthorized use or disclosure occurs
Customer will immediately notify Distributor and take, at Customer's expense,
all steps which may be available to recover the Software and to prevent its
subsequent unauthorized use or dissemination.  Customer will have no
confidentiality obligation with respect to any portion of the Software that (i)
Customer independently developed before receiving the Software under this
Agreement, (ii) Customer lawfully obtained from a third party under no
confidentiality obligation or (iii) became available to the public other than as
a result of an act or omission by Customer or any of its employees or
consultants.

4. OWNERSHIP

All rights, title and interest to and all applicable rights in patents,
copyrights and trade secrets in the Software or any of its parts shall remain
vested in Davox or in any third party vendor from whom Davox Corporation has
acquired rights to license the Software, notwithstanding the grant of the
License pursuant to the terms of this Agreement.  Customer will not take any
action that jeopardizes Davox's or its licensors' proprietary rights or acquire
any right in the Software, except the limited use rights specified in this
Agreement.  Davox or its licensors will own all rights in any copy, translation,
modification or adaptation of, or derivative work based on, the Software,
including any improvement or development thereof.  Customer will obtain, at
Distributor's request, the execution of any instrument that may be appropriate
to assign these rights to Davox or its licensors or perfect these rights in
Davox's or its licensor's name.
<PAGE>
 
5. INFRINGEMENT

If an action is brought against Customer claiming that the Software owned by
Davox (the "Davox Software") infringes a patent or copyright within the country
of installation (the "Territory").  Davox will defend Customer and, subject to
this Section and Section 6, pay the damages and costs finally awarded against
Customer in the infringement action, but only if (i) Customer notifies Davox
promptly upon learning that the claim might be asserted, (ii) Davox has sole
control over the defense of the claim and any negotiation for its settlement or
compromise and (iii) Customer takes no action that, in Davox's judgment, is
contrary to Davox's interest.  If a claim described in this Section may be or
has been asserted, Customer will permit Davox, at Davox's option, to (i) procure
the right to continue using the Software, (ii) replace or modify the Software to
eliminate the infringement while providing functionally equivalent performance
or (iii) accept the return of the Software and refund to Customer the amount
actually paid to Distributor for such Software, less depreciation based on a 5-
year straight-line depreciation schedule.  Davox will have no indemnity
obligation to Customer under this Section if the patent or copyright
infringement claim results from (i) a correction or modification of the Software
not provided by Davox, (ii) the failure to promptly install an Update or (iii)
the combination of the Software with other products not provided by Davox.

6. DISCLAIMER

Customer acknowledges that the warranties, conditions, guarantees or
representations with respect to the Software, if any, are or will be set forth
in a separate agreement executed between Customer and Distributor.  NEITHER
DAVOX NOR ITS LICENSORS GRANT CUSTOMER ANY WARRANTY, GUARANTEE, CONDITION OR
REPRESENTATION WITH RESPECT TO THE SOFTWARE OR HARDWARE, AND DAVOX AND ITS
LICENSORS DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO ANY
IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE.  Any
claim for breach of warranty guarantee condition or representation, whether
express or implied may be brought solely against Distributor except as and to
the extent otherwise specifically permitted under applicable law, despite the
foregoing disclaimer.

