Exhibit 10.1
Contract Order No.
Master Services Agreement No CM011467KSS.
CONTRACT ORDER
TO
MASTER SERVICES AGREEMENT
BETWEEN
SPRINT/UNITED MANAGEMENT COMPANY
AND
RMH TELESERVICES, INC.
THIS CONTRACT ORDER NO. B0000 ("Contract Order") effective January 1st, 2002
("Effective Date") in accordance with MASTER SERVICES AGREEMENT NO. CM011467KSS
("Agreement") is between Sprint/United Management Company ("Sprint'), a Kansas
corporation, and RMH Teleservices, Inc. ("RMH"), a Pennsylvania corporation.
Pursuant to this Contract Order and the terms of the Agreement, RMH agrees to
supply and perform certain services related to the project as set out more fully
below, in consideration of the payment by Sprint at the rates set out below.
This Contract Order is for a specific project within the market defined by
Sprint as the Long Distance Division (LDD). The Services RMH will provide for
this market concentration is verification on the sale of Sprint's
telecommunication services.
1. Term. The term of this Cotract Order shall commence as of the effective
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date of this Contract Order and end on December 31st, 2002 ("Initial
Term"). This Contract Order and all its terms and conditions will be
automatically renewed on a year-to-year basis, unless either party gives
notice of its intent not to renew at least 60days before the expiration of
the Initial Term or the then current term.
2. RMH Responsibilities. On and subject to the terms and conditions of this
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Contract Order, RMH shall provide the following verification Services to
Sprint according to the following terms:
2.1 RMH shall act as an independent contractor for Sprint performing
verification contacts on the sale of Sprint's telecommunications
services. Verification contacts, defined as verbal communication with
the responsible billing party (the "Customer") originating the
agreement (also referred to as an "Order") to allow Sprint to provide
defined telecommunications services as defined in the Order ("Ordered
Services"), will be initiated from RMH facilities in Thunder Bay,
Ontario.
2.2 RMH shall receive the data on all new Orders to be verified through
Sprint's order entry system, by mail, fax, e-mail or the Internet.
Sprint shall make its order entry system available to RMH, and shall
assist RMH in making RMH's system compatible and functional with
Sprint's order entry system.
2.3 RMH shall initiate verification by making verbal communication with
the Customer to allow Sprint to provide Ordered Services.
2.4 Such verbal communication shall verify the Customer's authorization to
allow Sprint to provide the Ordered Services and to switch service as
necessary. If Customer does not authorize Sprint to provide the
Ordered Services, RMH shall terminate the call, and note call
disposition status in the appropriate on-line system. If Customer
authorizes Sprint to provide the Ordered Services, RMH shall:
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Contract Order No.
Master Services Agreement No CM011467KSS.
2.4.1 Verify the Customer's demographic information.
2.4.2 Confirm the Ordered Services.
2.4.3 Adhere to scripts provided by Sprint to comply with
FCC and State regulations.
2.4.4 Provide outbound/inbound services from 8:00 a.m. CST
to 11:00 p.m. CST Monday through Sunday for most
sales channels. In addition, provide services from
11:00 p.m. to 8:00 a.m. for PCS sales channels, or as
otherwise requested by Sprint to meet the needs of
the business and agreed to by RMH. Hours beyond those
indicated will be negotiated between Sprint and RMH.
2.5 The completion of the above requirements in sections 2.4.1
through 2.4.4 above, and the subsequent disposition of the
call outcome by RMH shall constitute a "Completed Verification
Contact".
2.6 In performing the Services under this Contract Order, RMH
shall adhere to the following procedures:
2.6.1 RMH will list the appropriate Sprint assigned Group
Code to each order verified for tracking, reporting
and compensation purposes. "Group Code" is defined as
a unique Sprint numeric identifier assigned by Sprint
to its internal divisions or departments.
2.6.2 Verification of Orders for on-line customers
transferred by the sales agent conferencing the
Customer on via an 800 number(s) terminating at the
verification facility.
2.6.3 If on-line verification is not achieved under Section
2.6.1 above, RMH must place an outbound call.
2.6.4 If the Customer cannot be reached within the 48-Hour
Period, Sprint agrees to send the customer a call
back letter that includes a toll free number to
confirm the sale.
2.6.5 RMH shall fully support the inbound toll free calls
described in Section 2.6.4 in accordance with Section
2.7 below.
2.6.6 With respect to orders handled by RMH, RMH shall
maintain on-going sign-on and targeting maintenance
in Sprint's order entry systems. Targeting is the
management of the presentation of Orders to be worked
to RMH's Verification Service Representatives
("VSRs") for the purpose of verifications. RMH must
also assign group codes to all VSR's Xxxx sign-on's.
