PROPRIETARY STATEMENT

Intended for CLIENT

This document and any communications with PROVIDER should be considered highly confidential. Neither the ideas
expressed herein, nor any part of this document or any other information or communications related thereto shall be copied
or disclosed to any party, nor shall they be used for any purpose other than meeting with PROVIDER representatives, without
the written consent of PROVIDER. By accepting delivery of this document, the recipient agrees that: (i) in the event the
recipient does not wish to pursue this matter, the recipient will return this copy to PROVIDER, at the address listed below as
soon as practical; (ii) the recipient will not copy, fax, reproduce or distribute this document, in whole or in part, without
written permission, and (iii) all of the information contained herein will be treated as confidential material, and shall not be
used for any purposes other than the evaluation of this proposal.

While PROVIDER has no reason to doubt the accuracy of the information contained herein, PROVIDER makes no
representations or warranties as to the adequacy, completeness or accuracy of this information. Only a definitive agreement
and the associated Statement of Work between PROVIDER and CLIENT will be binding.

No person is authorized to provide any information or make any representations regarding this proposal and PROVIDER
commitments to recipient not contained here. Any such information or representations should not be relied upon as having
been authorized by PROVIDER.

PROVIDER, INC.
Contact: Client
Address: 0000 Glendon Ave., Ste.1350
Los Angeles, CA 90024
Telephone:
850-534-0305
Mobile 404-428-7870
Email:
Client@PROVIDER.com
 TABLE OF CONTENTS

1 INTRODUCTION........................................................................................................................................................ 4
2 SOLUTION OVERVIEW................................................................................................................................................ 5
2.1 INBOUND VOICE SUPPORT PROCESSES.............................................................................................................................5
2.2 SUPPORT ESCALATION PROCESS......................................................................................................................................5
2.3 PERFORMANCE OBJECTIVES............................................................................................................................................5
2.4 VOLUME FORECASTING AND SERVICE LEVEL AGREEMENT....................................................................................................6
2.5 ADJUSTMENT TO FORECASTS AND RAMP-UP PROCESSES.....................................................................................................6
2.6 PROVIDER OPERATIONAL CAPACITY PLANNING...............................................................................................................7
3 TRAINING............................................................................................................................................................... 7
3.1 TRAINING APPROACH....................................................................................................................................................7
3.2 ONGOING TRAINING AFTER LIVE DATE.............................................................................................................................8
3.3 STAFFING PROFILE AND TRAINING TIMELINES....................................................................................................................8
4 QUALITY ASSURANCE.............................................................................................................................................. 10
4.1 QUALITY ASSURANCE REVIEW PROCESS..........................................................................................................................10
5 TECHNOLOGY........................................................................................................................................................ 11
5.1 TECHNOLOGY ARCHITECTURE AND SPECIFICATIONS...........................................................................................................11
5.2 VOICE TECHNOLOGY SUPPORT......................................................................................................................................11
5.3 DATA CONNECTIVITY...................................................................................................................................................12
5.4 CLIENT APPLICATIONS..................................................................................................................................................12
5.5 REPORTING AND DATA FEED........................................................................................................................................13
5.6 ESCALATION OF TECHNOLOGY ISSUES.............................................................................................................................13
6 TIMELINE, RESOURCES AND ASSUMPTION.................................................................................................................... 14
6.1 CLIENT PROJECT TEAM................................................................................................................................................14
6.2 ASSUMPTIONS............................................................................................................................................................15
6.3 CHANGE MANAGEMENT AND CHANGE CONTROL.............................................................................................................16
APPENDIX A - PRICING.................................................................................................................................................... 18
Appendix B - Technical Escalation Procedures......................................................................................................................21

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 2
1 INTRODUCTION

This Statement of Work No. 1 ("SOW No. 1"), dated as of October 3, 2006 describes the Voice response services
(“Services”) that PROVIDER, Inc. (“PROVIDER”) will provide to CLIENT (“Client”). This SOW is entered into in connection
with that certain Master Services Agreement between PROVIDER and Client dated as of October 3, 2006 (the
“Agreement”). This SOW supercedes all prior functional and technical understandings, whether written or oral, between
PROVIDER and Client regarding the matters addressed herein, including all prior SOWs and change orders. All
capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to them in the
Agreement.

Overview of PROVIDER Services

PROVIDER will provide inbound Voice response for Cash Advance Product support services. Voice support will be
provided for Client’s customer calls routed to PROVIDER phone system. Email support services will be provided using
PROVIDER’s NetAgent system, in conjunction with other supporting systems and applications.

CLIENT Program Overview

Voice and Email Operations
OPERATING MODEL OUTSOURCED
SOLUTIONS AND SERVICES INBOUND VOICE
PROVIDER SUPPORT HOURS VOICE: 24X7
VOICE SUPPORT:
 MAINTAIN AVERAGE HANDLE TIME (AHT) OF 144 SECONDS

 For the purpose of distinguishing the two types of calls, the first type of
call, which interacts directly with the customer, is named “Auth.” The
second type of call that interacts with the merchant is named “Cage.”
On a monthly basis, PROVIDER will deliver:

SERVICE LEVEL AGREEMENTS Service Levels for the Auth call are as follows:
Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 80% of all calls in 20 seconds or less

Service Levels for the Cage call are as follows:

Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 100% of all calls in 15 seconds or less

CLIENT OPERATING HOURS 24X 7

LANGUAGES SUPPORTED ENGLISH, MANDARIN AND CANTONESE
CLIENT APPLICATION PLATFORMS
CLIENT PROVIDED CLIENT/SERVER APPLICATIONS:
 BACK-OFFICE ACCOUNTING APPLICATION: <PACKAGE NAME>

CLIENT PROVIDED WEB BASED APPLICATIONS:

 CUSTOMER ACCOUNT MANAGEMENT TOOLS: <PACKAGE NAME>

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 3
2 SOLUTION OVERVIEW
PROVIDER will provide Voice and Email response services for the Client’s Customer Care and Sales Services. PROVIDER
Agents will assist customers with the following business program:

Program Systems Used Tasks Touch Points

Function A  System A  Complete  Inbound Voice
 System B

2.1 Inbound Voice Support Processes

PROVIDER will provide Inbound Voice Support response for Client. Inbound voice support will consist of live voice
responses to resolve customer service and technical support issues.

