0001299933-10-003368 Sample Contracts

APAC Customer Services, Inc. 2201 Waukegan Road
Apac Customer Services, Inc • September 13th, 2010 • Services-business services, nec • Illinois

This letter (the “Amendment”) sets forth the terms of your resignation as an officer and as a member of the Board of Directors (the “Board”) of APAC Customer Services, Inc. (the “Company”). The Company and you entered into an Executive Employment Agreement dated as of February 16, 2008 and amended February 25, 2008 (“Employment Agreement”) and certain Stock Option Agreements dated February 25, 2008 and May 8, 2009, respectively, (“Stock Option Agreements”), which this Amendment amends. Any capitalized term not defined in this Amendment has the meaning defined in the Employment Agreement or the Stock Option Agreements as applies.

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EXECUTION COPY EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 13th, 2010 • Apac Customer Services, Inc • Services-business services, nec • Illinois

This Executive Employment Agreement (the “Agreement”), dated September 13, 2010 (the “Effective Date”), is made by and between APAC Customer Services, Inc., a company organized under the laws of Illinois (the “Company”) and Kevin T. Keleghan (“Executive”).

AGREEMENT PROTECTING COMPANY INTERESTS
Apac Customer Services, Inc • September 13th, 2010 • Services-business services, nec • Illinois

In order for APAC Customer Services, Inc. (hereinafter referred to as the “Company”) to maintain a competitive edge, the Company must protect its confidential information and customer relationships.

EMPLOYMENT SECURITY AGREEMENT
Employment Security Agreement • September 13th, 2010 • Apac Customer Services, Inc • Services-business services, nec • Illinois

This Employment Security Agreement (the “Agreement”) is entered into as of this September 13, 2010 by and between APAC Customer Services, Inc. (the “Employer”) and Kevin T. Keleghan (the “Executive”).

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