RMH will only be compensated for orders with the RMH
group code.
2.6.7 RMH shall audio record all third party verification
calls processed. RMH shall first gain the customer's
approval for the audio recording and upon approval
record each call. RMH shall meet the following
requirements in regard to the audio recording
process.
2.6.7.1 The ability to retrieve the audio recording
for a particular customer.
2.6.7.2 The ability to retrieve by the customer's
working telephone number ("WTN") that is
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being switched to Sprint within 48 hours (2
business days).
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Contract Order No.
Master Services Agreement No CM011467KSS.
2.6.7.3 Capability of transferring the audio recording to a
wave file that can be sent to Sprint via electronic
mail when Sprint has the capability to read a wave
file. The wave file must be sent to Sprint within 24
hours of the request. This is Sprint's preferred method
of retrieval.
2.6.7.4 Capability of mailing a hard copy of the recording
to Sprint upon request. The hard copy must be sent to
Sprint within 48 hours of the request.
2.6.7.5 RMH must maintain all audio recordings for a period
of 2 years 6 months from the verification date.
2.6.7.6 If Sprint and RMH terminate this Contract Order, all
audio recordings created under this Contract Order will
still be provided to Sprint by RMH for a period of 2
years 6 months from the date of the verification, and
in the same format, at no additional cost to Sprint.
2.6.7.7 When requesting a copy of an RMH audio recording,
Sprint agrees to supply the Customer's WTN upon
request. If RMH can not locate the recording with the
WTN only, upon notification by RMH within 24 hours,
Sprint agrees to provide the following information: the
date and time of the sale, the date and time of the
verification and the ASG number for the VSR confirming
the call so that it can be determined to be a valid RMH
audio recording.
2.6.7.8 For every valid RMH Audio Recording that can not be
produced by RMH, RMH will reimburse Sprint for the
charges associated with settlement of each slamming
charge and for all operational costs incurred by Sprint
to prepare for the settlement case. Voluntary
contributions, as negotiated by Sprint and the
appropriate regulatory agency, will be made by RMH to
the US Treasury (or appropriate legal entity) in
settlement of Slamming disputes and fines imposed by
Federal, State, or Local regulatory bodies that are
incurred by Sprint due to RMH's failure to retrieve a
valid RMH audio recording due to the negligence of RMH
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personnel. RMH's liability under this Section 2.6.7.8
will be limited to [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] per occurrence, with a contract
year limitation of liability of [REDACTED DUE TO
REQUEST FOR CONFIDENTIAL TREATMENT]. RMH shall not be
penalized if the recording cannot be located due to a
technological issue. RMH agrees to notify Sprint in
writing within 24 hours of identification of any
problem that could adversely affect the audio recording
process. Additionally, RMH agrees to maintain a log of
technological issues identified related to audio
recordings.
2.6.7.9 RMH will provide monthly wave files to Sprint for
audio recordings requested by Sprint. RMH will also
convert to wave files a random sampling of 50-70 audio
recordings performed in connection with this Contract
Order on a monthly basis that will be logged and stored
in a dedicated computer for Sprint's retrieval and
review at its option and at its chosen time and date.
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Contract Order No.
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2.7 Performance Standards. In performing the services under this
Contract Order, RMH shall, subject to the terms hereof,
achieve Performance Standards described in this Section 2.8 on
a monthly basis unless stated otherwise on the specific sales
channels designated by Sprint which are supported by RMH.
2.7.1 [REDACTED DUE TO REQUEST FOR CONFIDENTIAL TREATMENT]
of all residential Orders to be verified are to have
Completed Verification Contacts within the 48 -Hour
Period.
2.7.2 No more than [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of the residential Orders
will be sent the call back letter.
2.7.3 [REDACTED DUE TO REQUEST FOR CONFIDENTIAL TREATMENT]
of all commercial Orders to be verified are to have
Completed Verification Contacts within the 48-Hour
period.
2.7.4 No more than [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of the commercial Orders will
be sent the call back letter.
2.7.5 No more than [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of residential Orders will be
pending weekly.
2.7.6 No more than [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of commercial Orders will be
pending weekly.
2.7.7 A minimum of [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of all inbound calls will be
answered daily.
2.7.8 A minimum of [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] of all inbound calls will be
answered within 11 seconds daily.