Client and PROVIDER agree on the following Inbound Voice Support processes:

1. Agents will utilize Client provided call script to validate customer’s information
2. Customer information is validated; Agents will create a new record in CRM application.
3. Agents will research the issue using processes and tools taught during training.
4. Agents will process the issue using the systems and processes taught during training.
5. Agents will interact with the customer resolving their request.
6. Once the request is resolved Agents will close out the record and attempt to up-sell customer additional
products and services to the customer

The above processes are required voice support processes. Changes to these process requirements will be subject to a
documented change order.

2.2 Support Escalation Process

Client acknowledges that there will be situations where PROVIDER Agents will be unable to resolve a voice and email
support inquiry. In such circumstances, the issue will be assigned to the appropriate internal Client department who will
resolve the issue. Detailed Escalation Process is documented in the training manual.

2.3 Performance Objectives

Client represents that its internal contact center(s) currently achieve the requested performance goals set forth in this
SOW. Should Client require PROVIDER to significantly change the processes currently in place from those at Client’s
contact center or require PROVIDER to provide a different type of support, Client and PROVIDER will mutually agree to
an appropriate new service level goals. Client and PROVIDER agree on the following performance goals for all programs:

 Inbound Voice Performance Objectives

For the purpose of distinguishing the two types of calls, the first type of call, which interacts directly with the
customer, is named “Auth.” The second type of call that interacts with the merchant is named “Cage.” On a
monthly basis, PROVIDER will deliver:

Service Levels for the Auth call are as follows:

Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 80% of all calls in 20 seconds or less
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 4
 Service Levels for the Cage call are as follows:
Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 100% of all calls in 15 seconds or less

PROVIDER is not responsible for delays in meeting the service levels arising from any Client provided
telecommunication, software applications, materials, equipments or Client operational delays.

2.4 Volume Forecasting and Service Level Agreement

In order for PROVIDER to properly staff the Client’s account, Client agrees to provide PROVIDER with a two (2) rolling
month forecast divided into half-hour increments to PROVIDER for each program forty five (45) day before the first date
of service. Each monthly forecast submission is considered locked for the next month. PROVIDER will develop a
capacity plan that will allow the forecast to be increased or decreased by Client up to 10% for any given month without
requiring additional ramp up / ramp down or training. Should Client fail to deliver a forecast for a given month, the last
month of the last forecast shall be extended forward one month and be considered locked.

Client must receive written confirmation of acceptance of such forecast from its PROVIDER Account Manager before the
forecast is deemed accepted by PROVIDER. Performance objectives shall not apply in the month in which Client has
failed to deliver a monthly Support Forecast. PROVIDER agrees to service, in each calendar month, that number of
support sessions equal to the respective support target for such month, but may, in its discretion, service additional
support sessions. PROVIDER shall not be obligated to meet the agreed upon performance objectives and service levels
in the event the actual volume of sessions received by PROVIDER in each increment is more than ten percent (10%) over
the respective forecast for such point of contact or program during that increment and if actual volume of sessions in
the aggregate exceed the aggregate locked-in forecast volume for the month by ten percent (10%) or more, all
performance objectives for the month are waived.

2.5 Adjustment to Forecasts and Ramp-Up Processes

The Support Targets for any given month will become locked-in prior to the start of such month. All adjustments made
to the Support Targets must be delivered to PROVIDER’s Account Manager and would not be deemed as accepted by
PROVIDER until the Account Manager provides Client with written confirmation of acceptance.

In no event shall PROVIDER be required to staff to volumes, patterns and handle time estimates and/or meet
performance objectives (as defined herein), which are unreasonable or cannot reasonably and/or practically be achieved
during the timeframe requested.
.

2.5.1 Substantial Volume Increases

If Client requires a volume increase in the number of contacts supported by PROVIDER (i.e., a monthly increase of more
than 10%) (a “Substantial Volume Increase”), a mutually agreed upon ramp up period will be planned:

a) To facilitate the appropriate collection of human and technical resources to handle a Substantial Volume
Increase, Client must provide reasonable notice to PROVIDER, but in no case less than 45-day written notice
before the start of the Substantial Volume Increase. The proposed Substantial Volume Increase requirements
shall be reasonable under the circumstances and the available resources and technical infrastructure.

b) PROVIDER will present Client with a Change Order outlining a detailed capacity ramp up plan (“Ramp up Plan”)
for Client’s approval. Client must approve the capacity plan and the terms of the Change Order before
PROVIDER commences with the ramp up.

c) PROVIDER will not be responsible for maintaining the Performance Objectives and Service Levels during the
ramp up period set forth in the Ramp up Plan Change Order.
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 5
2.5.2 Volume Decreases
Notwithstanding Section 2.5 above, if Client elects to decrease the volume of sessions provided to PROVIDER by more
than 10%, Client’s minimum financial obligation to PROVIDER shall continued to be as set forth on Appendix A.

