EXHIBIT 10.17
EMPLOYMENT LETTER AGREEMENT
April 9, 2001
▇▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇
SWW Senior Vice President, Human Resources
Dear ▇▇▇▇▇▇:
This letter confirms our mutual understanding regarding certain provisions of
your Assignment Letter dated October 15, 1999.
The Company and you wish to continue your assignment to the Baltimore
headquarters but you will now report directly to ▇▇▇▇▇ ▇▇▇▇▇, Chief Executive
Officer, rather than ▇▇▇ ▇▇▇▇▇▇▇ who resigned from the Company effective April
1, 2001. This letter confirms our mutual agreement that the change in your
direct reporting relationship from ▇▇▇ ▇▇▇▇▇▇▇ to ▇▇▇▇▇ ▇▇▇▇▇ does not represent
a decision by SITEL to terminate your assignment, but that until May 31, 2001,
you may elect at your sole discretion to terminate your assignment to the
Baltimore headquarters; in such event, such termination by you (if not preceded
or accompanied by a termination for gross misconduct) will, for purposes of your
Assignment Letter, represents a decision by SITEL to terminate your assignment
and not a voluntary resignation by you. The paragraph captioned "Direct Report
Relationship" and the sixth paragraph under the caption "Terms of Employment" of
your Assignment Letter are modified accordingly.
As to the first paragraph under the caption "Other Benefits" of your Assignment
Letter, specifying SITEL's obligation to pay house-closing costs associated with
your purchase of a home in the USA or, in lieu thereof, pay a cash allowance
(not to exceed a net payment of US$20,000), any portion of such obligation which
has not been satisfied as of the date of your last day of active employment with
SITEL shall be paid in full to you on that date.
Except as modified above, your Assignment Letter dated October 15, 1999 is
confirmed as being in full force and effect according to its original terms.
Sincerely,
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇
Chief Executive Officer
For the Company
Agreed:
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇▇▇▇▇▇
Date: April 9, 2001
15/10/99
▇▇▇▇▇▇ ▇▇▇▇▇▇
SVP HR, SITEL Worldwide
Dear ▇▇▇▇▇▇
This confirms our discussions about the terms of your international assignment
to the Baltimore headquarters of SITEL Corporation (SITEL), following your
return from assignment to SITEL UK, on 1st July 1999. This letter supersedes
your original assignment letter dated 23rd June 1998.
TITLE: Senior Vice President, HR, SWW
DIRECT REPORT RELATIONSHIP: ▇▇▇ ▇▇▇▇▇▇▇, COO and CFO, SITEL Corporation
SALARY: US$150,000
BONUS: Target 60% of base salary annually, tied 50% to SITEL's achievement of
the Corporation's annual EPS results, and 50% to achievement of personal goals
agreed between us annually. SITEL reserves the right to amend the structure
(other than to reduce the material value) of this Bonus plan on an annual basis.
ASSIGNMENT PERIOD: 4 years from 1st July 1999, with an option to extend.
RELOCATION BENEFITS
REMOVAL AND TRANSPORTATION OF HOUSEHOLD GOODS:
N/A
TRAVEL:
N/A
HOUSING IN BALTIMORE:
You are responsible for payment of your own housing costs in Baltimore, other
than as specified in the following paragraphs.
1
OTHER BENEFITS:
o SITEL re-confirms per your original assignment letter that the company
will pay all house-closing costs associated with your purchase of a home
in the USA, which was deferred in 1999 to 2000, due to your assignment in
the UK. Should you subsequently decide not to purchase a house in the USA
during your assignment, and continue to rent, SITEL will pay you an amount
in lieu of these house closing costs (not to exceed a net payment of
US$20,000) to enable you to use this cash as a housing allowance. You will
make a decision on this by 31st May 2000 when the lease on your current
apartment in Baltimore which you pay for yourself, is due for renewal.
o SITEL will cover the legal and other costs associated with your
application for a USA Green Card, with immediate effect.
o SITEL will reimburse you for personal Tax advice from our external
Ex-▇▇▇ Tax advisors (Deloitte and Touche) each year of your assignment,
with such fees not to exceed $1,500 annually.
o By prior agreement, your $10,000 "dislocation" allowance due in August
1998 following your transfer from Australia to Baltimore, was re-allocated
towards the cost of housing rental in London during your assignment there
in 1998/1999, and is no longer applicable.