2.7.9 If due to the act, omission to act, or fault of
Sprint, RMH does not have necessary access to data or
is unable to receive data, including if due to slow
system response time (greater than forty-five (45)
seconds between screens), in a timely manner
necessary to meet performance standards, RMH will be
deemed to have met the performance standards during
the access problem time period. The Sprint
verification team must be notified in writing within
1 hour of the occurrence. Such notification will
include: system(s) impacted by the problem, number of
orders impacted by the problem, and the documentation
by RMH in working with Sprint to resolve the issue.
2.7.10 RMH shall meet Quality Assurance measurements as
mutually agreed upon in writing by both parties. RMH
shall perform monitoring on [REDACTED DUE TO REQUEST
FOR CONFIDENTIAL TREATMENT] of total orders processed
per VSR per month.
2.8 Staffing
2.8.1 RMH agrees to provide sufficient staff within three
(3) weeks (two weeks for hiring and one week for
training) of RMH's receipt of an increase staffing
notification from Sprint based on increased sales
budget. The three-week period may be extended as
mutually agreed upon in writing by RMH and Sprint if
training needs to be longer than one (1) week, which
agreement shall not be unreasonably withheld by
either party.
2.8.2 RMH shall provide at no additional charge to Sprint:
a. [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT]
b. [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT]
c. [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT]
d. [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT]
e. [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT]
2.8.3 RMH shall provide training on the Sprint verification
process, hereunder by trainers employed by RMH who
have been certified by RMH on Sprint's program.
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Contract Order No.
Master Service Agreement No CM011467KSS.
2.8.4 RMH shall provide up to one week of Sprint training for
all new RMH employees, to be performed by RMH trainer.
2.8.5 RMH agrees to provide at least one full-time supervisor
fluent in Spanish at no additional charge to Sprint, if
Sprint business requires 5 or more Spanish speaking VSRs.
The Supervisor will be considered a working "VSR".
2.8.6 VSR focus group feedback will be made available to the
Sprint Account Manager on a weekly basis in a format
agreed upon by Sprint and RMH.
2.9 Reporting
2.9.1 RMH shall produce, at its own expense, a monthly review
deck using a mutually agreed upon format for reports and
supporting documentation depicting results of the required
Performance Standards.
2.9.2 RMH managers or supervisors supporting the Sprint TPV
Services will participate in daily Sprint "huddles" and
meetings via conference calls.
2.9.3 RMH shall monitor daily reports generated by Sprint and/or
RMH to overall manage the Services.
2.9.4 RMH shall provide its standard ACD reporting depicting:
inbound calls taken by 800# (DNIS), average speed of
answer, abandon rate and number of agents on the phones by
half-hour.
2.9.5 RMH shall provide a weekly and monthly consolidation of
ACD reporting.
2.9.6 RMH agrees to report unusual or sub-standard activity as
related to verification services within two (2) days of
identification.
2.9.7 RMH agrees to provide monthly operational reviews to
Sprint management at a designated and active RMH facility.
2.9.8 RMH agrees to provide a monthly report of the number of
customer inquiries received.
2.9.9 Sprint agrees to provide accurate reporting to RMH within
10 business days of the end of the calendar month which
details the inbound and outbound confirmed calls for all
environments supported by RMH.
2.9.10 RMH will perform root cause analysis for unconfirmed
orders and provide those results to Sprint upon request.
2.10 Hardware/Equipment
2.10.1 RMH shall provision and support all VSR workstation
hardware for connection to Sprint owned AS400 controllers.
2.10.2 RMH shall bear all costs associated with the purchase and
operation of the VSR workstations. Such workstations shall
be connected in a local area network ("LAN") with
sufficient security to prevent unauthorized access to
Sprint information. All stations will have at least the
following characteristics:
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Contract Order No.
Master Services Agreement No CM011467KSS.
a. Pentium III Processor, 500 MHZ
b. 256 Megabyte RAM
c. 3 Gigabyte hard drive
d. IBM Token Ring or Ethernet card
e. 17" Color Monitor
f. 101/102 Enhanced Keyboard
g. Mouse
h. Windows NT
2.10.3 RMH shall provide a dedicated Printer (Hewlett Packard or H/P
emulated) for daily / weekly / monthly reporting assigned to
Sprint's AS400 system.
2.10.4 RMH shall be responsible for the cost of all VSR workstation
telephone hardware and software. Sprint shall provide T1's
and CSU's/DSU's. The CSU/DSU will be the Sprint Demarc.
2.10.5 RMH shall be responsible for all voice connections and
equipment from the CSU/DSU to RMH' facility.
2.10.6 RMH will provide a comprehensive Disaster Recovery plan to
Sprint. The plan shall include the timeframes for notification
of system downtime, the parties to be notified, including
escalation points of contact. RMH and Sprint to determine if a
second site for redundancy is needed.