2.5.3 Forecasts for Special Promotions and Advertising

Client will provide PROVIDER with notice of and forecasts related to all media and program promotions (including, but
not limited to, radio, television, direct mail, Internet and other media) within a reasonable amount of time before
release of the promotion so that PROVIDER can make appropriate staffing or other adjustments. PROVIDER shall not be
obligated to meet performance objectives in the event the actual volume of sessions received by PROVIDER is more than
ten percent (10%) over the forecast. However, PROVIDER shall remain responsible for agreed upon performance
objectives if volume is within the lock-in forecast level or any excess volume up to 10% and will make reasonable effort
toward meeting Performance Objectives if volume exceeds 110%..

2.6 PROVIDER Operational Capacity Planning

PROVIDER will work closely with Client’s Work Force Management team to plan capacity, and to develop operational
plans. Based on the volume forecasts provided by Client in the monthly Support Forecasts, PROVIDER will provide Client
with a monthly capacity forecast reflecting the number of Agents required to handle the forecasted volume of contacts
in accordance with its performance objectives (“Monthly Capacity Plan”). The Monthly Capacity Plan will factor in
PROVIDER’s analysis of actual contact volumes, historical performance, existing and new-hire resources and special
circumstances (holidays, seasonality and attrition factors).

3 TRAINING (SALES HAND-OFF TO TRAINING ORG.)

The training phase of the outsourcing program is crucial to PROVIDER’s ability to provide Client with quality service. In
this section, our approach, initial and ramp-up training process and the on-going program updates or changes training.

3.1 Training Approach

Client will make available all existing training and research documentation, training materials, and the knowledge base
to PROVIDER. Client and PROVIDER will jointly participate in the training needs analysis process with members from
both teams to identify learning objectives and determine the scope of the training effort.

PROVIDER will develop a customized training program for Client with the following capabilities:

 Utilize the Client trainers and facility for the Train-the-Trainer session.
 Provide instructors with extensive background in customer service/technical support, as well as stand up classroom
training experience.
 Provide basic customer service and communications training, Client product/program training and pre-certification
of agents prior to performing support for Client.
 Establish a training and QA structure that supports Client’s program requirements.
 Create a separate training environment that resembles the live Client environment, including individual
workstations equipped with Client’s applications.
Client will be responsible for the costs of new product or product updates training.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 6
3.2 Ongoing Training after Live Date
Increases in the volume of services provided and/or significant changes to Client’s policies/procedures, products, or
service offerings will require post-implementation training. A need analysis will be conducted to determine if any course
development material must be prepared, and to scope out how long the training should take so that PROVIDER can
appropriately schedule the training. In order to provide the highest level of quality, PROVIDER will recommend training
updates when deemed necessary. Client must provide PROVIDER with all relevant ongoing training materials a
minimum of seven (7) business days in advance of the training date. PROVIDER will provide all new hire training
orientation and Client will be responsible for all additional training costs.

Reasons for needing post-implementation training include, but are not limited to the following:

 New delivery mechanisms  System changes  Procedure changes

 New product/service  Policy changes  Changes to support provided
introductions

Client may request PROVIDER to provide additional training on updated material and other newly introduced Client
system. Any training provided to Client for this purpose is subject to the training rates listed in Appendix A of this SOW.
Client will be responsible for all of Client approved travel related expenses of PROVIDER personnel for this activity.
PROVIDER will be responsible for any training fee caused by attrition not as a result of a planned ramp down.

3.3 Staffing Profile and Training Timelines

In this section capture Client’s staffing profile requirements.

The PROVIDER Agents staffed on Client’s account will possess general Sales Support and Customer Service skills.

Implementation timelines may be reassessed or revised if the scope of the project changes after Client and PROVIDER
mutually agree upon the learning objectives and training plan and/or if the Client deliverable timelines are not met.
Client will be responsible for all travel and expense related cost for the initial and ongoing training.

Here is a proposed timeline for the training dates and program ramp-up phases:

Training Start Number of Number of Program

Session Location
Date Sessions Participants Live Date
Train-the-trainer Client Site
Batch 1 Manila, Phil.
Batch 2 Manila, Phil.

Based on Client’s requirements (initial volume and turnaround SLA), PROVIDER will initially train XX Agents and XX
supporting staff consist of: X Team Manager, X Supervisors, X Real-Time Adherence (RTA) and X QA Analysts.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 7
4 QUALITY ASSURANCE (SALES HAND-OFF TO QA ORG)

PROVIDER will provide a comprehensive quality management and assurance process, including but not limited to the
following components:

 A custom Quality Assurance program designed for the Client’s program

 A dedicated Quality Assurance (QA) team who together with an Agents’s supervisor will conduct QA monitoring.
 Weekly email coaching calibrations between PROVIDER QA/Operations Team and the Client.
 The frequency of monitoring will be commensurate with individual Agents performance scores.
 Development of action plan for agents/teams that fall below the Client QA standard.
 A “Best Practices” Training manual
 A program and Agents score card providing metrics and performance against goals
 Monitoring of SR compliance across the program

PROVIDER utilizes and maintains an in-house quality assurance manual. The quality assurance manual is used to
document internal and custom client processes and procedures. PROVIDER and Client will work together to regularly
update the QA manual based on the close loop feedback mechanism and through the Calibration Sessions. The
frequency of monitoring will be no less than 2 evaluations per week per Agents. Quality goals will be established within
thirty (30) business days after Live Date of any new program and reviewed quarterly. Both Parties will mutually agree to
maintain a quality monitoring system. PROVIDER shall assign and dedicate one Quality Assurance Specialist per forty
(40) Agents.

4.1 Quality Assurance Review Process

Quality Assurance reviewing will be conducted by the QA department and the Operation Supervisors or Operation Shift
Lead. Each month the QA Analyst will have a target number of sessions to complete. The Analyst may conduct a review
through the use of email transcripts or voice recorded sessions.