7. EXCLUSION AND LIMITATION

UNDER NO CIRCUMSTANCES WILL DAVOX OR ITS LICENSORS BE LIABLE FOR ANY
CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES OR LOST
PROFITS, WHETHER FORESEEABLE OR UNFORESEEABLE, BASED ON CUSTOMER'S CLAIMS OR
THOSE OF ITS CUSTOMERS (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR LOSS OF DATA,
GOODWILL, USE OF MONEY OR USE OF THE PRODUCTS, INTERRUPTION IN USE OR
AVAILABILITY OF DATA, STOPPAGE OF OTHER WORK OR IMPAIRMENT OF OTHER ASSETS),
ARISING OUT OF BREACH OR FAILURE OF EXPRESS OR IMPLIED WARRANTY, BREACH OF
CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE.
IN NO EVENT WILL THE AGGREGATE LIABILITY WHICH DAVOX OR ITS LICENSORS MAY INCUR
IN ANY ACTION OR PROCEEDING EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY CUSTOMER
FOR THE SPECIFIC PRODUCT THAT DIRECTLY CAUSED THE DAMAGE.  THIS SECTION WILL NOT
APPLY ONLY WHEN AND TO THE EXTENT THAT APPLICABLE LAW SPECIFICALLY REQUIRES
LIABILITY, DESPITE THE FOREGOING EXCLUSION AND LIMITATION.

8. TERMINATION

Unless otherwise provided herein, the License shall expire at such time as
Customer discontinues use of the applicable Software on 
<PAGE>
 
the single Unit for which the Software is first provided, but otherwise shall be
without restriction as to time. Customer may terminate this Agreement, without
right to refund, by notifying Distributor of such termination. This Agreement
will terminate automatically if Customer becomes insolvent or enters into
bankruptcy, suspension of payments, moratorium, reorganization or any other
proceeding that relates to insolvency or protection of creditors' rights.
Notwithstanding the foregoing, Distributor shall have the right to terminate the
License if Customer fails to pay any and all required license fees, otherwise
fails to comply with the terms and conditions of the License set forth in this
Agreement and the Quotation, or fails to cure any breach of this Agreement or
the Quotation within ten (10) days after receipt of written notice from
Distributor. Customer agrees that upon expiration of the License or upon notice
of termination thereof, it will immediately return or destroy the Software and
all portions and copies thereof as directed by Distributor and, if requested,
will certify in writing to Distributor as to the destruction or return of the
Software and all copies thereof. The provisions of Sections 5, 6, 8, 9 and 11
will survive the termination of this Agreement.

9.  U.S. EXPORT RESTRICTIONS

Customer acknowledges that the Software and all related technical information,
documents and materials are subject to export controls under the U.S. Export
Administration Regulations.  Customer will (i) comply strictly with all legal
requirements established under these controls, (ii) cooperate fully with Davox
in any official or unofficial audit or inspection that relates to these controls
and (iii) not export, re-export, divert or transfer directly or indirectly, any
such item or direct products thereof to Cuba, Libya, North Korea or any country
that is embargoed by Executive order, or to any national of the aforementioned
countries, unless Customer has obtained the prior written authorization of Davox
and the U.S. Commerce Department.  Upon notice to Customer, Davox may modify
this list to conform to changes in the U.S. Export Administration Regulations.

10. INSPECTION

During the term of this Agreement, Distributor or its designees may, upon prior
notice to Customer, inspect the files, computer processors, equipment and
facilities of Customer during normal working hours to verify Customer's
compliance with this Agreement.  While conducting such inspection, Distributor
or its designees will be entitled to copy any item that Customer may posses in
violation of this Agreement.

11. BENEFICIARIES

Davox and any third party from whom Davox has acquired rights to license the
Software or any part thereof is a direct and intended third party beneficiary of
this Agreement and the Quotation to the extent this Agreement or the Quotation
relates to the Software, and may enforce this Agreement and the Quotation
directly against Customer to such extent, provided, however, that no such
licensor shall be liable to the Customer for any general, special, direct,
indirect, consequential, incidental or other damages arising out of or relating
to the Software.

12. ASSIGNMENT

Customer shall not assign, delegate or otherwise transfer this Agreement or any
of its rights or obligations hereunder without Distributor's prior approval.  If
Distributor ceases to be Davox's authorized distributor for any reason, this
Agreement may be assigned to Davox or its designee effective immediately upon
notice from Davox, and Customer consents to such assignment in advance.

