EXHIBIT 10.11
TELEMARKETING SERVICE AGREEMENT
This Telemarketing Service Agreement ("Agreement") is entered into effective as
of February 28th, 2001 (the "Effective Date"), by and between Intercallnet
Teleservices, Inc. and Alarm Communication Technologies LLC, with reference to
the following facts:
WHEREAS, Intercallnet Teleservices, Inc., hereafter will be referred to
simply as Intercallnet, offers telemarketing services to existing, inactive and
potentially new customers for Alarm Communication Technologies LLC.
WHEREAS, Alarm Communication Technologies LLC, which will hereafter be
referred to as A.C.T., offers Security Alarm Products and services to consumers
and business associates.
NOW, THEREFORE, for good and valuable consideration, the receipt of
which hereby is acknowledged by all parties it is agreed by and between
Intercallnet and A.C.T. as follows:
1. DEFINITIONS
The items set forth below shall have the following meaning in this Agreement.
1.0 "Pilot Project" shall be the calling by telephone on behalf of A.C.T.
for the purposes of setting appointments for A.C.T. sales personnel
during the initial 45 day period.
1.1 "Billing Hour" shall be increment of time, spent by individual
telesales representatives (TSR's) exclusively assigned to the pilot
project. (NOTE: The TSR will be available to receive incoming or
outgoing calls from automated telephony during a billing hour).
1.2 "Customer(s)" shall consist of consumers and/or business associates who
A.C.T. has approved for contact with Intercallnet on both incoming and
outgoing phone calls.
1.3 "List(s)" are leads, which are generated, from A.C.T.'s existing
database and/or are derived from Intercallnet's resources.
1.4 "Scrubbing" is the term that shall mean the merging and purging of
leads against any other designated list.
2. REPRESENTATION OF SERVICES
2.1 Intercallnet will provide trained, competent, telesales representatives
(TSR's) to perform outgoing and/or incoming calls to set appointments
for A.C.T. sales representatives
2.2 Intercallnet will provide one (1) Supervisor for every 16 TSR's for
Outbound projects .
2.3 Intercallnet will provide one (1) Quality Assurance Monitor per 16
TSR's.
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2.4 A.C.T. will provide an Account Manager for the purpose of initial
training.
2.5 Intercallnet will provide A.C.T. with confirmed appointments and
required reports on a daily basis.
2.6 Intercallnet with the assistance of A.C.T. will develop scripting and
training programs for the project. Initially, a pilot program will be
implemented utilizing 4-5 Telesales personnel and a Supervisor /
Quality Assurance Monitor in order to refine scripting and strategies.
An Account Manager will also be assigned to the program at this time.
Once the pilot program produces desired results, the calling and
staffing will be expanded to meet A.C.T. requirements as defined by
A.C.T. and set forth in a new services agreement.
2.7 A.C.T. shall be responsible for providing the necessary quantity of
qualified leads to maintain the pilot project. Intercallnet shall be
responsible for scrubbing all lead lists.
3. TERMS AND CONDITIONS
3.1 The term of this Agreement will commence on the effective date and,
except as provided below and in paragraphs 3.5 & 3.9 hereof, will
continue thereafter for a period of 45 days
3.2 *for programming and Pilot Project set up.
3.3 *for Training .
3.4 Commissions - The project for the initial pilot program will be setting
appointments for A.C.T. sales reps. For the duration of this pilot
Program, the standard hourly billing for telesales agents, will not be
in effect. In place of hourly billing, Intercallnet will be paid a fee
of * per appointment set and kept. An appointment, for the A.C.T.
Program, occurs when a prospect agrees to meet and does infact meet
with an A.C.T. sales representative at a specified date and time and
that prospect has met all of A.C.T.'s defined qualifications in
appendix A.
3.5 Both parties agree that after the initial pilot project is completed,
the term and payment terms of this contract will be re-negotiated.
3.6 *for any reports.
3.7 Neither A.C.T. nor Intercallnet will not be responsible for any
unauthorized claims of benefits derived from their products or
misrepresentations made by employees of the other.
3.8 Payment for services rendered by Intercallnet will be billed every
Friday to include all appointments set and kept for that week and
payment is due within seven (7) days of the billing date.
*CONFIDENTIAL TREATMENT REQUESTED*
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3.9 Termination - This agreement may be terminated immediately by either
party upon written notice in the event that either party violates or
fails to fully comply with any of the conditions or covenants required.
In the event of termination, Intercallnet will be paid for all
appointments set and kept as of the date of termination.
4. COMPETITIVE AGREEMENTS
4.1 Intercallnet agrees not to divulge any product information or any
confidential information about A.C.T to any competitive
organization(s).
4.2 A.C.T. agrees not to divulge any of Intercallnet's proprietary
information including methodologies and utilization of technologies
within the call centers to any competitive organization(s).
IN WITNESS WHEREOF, the parties hereto have executed this Agreement effective as
of the Effective date.
"INTERCALLNET TELESERVICES, INC."
By /s/ Xxxx Xxxxxxx
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Print Name: Xxxx Xxxxxxx
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Title: Chief Operating Officer Date: February 28, 2001
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"ALARM COMMUNICATION TECHNOLOGIES LLC"
By /s/ Xxxxxx Xxxxxxxxx
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Print Name: Xxxxxx Xxxxxxxxx
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Title: Managing Director Date: February 28, 2001
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Appendix A
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Qualifications for an Appointment
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A. Appointments set in advance by Phone
B. Date and time set in advance
C. The prospect must know the reason for the appointment, ie that it is
not to deliver material, but to discuss all the necessary details in
order to enter into a contract for alarm services
D. The appointment will be confirmed 24 hrs in advance by Intercallnet.
E. The appointment must be attended by all identified decision making
parties
F. If the prospect has an existing alarm monitoring contract, it must
expire within 3 months.