During an email review session, the Agents’s email transcript is pulled up using a PROVIDER’s data warehouse and for
the voice QA review session, the Agents’s voice session is either retrieved from a pre-recorded voice sessions or through
live remote call monitoring session. Sessions are analyzed and scored by QA Analyst on the QA Score Sheet. After this
process, the QA Analyst meets with the Agents to deliver targeted feedback on his/her performance and provides
coaching, if necessary. QA Score Sheet results detailing individual and team performance are reported to the
Supervisors in the weekly team reports. Trending analysis will be provided to Client on a weekly basis.

In addition, Operation Supervisors review a sample of sessions on a weekly basis. This review process, is similar to the
QA process and is documented on the same score sheet. The feedback is given to the Agents either immediately or
during a later review session. The Supervisor provides positive feedback or any necessary coaching. If remedial action is
required, the Production Supervisor may recommend coaching from a Subject Matter Expert, listening to other Agents
during sessions, or providing additional focused training.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 8
5 TECHNOLOGY (SALES HAND-OFF TO CONSULTING ORG.)
5.1 Technology Architecture and Specifications
This section outlines the technical requirements for the integration of systems and technologies in support of Client’s
operation at PROVIDER.

The following diagram illustrates the agreed voice and data connectivity architecture between Client and PROVIDER
facilities:

ABC Company
PeopleSupport
Site A FW Back-up T1 Los Angeles, CA
ABC Avaya G3R
Router & ABC Rev. 9.5
back-up Xwindows Layer 3
Server Switch
FW
172.18.20.252
ABC Call
Internet - VPN Dedicated VLAN
Database Management
T1 System

ABC Back office

applications
FW

Database Analytics
ABC Back Data Siebel Chat Knowledge
ISP Reporting
Bone warehouse Servers Email Management
Servers
Servers Servers

ABC Company MCI/AT&T/Sprint

Site B Telecom Multiple IPL T1s
Voice Platform (Voice/Data packets)

PeopleSupport
Genesys Manila, Phil.
Server Customer

IVR

ABC ACD ABC Genesys Layer 3

T-Server Avaya G3R
Switch
Rev. 9.5

ABC
VLAN

12 3
45 6
78 9
*8#

ISP
FW eReps Desktop
Windows
Client CRM
Application

5.2 Voice Technology Support

PROVIDER Agents will receive voice calls on behalf of Client. Calls may be received on Client’s IVR or routed directly to
PROVIDER from Client’s toll free number depending on the program being supported. Calls will be routed from a Client-
provided toll-free number connected to MCI/AT&T/Sprint voice T1 lines terminated at PROVIDER’s PBXs in Los Angeles.
Calls will be routed from the Los Angeles PBX at PROVIDER to the Philippines operations centers using PROVIDER’s
private voice network.

PROVIDER provides the routing, capacity management, and delivery of all calls to the Manila center utilizing our
dedicated private network and its tandem PBX systems. Calls are escalated back to Client facilities using MCI Take-Back-
and-Transfer / AT&T Transfer-Connect / Sprint Agent-Transfer mechanisms as furnished by Client or using a Client
provided dial plan to place US-based outbound calls.

Client may also make use of Client’s Genesys server to intelligently route calls to PROVIDER. Client will house a Genesys
T-Server in PROVIDER’s Philippines operations centers to assist with call routing. Calls will be routed between PROVIDER
and Client’s Call Center based on agent availability and queue size. Client will maintain a back-up routing mechanism in
the event of a Genesys or network failure.

PROVIDER will provide and support the following VDNs and routing requirements to support Client:
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 9
 Routing
Function Name Toll Free Number
Customer Service xxx-xxx-xxxx Client IVR managed through Genesys CTI
Technical Support xxx-xxx-xxxx Directly from Client toll free number

For calls that are routed directly to PROVIDER from Client’s toll free number, PROVIDER will provide a recorded greeting
of up to 10 seconds. Any changes to these recordings will be subject to a documented change order.

Real Time Call Monitoring

PROVIDER provides a real-time Service-Observe and call monitoring capability for all of its locations. This monitoring is
password protected and can be conducted anytime and from anywhere without the need for prior arrangement with
PROVIDER. Client has been provided with live call monitoring capability by dialing into PROVIDER’s PBXs.

Interval Call Management and real time volumes can also be monitored via PROVIDER’s AVAYA Call Management
System (CMS) or PROVIDER’s Intellicenter Analytics portal. Client will be able to retrieve hourly call volume statistics
from PROVIDER’s Intellicenter Analytics portal. In addition, Client can access the PROVIDER CMS system to observe
real time split/skill statistics and performance information. The PROVIDER Intellicenter portal is the book of record for
all call performance statistics and billable activity for Client.

5.3 Data Connectivity

Data connectivity will be through a VPN over the public Internet via a Client provided, dedicated T1 ISP Internet connection. Client
will also provide a second T1 connection to serve as a backup. Client will provide all required VPN hardware to establish the VPN
connection between PROVIDER’s data centers in Los Angeles, CA and Client’s data center.

PROVIDER and client will both monitor the communication link between the two data centers as well as applications
supporting the client program.

5.4 Client Applications

PROVIDER utilizes the following applications supplied by Client to provide customer service for Client’s customers:

1. <List Client Applications> i.e. Order Enter application or CRM applications used to record service request
information and inbound voice or email transactions.

5.4.1 Use of Client Applications

PROVIDER will utilize Client’s software to manage and close all contact related activity. Explain how applications are
setup and used in production.

5.4.2 Client Software Distribution

Explain how applications are distributed to PROVIDER production desktops.