2.10.7 RMH shall provide compatibility with Sprint's current network
routing product for acceptance of inbound overflow calls.
2.10.8 All other hardware and software costs necessary to meet Sprint
operational requirements will be negotiated
2.11 Invoicing
2.11.1 RMH agrees to provide [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] invoices detailing all agreed upon
charges in accordance with Section 2.4 of the Agreement by the
[REDACTED DUE TO REQUEST FOR CONFIDENTIAL TREATMENT]. To meet
the agreed upon date in this Section 2.11.1, Sprint must
provide RMH with the proper reports necessary to complete the
invoices no later than the [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT].
2.11.2 RMH's monthly invoice will be broken down by each Sprint sales
channel supported (i.e., BSG and CSG sales channels).
2.11.3 Payment of invoices is expected within [REDACTED DUE TO
REQUEST FOR CONFIDENTIAL TREATMENT] days of the date of issue
as indicated on the invoice. RMH will invoice monthly for the
Services performed by RMH. Invoices will reference Contract
Order No. B0000____ and be distributed as follows by the
[REDACTED DUE TO REQUEST FOR CONFIDENTIAL TREATMENT] business
day of the following month:
Sprint: Sprint Supplier Disbursements
0000 X. 000/xx/ Xxxxxx
Mailstop: KSOPKD0101
Xxxxxxxx Xxxx, XX 00000
Phone: (000) 000-0000 (INFO)
Fax: (000) 000-0000
Sprint Proprietary Information
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Contract Order No.
Master Services Agreement No CM011467KSS.
Copy: Sprint
Xxxxx Xxxx
000 X. 000/xx/ Xxxxxx
Mailstop: MOKCMW0906
Xxxxxx Xxxx, XX 00000
Phone: (000)000-0000
Fax: (000)000-0000
2.12 General
2.12.1 RMH agrees to provide Sprint management with
temporary shared workspace within the operating
location. This space will be equipped with analog
line for modem hook-up and telephone with
inbound/outbound calling ability; both connected to
the Sprint dedicated T1.
2.12.2 To the extent legally permitted, RMH agrees to allow
Sprint employees to remote monitor VSRs working under
the terms of this Contract Order. RMH shall provide
unassisted monitoring capability via phone from
anywhere in the United States.
2.12.3 In the event Sprint receives a complaint from a
customer or regulatory agency, Sprint will so notify
RMH and RMH must resolve the complaint as soon as
reasonably practicable after actual receipt of
notification. Under all circumstances RMH agrees to
provide complaint resolution status within 48 hours
in writing to Sprint and every 48 hours thereafter
until the complaint is resolved to Sprint's
satisfaction. RMH shall follow Sprint's accepted
resolution process.
2.12.4 The identities (including but not limited to the
name, address and telephone number) of the persons
contacted as customers or potential customers for
Sprint by RMH during the term of this Contract Order
are trade secrets belonging to Sprint. RMH shall not
sell, release or otherwise disclose the identities of
such person it has contacted, or any other trade
secrets of Sprint, to any third party at any time.
2.12.5 RMH shall provision to provide DNIS routing and
display within five (5) days of receipt by RMH of
Sprint's written routing request.
RMH shall respond to Sprint within twenty-four (24)
hours of receipt of electronic mail messages.
2.12.6 If Supplier has more than 1 major infraction or
escalation as determined by Sprit during the term of
this Contract Order, Sprint may, at its sole
decision, require RMH to increase monitoring to
[REDACTED DUE TO REQUEST FOR CONFIDENTIAL TREATMENT]
3. Sprint Responsibilities.
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3.1 Sprint shall provide access to all databases required to
perform the verification function and other duties hereunder.
Database access can be modified at any time and is controlled
solely by Sprint management. Sprint will not modify or
restrict database in any manner that would result in
non-performance by RMH or would otherwise hinder RMH's
performance hereunder.
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Contract Order No.
Master Services Agreement No CM011467KSS.
3.2 Sprint shall provide the data circuits and controllers
necessary to support connection to Sprint's AS400 computer.
3.3 Sprint shall provide access to any necessary training and
other materials relating to new products, promotions, etc.
3.4 Sprint shall provide notice of all sales efforts and
promotions that may impact RMH's job requirements and
performance, sufficiently far in advance so as to enable RMH
to meet its job requirements and performance.
3.5 Sprint shall provide, at Sprint's expense, an Account Manager
who will act as the primary Sprint contact and who will have
primary responsibility for assuring compliance with the terms
of this Contract Order.
