Exhibit 10.20
FOURTH AMENDMENT TO
MASTER SERVICES AGREEMENT
Confidential Treatment. The portions of this exhibit that have been
replaced with "[*****]" have been filed separately with the Securities and
Exchange Commission and are the subject of an application for confidential
treatment.
This Fourth Amendment ("Fourth Amendment") is effective as of the 24th
day of July, 2000 ("Fourth Amendment Effective Date") and amends and supplements
that certain Master Services Agreement, as amended (the "Agreement") dated as of
the 9th day of December, 1999, by and between VALOR TELECOMMUNICATIONS
ENTERPRISES, LLC (as successor to Valor Telecommunications Southwest, LLC,
successor to dba Communications LLC) ("Client") and ALLTEL INFORMATION SERVICES,
INC. ("ALLTEL").
WITNESSETH:
WHEREAS, Client desires to obtain additional services from ALLTEL and
ALLTEL is willing to provide such services pursuant to the terms and conditions
contained herein;
NOW, THEREFORE, in consideration of the mutual promises and covenants
herein, the parties agree as follows:
1. The following new Section 6 shall be added to Exhibit A to the
Agreement:
"6. CALL CENTER AND ASSIGNMENT CENTER SUPPORT SERVICES. ALLTEL
shall provide the resources described in this Section 6 to
provide "Call Center and Assignment Center Support Services"
consisting of agents to take customer inquiry and service
order calls from Client's customers and other resources to
provide other similar services as directed by Client.
6.1 CALL CENTER AND ASSIGNMENT CENTER RESOURCES. ALLTEL
shall provide the following resources for the
following time periods to provide the Call Center and
Assignment Center Support Services:
NUMBER AND TYPE OF RESOURCE START DATE FINISH DATE
--------------------------- ---------- -----------
FOR CLIENT'S CALL CENTERS TEXARKANA, TX AND CARLSBAD, NM
15 FULL SERVICE AGENTS (initially providing xxxx inquiry service) 7/24/2000 11/30/2000
30 ADDITIONAL FULL SERVICE AGENTS (initially providing xxxx inquiry services) 7/31/00 11/30/2000
5 ADDITIONAL FULL SERVICE AGENTS (initially providing xxxx inquiry services) 8/7/2000 11/30/2000
20 XXXX INQUIRY-ONLY AGENTS 8/7/2000 10/31/2000
20 ADDITIONAL XXXX INQUIRY-ONLY AGENTS 8/21/2000 10/31/2000
30 ADDITIONAL FULL SERVICE AGENTS 8/21/2000 11/13/2000
20 FEATURE AND DISCONNECT ORDER AGENTS 9/1/2000 10/31/2000
30 ADDITIONAL FULL SERVICE AGENTS 9/5/2000 11/29/2000
110 FULL SERVICE AGENTS 11/01/2000 11/30/2000
55 FULL SERVICE AGENTS 12/01/2000 01/31/2000
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NUMBER AND TYPE OF RESOURCE START DATE FINISH DATE
--------------------------- ---------- -----------
4 CALL CENTER SUPERVISORS IN THE VALOR CENTERS 8/7/2000 01/31/2001
1 CALL CENTER SUPERVISOR IN TEXARKANA, TX 02/01/2001 02/28/2001
1 ADDITIONAL CALL CENTER SUPERVISOR IN DALLAS, TX 8/14/2000 02/28/2001
1 CALL CENTER MANAGER IN THE CARLSBAD, NM CALL CENTER 7/31/2000 8/4/2000
11 FTES 8/1/2000 12/31/2000
5 ADDITIONAL FTES 8/7/2000 12/31/2000
1 ADDITIONAL FTES 8/14/2000 12/31/2000
1 ASSIGNMENT CENTER SUPERVISOR 8/12/2000 12/31/2000
18 EXPERIENCED ASSIGNORS 8/1/2000 8/2/2000
Assignment Center services prior to August 1, 2000 shall be
covered under a separate agreement for Oklahoma
post-conversion support services.
6.2 EXTENSION OF CALL CENTER AGENTS.
(a) Client may extend the services of all or a
portion of the full service agents by
providing ALLTEL with written notice on or
prior to November 1, 2000.
(b) Client may extend the services of all or a
portion of the xxxx inquiry agents and/or
feature and disconnect order agents by
providing ALLTEL with written notice on or
prior to October 16, 2000.