5.5 Reporting and Data Feed

PROVIDER will provide Client with one license to access a secure web site containing the Intellicenter Analytics portal.
Client may access all of its reports for its account through the Intellicenter. All reports are based on US Central Time (CT)
standard. If Client wishes to have reports generated on information not included in the PROVIDER standard reporting
package, PROVIDER can provide custom reporting. The requirements, cost, and time frame required for development
will be determined by the Implementation Project Manager and will be submitted to Client in writing for approval prior
to commencement of development.

Information available on the Client Portal will be maintained on the Portal for the following periods of time: thirty (30)
days of Daily Reports; 6 months of Weekly Reports; and 1 year of Monthly Reports. It is Client’s responsibility to keep
and store such reports for future reference. For a period of One (1) year, PROVIDER will keep raw data only.
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 10
5.6 Escalation of Technology issues
PROVIDER and Client agree to follow the Technical Escalation Procedures documented hereto as Appendix B for any
technical issues that may arise affecting Client’s customer service operations. 

6 TIMELINE, RESOURCES AND ASSUMPTION (SALES & CONSULTING)

Within five (5) business days of execution of this SOW and the Agreement, PROVIDER will prepare and deliver to Client a
project plan (the “Project Plan”) that contains the critical path dates that each party must meet in order for PROVIDER to
adhere to the implementation deadlines. PROVIDER and Client will mutually agree upon the Live Date set forth in the
Project Plan. Client will make all reasonable efforts to cooperate and work with PROVIDER to deliver any Client
dependant materials delineated in the agreed upon Project Plan. To the extent that Client fails to meet a critical path
date that impacts PROVIDER’s work, PROVIDER reserves the right to reassess and adjust all dates contained within the
Project Plan.

(Consulting)
MILESTONE RESPONSIBILITY DATE
1 SIGNED CONTRACT AND SOW CLIENT

2 PROJECT KICK-OFF MEETING CLIENT / PROVIDER

3 PROVISION COMMUNICATION LINES (VOICE AND DATA) CLIENT

4 FINALIZE PROJECT PLAN AND PROJECT TEAM CLIENT / PROVIDER

5 INITIATE RECRUITMENTS AND HIRING OF SUPPORT TEAM PROVIDER

6 GATHER TRAINING REQUIREMENTS AND MATERIALS PROVIDER

7 START TRAIN-THE-TRAINER PROGRAM CLIENT / PROVIDER

8 INSTALL/SETUP/TEST CLIENT APPLICATIONS CLIENT / PROVIDER

9 START INITIAL TRAINING SESSIONS CLIENT / PROVIDER

10 GO-LIVE TARGET - INITIAL GROUP PROVIDER

11 COMPLETE TRAINING SESSIONS PROVIDER

12 PRODUCTION SUPPORT AND RAMP UP TO FULL VOLUME PROVIDER

6.1 Client Project Team

In support of Client’s program, PROVIDER will conduct conference calls and request information from a Client-appointed
single point of contact and other Client personnel. Client agrees to:

 Make appropriate Client personnel available to PROVIDER on a timely basis, including a single point of contact
with authority to make decisions, discuss and resolve day-to-day issues, to assist in completing deliverables and
for coordinating additional resources and sign-off as required.
 Client will assign a technical resource to the project to oversee the connectivity, application access and
voice/data network integration projects.

Client and PROVIDER personnel will accept responsibility for their assigned tasks and will complete them within the
specified schedule. Any delays caused by the unavailability of Client resources or completion of requests may adversely
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 11
affect the project schedule, and PROVIDER’s adherence to Service Levels and Performance Objectives. PROVIDER will
not be responsible for missed service levels caused by Client delays in fulfilling operational requests.

6.2 Assumptions
Please document Program Implementation assumptions in this section.
English voice support in a dedicated team environment:

Pricing Model:
1. Per hour pricing based on an 8 hour day. As defined by ACD login minus ACD logout.
2. Agents requirement is based on anticipated volumes and patterns

Voice Services for Inbound Toll Free and Outbound Long Distance
1. Client will terminate ISDN/E&M (TDM) calls, using PROVIDER provided Voice T1s, at the PROVIDER Los
Angeles Data Center.
2. PROVIDER will be responsible for transporting calls between the U.S. and the Philippines.
3. Client will be responsible for all inbound and outbound toll charges.
4. Transfer call if required will be supported by trunk-to-trunk transfers or Client-provided network transfer.

Data Connectivity
1. Data connectivity to Client applications will be via a VPN and/or frame-relay connection.

Note: If frame-relay is used as the data connectivity option, client with be responsible for delivering
circuits to PROVIDER’s data center and related costs.

2. Bandwidth requirement per Seat for data connectivity is 10 KB.

3. Client will provide access to all necessary applications.
4. Client will responsible for any required software licenses.
 
Agent Desktop Computer Requirements
1. Celeron with at least a 2.0 GHZ processor, 512MB RAM and 20GB hard drive. 
2. 17” monitors.
3. Microsoft Internet Explorer 6.0 or higher.
4. Windows XP operating system.

Service Level Targets

1. ASA: 15 seconds.
2. Abandon Rate: 3% or less.
3. CS AHT: 2 minutes 24 seconds

For the purpose of distinguishing the two types of calls, the first type of call, which interacts directly with the
customer, is named “Auth.” The second type of call that interacts with the merchant is named “Cage.”
Service Levels for the Auth call are as follows:
Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 80% of all calls in 20 seconds or less

Service Levels for the Cage call are as follows:

Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 100% of all calls in 15 seconds or less

Agent Profile
1. Fluent in English
2. Excellent Communication
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of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

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 3. Customer Service Skills
IMPLEMENTATION FEES-
The implementation fee is based on the follow initial requirements
 Setup of one incoming dedicated T1 line
 A total of 2 800# will be routed to PROVIDER centers
 A total of 2 VDNs will be established

6.3 Change Management and Change Control

PROVIDER and Client recognize that the dynamic nature of Client’s business model may necessitate that material
changes be made to processes outlined herein. Both Parties agree that all changes shall follow the PROVIDER Change
Order procedure and may be subject to applicable fees.