3.6 Sprint shall provide written notification to RMH two weeks
prior to a holiday, when holiday coverage is needed. Holidays
are defined as: New Year's Day, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day, Christmas Day. Notification
is to include projection by language and hours of operation.
4. Compensation. RMH shall be paid for the Services performed in
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accordance with the terms of this Contract Order at thefollowing rates:
4.1 RMH's agreed upon rate with Sprint is [REDACTED DUE TO REQUEST
FOR CONFIDENTIAL TREATMENT] per "Completed Verification
Contact". The [REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT] is inclusive of all telecommunication charges. (A
"Completed Verification Contact" is described in sections
2.4.1 through 2.4.4).
4.2 RMH's agreed upon rate with Sprint for all overnight
(12:00am-7:59am) hours will be [REDACTED DUE TO
REQUEST FOR CONFIDENTIAL TREATMENT].
4.3 RMH agreed upon rate with Sprint for all Spanish
hours will be [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT] per complete from
8:00am-7:59pm.
The agreed upon rate from 8:00pm-7:59am will be
[REDACTED DUE TO REQUEST FOR CONFIDENTIAL
TREATMENT].
4.5 Application Development. Upon written request by Sprint,
detailing requirements for new application or database setup,
RMH shall develop a formal detailed cost estimate within five
business days after receipt of request. RMH's agreed upon
development rate with Sprint is [REDACTED DUE TO REQUEST FOR
CONFIDENTIAL TREATMENT]. In all cases where RMH prepares a
formal estimate, Sprint and RMH shall review the estimate, and
shall agree on a firm price basis for the work, either as an
hourly rate, or a firm unit price, prior to any such work
being done by RMH.
4.3 Dispute Resolution/Arbitration. For purposes of section 16.1
of the Agreement both parties agree to give the other party
notice of any dispute not resolved in the normal course of
business by contacting the following parties:
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Contract Order No.
Master Services Agreement No CM011467KSS.
Sprint: Group Manager RMH: Vice President
Xxxx Xxxxxxx Xxxxxxx Xxxxxx
0000 Xxxxxx Xxxx, Xxxx 0 00 Xxxxxx Xxxxxx
Xxxxxxxx Xxxx, XX 00000 Xxxx Xxxx, XX 00000
Mailstop: KSPOHE0410-4B426 Phone: (000) 000-0000
Phone: (000)000-0000 Fax: (000) 000-0000
Fax: (000)000-0000
Director Senior Vice President
Xxxx Xxxxxxx Xxx XxXxxxx
000 X. 000/xx/ Xxxxxx 40 Xxxxxx Avenue
Mailstop: MOKCMW0906 Xxxx Xxxx, XX 00000
Xxxxxx Xxxx, XX 00000 Phone: (000) 000-0000
Phone: (000)000-0000 Fax: (000) 000-0000
Fax: (000)000-0000
Vice-President COO
Xxxx X. Xxxxx Xxx Xxxxxxxxx
0000 Xxxxxx Xxxxxxx, Xxxx. 0 00 Xxxxxx Xxxxxx
Mailstop: KSOPHA0306-3A851 Xxxx Xxxx, XX 00000
Xxxxxxxx Xxxx, XX 00000 Phone: (800) 000- 0000
Phone: (000) 000-0000 Fax: (000) 000-0000
Fax: (000) 000-0000
4.4 Changes or Amendments. The terms and conditions of this
Contract Order may be not amended or changed unless agreed to
by both parties in writing or as may be allowed in the terms
of the Agreement.
4.5 Incorporation of Terms of Master Agreement. This Contract
------------------------------------------
Order is entered into by the parties pursuant to the
Agreement. All of the terms, provisions and conditions of the
Agreement are hereby incorporated herein and made a part
hereof as if such terms, provisions and conditions were fully
set forth in this Contract Order. By their execution and
delivery of this Contract Order, the parties hereby reaffirm,
and agree to be bound by, all of the terms, provisions and
conditions of the Agreement.
SIGNED
SPKNT/UNITED MANAGEMENT RMH TELESERVICES, INC.
/s/ Xxxxxxxx Xxxxxxx /s/ Xxxx X. Xxxxxxx
--------------------------- -----------------------------
(Signature) (Signature)
Xxxxxxxx Xxxxxxx Xxxx X. Xxxxxxx
--------------------------- -----------------------------
(Print Name) (Print Name)
Assoc. Negotiator EVP Sales & Marketing
--------------------------- -----------------------------
(Title) (Title)
12/14/01 12/10/01
--------------------------- -----------------------------
(Date) (Date)
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