TERMS OF EMPLOYMENT:
Upon completion of your assignment or in the event that your US Visa is revoked
at any point during the term of the assignment, you and your husband will be
repatriated at SITEL's expense to Australia (or Europe if you prefer) including
removal and transportation of your household goods and effects to take up a new
assignment.
Should your assignment be completed or terminated early by SITEL for any reason,
other than for gross misconduct, SITEL will ensure that you are repatriated at
SITEL's expense, and that you are not left with any outstanding lease payments
(housing or car) incurred in the USA as a direct result of your assignment here.
SITEL will pay a temporary living allowance for up to 30 days (approved hotel
and car rental) upon your repatriation to Australia (or Europe) as necessary -
either at the end of the assignment, or earlier should that circumstance arise
in line with the above paragraphs.
2
Should you resign voluntarily from SITEL Corporation during this assignment,
then you shall be responsible for yours and your husband's repatriation expenses
in full, and for covering any lease payments incurred by you in respect to this
international assignment.
At whatever point your assignment is ended by SITEL, either upon completion of
the term or earlier, for any reason other than gross misconduct, SITEL will make
every effort to ensure your return assignment is commensurate with your current
position and you will be guaranteed such a position, or such other position as
agreed jointly between us. In the event an appropriate position is not
available, SITEL agrees to pay you your then base salary (adjusted for your
repatriation to either Australia or Europe) for the period commencing with your
return and for twelve months following your return to your home country. SITEL
expects that you will not unreasonably refuse any position on your return, which
is scoped commensurate with your current position in terms of compensation,
level of seniority and responsibility. SITEL will provide a minimum of 30 days
written notice of your new position on repatriation. In the event there is no
commensurate position to return to (as defined above), SITEL will provide 30
days written notice of this fact, while you are still employed in Baltimore.
This is to ensure you have reasonable time to pack up in readiness to leave the
USA while still employed by SITEL, without risk to your Visa/work permit status.
In the event of its decision to terminate your assignment to Baltimore early and
on the basis there is no position in your home country commensurate with your
Baltimore position SITEL will also provide you with 30 days notice of terminate.
This 30 days notice of termination is understood to be additional to the twelve
months severance provision, noted earlier in this paragraph.
In connection with the preceding paragraph it is understood that if during the
period of this assignment there is a change in your title, and/or a change in
your authority, and/or role or responsibilities, and/or change in your principal
office location, and/or a change in your direct reporting relationship, that is
not agreed by mutual consent, then that will represent a decision by SITEL to
terminate your assignment. Under no circumstances can there be deemed to be an
employment resignation on your part, in any such circumstances.
During the period of your assignment in the USA you will be entitled to 20 days
paid holiday per calendar year (pro-rata) and will be entitled to USA Public
Holidays.
You will be entitled to take up all SITEL Worldwide Benefits applicable at an
Executive level on their usual terms - details are available in Baltimore.
Your assignment to the USA is contingent upon your US Entry and Work Visa
remaining in force.
3
The above terms, unless otherwise noted, apply to the period of your assignment
to Baltimore. Upon your repatriation to Australia (or Europe), any specific
terms associated with living overseas on assignment, including housing
allowances, travel allowances, school fees, etc., unless separately negotiated
at the time of repatriation, will not form part of your contract of employment
upon your reassignment.
Please confirm your understanding and agreement by signing and returning a copy
of this letter to me as soon as possible.
Yours sincerely
/s/ ▇▇▇ ▇▇▇▇▇▇▇
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▇▇▇ ▇▇▇▇▇▇▇
Chief Operating Officer
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Offer Accepted: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Date: 15 October 1999
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