IN WITNESS WHEREOF, the Parties have caused their duly authorized representatives to execute and meet the
deliverables outlined in this SOW.

CLIENT

Signature

Print Name

Title

Date

PROVIDER, Inc.

Signature

Print Name

Title

Date

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the contents
of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

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Appendix A – Pricing
SERVICE PRICE
English voice support in a dedicated team environment: Agents’s Price Per Hour, Per
Per Month Agents or per
minute
Pricing Model:
3. Per hour pricing based on an 8 hour day. As defined by ACD login $14.50/*
minus ACD logout. Minimum of 40 Hour based upon
4. Agents requirement is based on anticipated volumes and patterns Agents an 8 hour day for
English during 8PM
Price includes: – 9AM
Dedicated Account Manager
Operations Manager and Supervisor $10.50/* hour
QA staff based on an 8 hour
Dynamic scheduling day for English
Attrition training during Manila
Facilities 9AM-8PM

*$3.50/
hour surcharge for
other languages
PROVIDER also agrees to staff between 1-3 Mandarin/Cantonese
speaking agents per shift, $3.50/hour surcharge applies

Voice Services for Inbound Toll Free and Outbound Long Distance
5. Client will terminate ISDN/E&M (TDM) calls, using PROVIDER
provided Voice T1s, at the PROVIDER Los Angeles Data Center.
6. PROVIDER will be responsible for transporting calls between the
U.S. and the Philippines.
7. Client will be responsible for all inbound and outbound toll
charges.
8. Transfer call if required will be supported by trunk-to-trunk
transfers or Client-provided network transfer.

Data Connectivity
5. Data connectivity to Client applications will be via a VPN and/or
frame-relay connection.

Note: If frame-relay is used as the data connectivity option, client

with be responsible for delivering circuits to PROVIDER’s data
center and related costs.

6. Bandwidth requirement per Seat for data connectivity is 10 KB.

7. Client will provide access to all necessary applications.
8. Client will responsible for any required software licenses.
 
Agent Desktop Computer Requirements
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contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

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Page 14
 5. Celeron with at least a 2.0 GHZ processor, 512MB RAM and 20GB
hard drive. 
6. 17” monitors.
7. Microsoft Internet Explorer 6.0 or higher.
8. Windows XP operating system.

Service Level Targets

4. ASA: 15 seconds.
5. Abandon Rate: 3% or less.
6. CS AHT: 2 minutes 24 seconds

For the purpose of distinguishing the two types of calls, the first type
of call, which interacts directly with the customer, is named “Auth.”
The second type of call that interacts with the merchant is named
“Cage.”
Service Levels for the Auth call are as follows:
Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 80% of all calls in 20 seconds or less

Service Levels for the Cage call are as follows:

Percent of Abandoned Calls per day: 3% or less
Average Speed of Answer: 100% of all calls in 15 seconds or less

Agent Profile
4. Fluent in English including 1-3 agents per shift having Mandarin
and Cantonese language skills
5. Excellent Communication
6. Customer Service Skills
IMPLEMENTATION FEES- $20,000 one time setup fee
The implementation fee is based on the follow initial requirements
 Setup of one incoming dedicated T1 line
 A total of 2 800# will be routed to PROVIDER centers
 A total of 2 VDNs will be established
TRAINING
Course Development - where required or requested by Client $35.00 per hour
Training for Agents, Trainer, Supervisor, or other personnel $16.00 per hour
Training Requirements
1. 5 days of Client-specific CS training and 1 week of Nesting, paid by
Client.

PROFESSIONAL SERVICES, as requested by client

Technical services rendered to alter, change, update or modify the Client $200 per hour
requirements, and PROVIDER provided software, the interface, Internet
connectivity, to develop or modify reports, or for other technical services.
Item Description
Proposal Term The above prices are valid for 30 days
After call work After call work services would be included within the total average handling time used
for billing.
Long Distance Charges Domestic Long distance and telecommunication charges are not included in the above
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 15
 pricing. T1 connectivity, if required, will be assessed and billed separately.
Access to back end PROVIDER and Client would jointly develop and implement the most efficient method of
system accessing the designated back end system and such implementation charges will be
scoped and billed per the above professional services fees.
Monthly Minimum and Minimum Monthly Fee shall be the greater of (i) Agents committed under this SoW or
forecasting (ii) 85% of lock-in forecast volume for the month.
PROVIDER Facility The pricing in this proposal is based on utilizing PROVIDER’s Philippines facilities.
Implementation time PROVIDER’s Consulting group, upon the completion of an SOW, will assess
implementation time.
Contract Terms Terms and prices submitted are based on a three-year contract.

Proposal This proposal is not a definitive agreement. The parties have to sign a mutually agreed
upon Master Services Agreement for the services to be rendered by PROVIDER.
Deposit Client agrees to furnish a deposit to PROVIDER for the Services rendered. The amount
of deposit will be subject to PROVIDER credit approval process.

Deposit is not a replacement for monthly invoice, implementation fee or other charges.