6.3 AGENT TRAINING. The agent resources described in
Section 6.1 shall have the training described in this
Section. Additionally, ALLTEL shall provide and
Client shall pay for training of additional agents
(fifteen (15) agents) during each of the months of
September and October an estimated thirty (30) as
needed to compensate for attrition.
(a) Xxxx inquiry agents shall have ten (10) full
days of training prior to starting
production. Training shall include Customer
Account Management System (CAMS), Report
Viewing System (RVS) and Basic Telephony.
Each agent shall also have soft skills
training, business process training and
on-the-job training by sitting with an
experienced agent.
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(c) Feature and disconnect order agents shall
have two (2) days of training - one day of
soft skills and telephony and one day of
CCS.
The training described in this Section 6.3 shall be
provided by ALLTEL or ALLTEL's subcontractor and
shall be billed to Client in accordance with Section
2.6 of Exhibit E."
2. The following new Section 2.6 shall be added to Exhibit E to the
Agreement:
"2.6 FEES FOR CALL CENTER AND ASSIGNMENT CENTER SUPPORT SERVICES.
Client shall pay to ALLTEL the following Service Fees for the
Call Center and Assignment Center Support Services:
(a) HOURLY CHARGES FOR CALL CENTER AGENT RESOURCES.
ALLTEL will invoice Client monthly for the call
center agent resources described in Section 6 of
Exhibit A at the rates set forth below:
- [*****] per hour, per agent for each
training hour;
- [*****] per hour, per agent for each
production hour; and
- An invoice processing and management fee of
[*****] of the aggregate monthly charges for
call center agent resources.
See Attachment A for a schedule of agents, hours in
training and hours in production from July 24, 2000
through November 30, 2000.
(b) CHARGES FOR CALL CENTER SUPERVISORS AND MANAGERS.
ALLTEL will invoice Client for the Call Center
supervisor and manager resources described in Section
6 of Exhibit A at the rates set forth below:
- Four (4) call center supervisors: $[*****]
per hour for six (6) months; and
- One (1) call center manager for Carlsbad,
New Mexico for one (1) week: $[*****].
(c) CHARGES FOR ASSIGNMENT CENTER RESOURCES. ALLTEL will
invoice Client for the Assignment Center resources
described in Section 6.1 of Exhibit A at the rates
set forth below:
- One (1) Assignment Center supervisor at a
rate of $[*****] per hour;
- Eleven (11) to seventeen (17) FTE's at a
rate of $[*****] per hour per analyst and
$[*****] (plus overtime pay) per contractor;
and
- Experienced assignors: $[*****] calculated
as set forth in Attachment 1.
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(d) INFRASTRUCTURE CHARGES. ALLTEL will invoice Client
for the following infrastructure charges in
connection with the Call Center and Assignment Center
Support Services:
- One (1) T1 circuit from Twinsburg, Ohio to
Lakeland Florida at a rate of $[*****] per
month;
- Three (3) NxDS1 circuits from Twinsburg,
Ohio to Lakeland, Florida at a rate of
$[*****] per month;
- Network design and engineering, maintenance
services, equipment and software and
management services at a rate of $[*****]
per month; and
- One-time expenses for project management and
early termination charges by carrier for
less than one year contract service period,
$[*****].
(e) PASS-THROUGH EXPENSES. ALLTEL will invoice Client for
the following Pass-Through Expenses:
- Two (2) servers provided by ALLTEL's
subcontractor;
- Use of ALLTEL corporate jet in connection
with certain training services: $[*****];
and
- 800 Usage on T1s provided by ALLTEL's
subcontractor, up to a total of nine (9)
T1s.
3. All capitalized terms not otherwise defined in this Fourth Amendment
shall have the same meaning set forth in the Agreement.
4. Except as herein expressly amended, the Agreement as previously amended
is ratified, confirmed and remains in full force and effect.
5. All references to the Agreement shall mean as such Agreement is amended
hereby and as may in the fume be amended, restated, supplemented or
modified from time to time.
6. This Fourth Amendment may be executed by the parties hereto
individually or in combination, in one or more counterparts, each of
which shall be an original and all of which shall constitute one and
the same agreement.
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IN WITNESS WHEREOF, the parties have executed this Fourth Amendment as
of the Fourth Amendment Effective Date by their duly authorized representatives.
ALLTEL INFORMATION SERVICES, INC. VALOR TELECOMMUNICATIONS
ENTERPRISES, LLC
By: /s/ Xxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxx
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Name: /s/ Xxxxx X. Xxxxxxx Name: /s/ Xxxxxxx X. Xxxx
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Title: President AIS Telecom Title: President
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