13. MISCELLANEOUS

All notices or approvals required or permitted under this Agreement must be
given in writing.  Any waiver or modification of this Agreement 
<PAGE>
 
will not be effective unless executed in writing and signed by Distributor and
approved by Davox. This Agreement will bind Customer's successors-in-interest.
This Agreement will be governed by and interpreted in accordance with the laws
of the Territory. If any provisions of this Agreement is held to be
unenforceable, in whole or in part, such holding will not affect the validity of
the other provisions of this Agreement, unless Distributor in good faith deems
the unenforceable provision to be essential, in which case Distributor may
terminate this Agreement effective immediately upon notice to Customer. No
failure or delay on the part of Distributor to exercise any right or remedy
specified herein shall be construed as a waiver of such right or remedy. Except
as otherwise expressly set forth herein, all terms of the Quotation shall remain
in full force and effect.
<PAGE>
 
                                    SCHEDULE
                                    --------

    Terms and Conditions Relating to the Davox Software to be included as an
    ------------------------------------------------------------------------
       Appendix to the agreement to be executed between Datapoint and BT
       -----------------------------------------------------------------


1.   BT shall have personal, non-transferable, non-exclusive license to use the
     Davox Software [in machine readable object form] solely for BT's own
     internal business use and only on a single automated call system, Davox
     Unison System, controller unit, personal computer or worksession ("Unit")
     for which the Davox Software is first provided or installed, except as
     otherwise provided in the Appendix (the "Licenses").

2.   If BT is unable to operate the Davox Software on a single Unit due to an
     equipment malfunction, the Davox Software may be transferred temporarily to
     another Unit during the period of such equipment malfunction.

3.   The Davox Software may be copied in whole or in part, subject to the proper
     inclusion of any and all copyright and proprietary actions, only as may be
     necessary for BT's use as a single Unit, solely for archival and back-up
     purposed or in replace a worn or defective copy.  All such copies shall be
     subject to the provisions of this Appendix.  BT shall not copy any other
     materials or documentation generally made available with the Davox software
     (the "Documentation") as any other archival information provided with the
     Davox Software.

4.   BT shall not reverse compile, disassemble or otherwise reverse engineer,
     embed within any other software product, or modify in any manner (including
     modifications to source code with respect thereto) the Davox Software in
     whole or in part.  The information necessary to achieve interoperability of
     the Davox Software with independently created program within the meaning of
     the Copyright (Computer Programs) Regulations 1992 will be made available
     to BT on request and payment of Davox's then current fee for such
     information.

5.   BT agrees and acknowledges that the Davox Software is the Davox
     Corporation's ("Davox") confidential and proprietary information.  BT
     shall not disclose, provide or otherwise make the Davox Software or the
     Documentation, or any part of copies thereof, available to any person other
     than employees of BT who have a legitimate need thereafter.  BT shall take
     all appropriate actions by instruction, agreement or otherwise with any
     persons permitted access to the Davox Software necessary to satisfy BT's
     obligations in the Appendix.

6.   All copies of the Davox Software, whether provided by the Customer or
     made by BT under the terms of this Appendix, including, without limitation,
     trademarks, compilations or partial copies, are and shall remain the
     property of Davox and its Licensors and may not be used or disclosed except
     as permitted by the terms of this Appendix.

7.   All right, title and license (together with applicable rights in patents,
     copyrights, trade secrets or other intellectual property rights) in and to
     the Davox Software and the Documentations of any part thereof are and shall
     remain the exclusive property of Davox or its licensors (as appropriate)
     notwithstanding the grant of the License.

8.   Unless otherwise provided in this Appendix, the License shall expire at
     such time as BT discontinues use of the Davox Software but otherwise shall
     be without restriction as to time.  Notwithstanding the foregoing, the
     Contractor shall have the right to terminate the License if BT fails to
     comply with the terms and conditions thereof.  BT agrees that upon
     expiration of the License or on notice of termination thereof, it will
     immediately return or destroy all copies of the Davox Software and all
     portions and copies thereof as directed by the Contractor and shall certify
     in writing to the Contractor that such action has been taken.