Deposit is returnable to Client upon conclusion of Services rendered at the end of the
this contract, minus any outstanding balances.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

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APPENDIX B - TECHNICAL ESCALATION PROCEDURES
(SALES HAND-OFF TO IT SUPPORT)

Primary Technical Contacts

PROVIDER and Client have provided the following designated contacts that are authorized to respond to technical
emergencies and escalations:

Client Technical Escalation Information

Name Organization Email Address Phone No. Pager No. Cell Hours on
Phone Call
No.

NOTE: Name of mailbox subject to change

PROVIDER Technical Escalation Information
Name Organization Email Address Phone No. Pager No. Cell Hours on
Phone Call
No.
Helpdesk Help Desk helpdesk@PROVIDER.com 1-877-818-8547 N/A N/A 7 x 24

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
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Purpose and Scope
PROVIDER has established a set of standard Client Escalation Procedures available to all clients. These escalation
procedures are outlined below. PROVIDER has made an effort to address all operational aspects of providing
continued service to clients. However, we recognize that clients might require additional procedures unique to their
operational needs. To address these unique requirements outside of the standard escalation procedures, PROVIDER
can work with each client to create customized business resumption and escalation procedures as needed.

This document serves as the standard PROVIDER Client Escalation Procedure. This procedure documents both Client
and PROVIDER responsibilities with regards to notification, ongoing communication and correction of problems arising
from an outage in services caused by systems and internal operational elements under the control of PROVIDER or
caused by external elements outside of the direct control of PROVIDER. Specifics as to the PROVIDER service (the
“Service”) to be provided to the Client are set forth in Client’s Statement of Work (SOW), which is incorporated, signed
into and made a part of the Agreement.

For reference, policies and procedures for system backup and recovery are stated in the PROVIDER Backup and Offsite
Storage Policies document. The document can be obtained by contacting your PROVIDER Account Executive.

Event Notification
PROVIDER shall provide initial notice to a designated Client representative by telephone, e-mail, pager or comparable
notification service within 1 hour of PROVIDER becoming aware of an event that has caused or may cause an
unscheduled outage or security breach problem. Client must provide a valid pager number, fax number, voice mail or
email address to PROVIDER Helpdesk for this purpose.

Client is solely responsible for providing accurate contact information for Client’s designated point of contact. In the
event Client first becomes aware of such outage or security breach event, Client shall promptly provide initial notice to
PROVIDER via the assigned PROVIDER Helpdesk Number provided to Client. In the event of critical outages, status
reports about the event will continue on the hour until either the event has been resolved or both PROVIDER and
Client have determined a course of action that does not require continued notification.

Client Technical Support

PROVIDER will provide 7x24 customer service in support of Client’s customer service solution via email, voice and
voice mail for the purpose of these Client Escalation Procedures. The customer service center can be used to log
problem reports or request assistance with system usage. Details of PROVIDER and Client responsibility for the
applications and services are outlined in the SOW.

Monitoring Services
Monitoring Services refer to the ability of PROVIDER to observe the performance and availability of system, application
and network components of the customer service solution in real-time and identifying problems with such
components that indicate an outage of services. PROVIDER will perform 7x24 system-level monitoring, including
polling of the hardware, operating system and applications in order to detect abnormal system conditions. Key system
metrics monitored by PROVIDER include:

 Hardware malfunctions
 Server uptime
 File System and Space utilization
 CPU utilization
 Memory utilization
 Application Service availability
 Wide-Area network uptime
This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
Page 18
  Intrusion Detection and logging

For equipment directly under the control of PROVIDER, PROVIDER utilizes hardware sparing and redundant equipment
whenever possible to address malfunctioning equipment outages.

Problem Categories and Priorities

PROVIDER has established a standard problem management procedure to identify, categorize and track problems with
the operational and hosted solutions under its direct control. Problems are categorized and prioritized by order of
importance to our Clients. PROVIDER assigns a case number to the problem when a client initiates a problem report
by notifying the PROVIDER Helpdesk.

The PROVIDER Helpdesk can be reached at numbers listed at the beginning of this document.

There are four categories of problems ranging from Emergency (Priority 1) to Assistance (Priority 4.)

Priority 1 - Emergency: A major or catastrophic system or network outage with no known or accepted immediate
workaround. All available resources are applied to resolve the problem continuously. Examples of typical
emergencies are:
 Total outage of an application system, service or Voice infrastructure
 Partial outage of an application system (e.g. more than 50% of Client’s users are affected) with considerable
restrictions of use
 Loss of data, information integrity or interfaces
 Considerable loss of redundancy due to outage of communication links, network, or server stand-by units.
 All security incidents with major impact to Client’s operation at PROVIDER.

Priority 2 - Critical: A problem resulting from the system not meeting technical specifications and/or performance.
Portions or aspects of the system are inoperable but the core portion of the system is available. All resources are
applied to resolve the problem continuously. Examples of typical critical problems are:
 Unavailability of Reports
 Unavailability of voice lines, routing problems or system resource issues
 Inability of some users to login to the system due to security or access control issues
 Malfunction of a major feature of the system
 Security breaches and virus attacks with significant impact to Client’s operation at PROVIDER.

Priority 3 - Non-Critical: Problems, which require technical advice or a solution for minor and non-emergency
problems. A work around is available and there are no major operational or security impacts. Resources are
applied to resolve the problem within mutually agreed upon timeframes based on the nature of the problem.

Priority 4 - Assistance: Minor, non-disruptive operational error or function, general questions, or enhancement
requests for new functionality or a change in existing functionality with little immediate operational impact.
Resources are applied to resolve the problem within mutually agreed upon timeframes based on the nature of the
problem.

Problem Resolution Response Times

The following table indicates PROVIDER’s problem resolution goals. These resolution goals apply to all problems
related to systems and services under the direct control of PROVIDER. Problem resolution or workaround time
commences after the problem has been identified and reproduced by PROVIDER. A Call Back procedure is followed by
PROVIDER to notify clients affected by priority 1-3 problems. Clients must provide PROVIDER Helpdesk with up to date
contact information and a preferred method of communication for all notifications. Client’s primary contact shall have
the authority to make decisions on behalf of Client to facilitate a rapid resolution of all problems.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
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 Call Back time After Case is Opened by
Case Priority PROVIDER Helpdesk

Priority 1 1 hour
Priority 2 2 hour
Priority 3 1 day
Priority 4 TBD

In priority 1 and priority 2 cases that are as a result of PROVIDER system problems, PROVIDER shall work around the
clock until a resolution or workaround is reached.

All priority 1 problems are escalated internally as follows:

Priority 1 Impact Customer Care Operations Information Technology

Duration Next Level Manager Contacted Next Level Manager Contacted
0-1 hour Client Services Manager IT Support Engineer
> 1 hour Program Team Manager / Operation Manager of Help Desk / Consulting Manager
Manager
> 2 hours Program Director Director of Consulting Services
> 4 hours VP of Operations Chief Information Officer

In priority 3 cases, PROVIDER shall use commercially reasonable efforts to notify the Client and resolve problems as
quickly as is reasonably practical. Resolution to problems with priority 4 depends on the scope and nature of the
request (typically a programming or enhancement request) and cannot be accurately forecasted. If a problem cannot
be resolved permanently, a temporary resolution will be implemented to the extent possible based on mutual
agreement with Client.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
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Escalation and Problem Resolution Procedures

 If the Source of the Problem is External to PROVIDER

When there is a site and/or system problem that is external to PROVIDER (such as unavailability of the Client Web Site
or back-end application system or tools): 
A) Client shall notify the PROVIDER Helpdesk within one hour of noticing the outage. 
B) PROVIDER will "troubleshoot" the problem as appropriate to determine the impact of the problem to systems
and networks under the control of PROVIDER. If the problem is as a result of systems and facilities outside
the control of PROVIDER, Client shall assign a designated resource to PROVIDER to address the problem
within a mutually agreed upon timeframe.
C) PROVIDER shall contact Client’s designated support staff to inquire about the problem periodically until the
problem is resolved. Client’s designated support entity must be listed at the beginning of this document.
D) Client’s designated support staff shall respond to PROVIDER inquiries with timely updates in 60-minute
intervals until the problem is resolved.
E) In the event of a technical problem with Client’s call tracking system, email management system, or any
Client system directly used by PROVIDER Agents, problems may have a direct impact on PROVIDER’s ability to
meet the agreed upon service levels. In such cases, PROVIDER reserves the right to waive the agreed upon
Service Level measures or customer care as long as the problem remains unresolved by the Client.

 If the Source of the Problem is Internal to PROVIDER

When there is a system or operational problem that is internal to PROVIDER (such as unavailability of the voice
systems, applications or network access):
A) Client shall contact the PROVIDER Helpdesk to report an exact detail of the problem as soon as Client notices
the problem. A PROVIDER Helpdesk Analyst will receive the call and open a ticket for the problem under an
assigned priority. In the event that an Analyst is not reachable, a voice mail or Page may be left for the on-call
support analyst at PROVIDER. The Helpdesk shall return all voice mails and pages within 30 minutes.
B) PROVIDER Analysts will "troubleshoot" the problem as appropriate to determine if the problem is related to
systems and networks under the control of PROVIDER. If the problem is as a result of systems and facilities
under the control of PROVIDER, a designated resource from PROVIDER will be assigned to address the
problem.
C) PROVIDER Analyst shall notify Client’s designated point of contact within one hour of noticing an outage.
D) PROVIDER Analyst shall provide Client with updates in 60-minute intervals until the problem is resolved.
E) In the event of a major catastrophic impact to Client’s operation at PROVIDER caused by systems under
PROVIDER’s direct control, PROVIDER shall exercise the Client’s agreed to Disaster Recovery plan to resolve
the problem.

Scheduled Maintenance Policy

To maintain and enhance PROVIDER’s hosted applications, network infrastructure and communication systems, we
have established a scheduled weekly maintenance window. The time periods below represent a designated window
of time that scheduled and routine maintenance activity may be planned without prior notice. PROVIDER will attempt
to minimize the impact of the scheduled maintenances as much as possible without impacting system’s future uptime
and availability. Though the systems might not become unavailable every week during the scheduled times listed
below, clients should assume and plan for momentary outages during these timeframes accordingly.

Day of the Week Start Time End Time

Tuesday 10:00 PM (CST) 12:00 AM (CST)
Thursday 10:00 PM (CST) 12:00 AM (CST)
Sunday 12:00 AM (CST) 4:00 AM (CST)

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

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In addition to regularly scheduled maintenance, PROVIDER may at times perform emergency maintenance. Whenever
possible, PROVIDER shall make commercially reasonable efforts to provide Client with forty-eight (48) hours prior
notification of all scheduled maintenance procedures arising from emergencies.

Modification of Escalation Procedures

Client acknowledges that from time to time, PROVIDER may be required to modify terms and conditions of this Client
Escalation Procedure as required by third-party vendors. PROVIDER shall notify Client of any such Required
Modification. Client shall have five (5) business days to review such modification and notify PROVIDER of its
acceptance or rejection of same. Failure to affirmatively reject shall be deemed an acceptance under this section.

This document contains unpublished, confidential and proprietary information of PROVIDER, Inc. No disclosure, duplication or use of any portion of the
contents of these materials, for any purpose, may be made without the prior express written consent of PROVIDER, Inc.

SOW No. 1
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