EX-4.2 3 y11137a1exv4w2.txt EX-4.2: CONTACT CENTER SERVICES AGREEMENT EXHIBIT 4.2 Confidential Treatment Requested and the Redacted Material has been separately filed with the Commission. CONTACT CENTER SERVICES AGREEMENT This Contact Center Services Agreement ("Agreement") is signed on April 1, 2004 on the one hand by I. ORBITALL SERVICOS E PROCESSAMENTO DE INFORMACOES COMERCIAIS LTDA., a company with head offices at Rua Manoel Coelho 600, 1st Floor, City of Sao Caetano do Sul, State of Sao Paulo, registered on the National Corporate Tax-Payers' Roll under the Treasury Ministry under CNPJ N degrees 00.006.878/0001-34, represented herein by its duly-accredited legal representatives ("ORBITALL"); and on the other hand, by II. INOVACAO CONTACT CENTER SERVICOS DE CONTATOS TELEFONICOS LTDA., a company with offices at Avenida Ipiranga 855, 3rd Floor, City of Sao Paulo, State of Sao Paulo, registered on the National Corporate Tax-Payers' Roll under the Treasury Ministry under CNPJ N degrees 06.052.126/0001-96, represented herein by its duly-accredited legal representatives ("PARTNER"), with ORBITALL and the PARTNER being called the "PARTY" individually and the "PARTIES" together. WHEREAS: I. ORBITALL renders Contact Center Services, among others, to Orbitall Customers, services which are subsequently intended to benefit the holders of credit card and vouchers issued by Orbitall Customers. II. Within the Contact Center Project context, ORBITALL transferred a set of assets and liabilities related to the performance of the Services to INOVACAO, which is an ORBITALL subsidiary. III. The INOVACAO quotas were transferred by ORBITALL to CONTAX through a Purchase and Sale Agreement. IV. After its quotas were acquired by CONTAX and through signature of this Agreement, INOVACAO became the PARTNER of ORBITALL for the purposes stipulated in this Agreement. V. Through the signature of the Purchase and Sale Contract, ORBITALL and the PARTNER decide to simultaneously sign this Contract. The PARTIES hereby RESOLVE to sign this Agreement, which establishes the terms and conditions under which the PARTNER will render the Services defined below. 1 CLAUSE ONE - APPLICABLE DOCUMENTS l.l. The following documents are appended hereto as Annexes, forming an integral part of this Agreement and duly initialed by the representatives of the PARTIES, which hereby declare that they are fully aware of the contents thereof: - Annex I - Definitions - Annex II - Responsibilities for the Proceedings during the Transition Period - Annex III - Prices - Annex IV - Governance - Annex V - Operating Agreements - Infrastructure Services - Annex VI - Scoring Defaults and Violations - Annex VII - Operating Agreements - Services - Annex VIII - Contingency Plan 1.1.1. The Annexes to this Agreement and the body-text hereof should be construed together. In case of any contradiction between the stipulations in the body-text of this Agreement and any of the Annexes hereto, the former should prevail. 1.1.2. In addition to the Annexes listed above, other documents may be appended to this Agreement as an integral part hereof, providing that they specifically mention this Agreement and they are signed by the duly-accredited legal representatives of both PARTIES. CLAUSE TWO - PURPOSE 2.1. The telephone answering services provided through the Call Center ("Services"), as well as the Projects listed below, will be rendered by the PARTNER to the Orbitall Customers for the duration of this Agreement. For the coordination, planning and control of the performance of the Services, ORBITALL will undertake the management of the activities performed by the PARTNER as stipulated in detail in Clause Eleven and Annex IV - Governance. 2.1.1. Additionally, the PARTIES accept certain responsibilities as stipulated in Annex II - Responsibilities for the Proceedings during the Transition Period. CLAUSE THREE - PROJECTS 3.1. ORBITALL may issue a written request for the PARTNER to implement Modifications, as well as to develop New Projects, in addition to the Services (the Modifications and New Project are together called "Projects"). 3.2. The Project requisitions will always be submitted to the PARTNER for prior consideration thereby and discussion of their details, conditions and pricing, as well as impact analyses, decisions on their implementation, penalties applicable for non-compliance with their conditions and the possible future consequences for the rescission of this Agreement as stipulated in Clauses 9.2.(b) and 12.1 (vi). 3.3. For all the Project requisitions, the PARTNER will present the following to ORBITALL within the period to be agreed by the PARTIES on a case-by-case basis, or should no deadline be stipulated, within 10 (ten) business days as from the delivery of the ORBITALL requisition: (a) price and periods bid for the development and implementation of the Project; 2 (b) unit price bid for the Services to be rendered by the PARTNER after and as a result of the implementation of the Project, which bid should be drawn up on the basis of the services price list covered in Annex III - Prices; (c) a description of how the Project would be implemented; (d) a description of the impacts that the Project would cause on the Contact Center operations; (e) an estimate of all the resources required to implement the Project, including a description of the risks associated with the delivery thereof, and risks minimization plans; and (f) other relevant information related to the Project. 3.4. The PARTNER hereby agrees to make resources available in order to handle the Projects requisitioned by ORBITALL in order to implement the Projects in compliance with the provisions in this Agreement, particularly with regard to the Operations and Service Levels Agreements. 3.5. Should the requested Project imply any increase or reduction in the demand for the Services, ORBITALL should supply an estimate of such increase or reduction. The Operating Agreements described in Clause 12.1 of this Agreement will determine the actions applicable should the estimated variation in the volume supplied by ORBITALL not be confirmed. Should the Operating Agreement be omissive or should there be no Operating Agreement regulating the Service, the amounts stipulated in Clause 4.1.4 will be applicable thereto. 3.6. Should ORBITALL advise the PARTNER that it is requesting a Project due to some critical and unforeseen business requirement, the PARTNER will then provide an estimated Project implementation price, in response to the request from ORBITALL, and will immediately begin the work required to implement the Project prior to drawing up a reply to the requisition, with ORBITALL empowered to suspend the requisition should it not agree with the price estimate of the PARTNER, in which case ORBITALL should reimburse the PARTNER for all costs and expenses proven to have been incurred thereby through to the date of the request for suspension. 3.7. After the implementation of the Projects, the PARTNER will notify ORBITALL of all Projects. 3.8. The Modifications agreed will be described in documents that will be signed by the representatives of the PARTIES. The New Projects agreed will be described in Letters of Agreement to be signed by the PARTIES and subject to the terms stipulated therein and those covered by this Agreement. CLAUSE FOUR - PRICES AND PAYMENT CONDITIONS 4.1. ORBITALL will pay the PARTNER a monthly remuneration ("Remuneration") that will be calculated on the basis of the Services effectively rendered ("Remuneration for the Services") and the Projects agreed by the PARTIES ("Remuneration for Projects"). 4.1.1. The Remuneration for Services will be calculated on the basis of the prices for the Services listed in Annex III - Prices ("Referenced Prices"). This Annex contains the Prices 3 for the answering positions, calls received through the electronic answering system, calls attended through assisted response and spoken minute, according to the various Service characteristics ("Reference Price List"). Whenever a specific Service has exactly the same characteristics as an item in the Reference Price List, the Service price will be exactly the Referenced Price. For Services whose characteristics do not exactly correspond to any item on the Reference Price List, the Referenced Prices for Services with the closest characteristics will be used as guides (lower and/or upper limits) for establishing the Service price. 4.1.2. The PARTIES hereby agree that the Prices for the Services in Annex III - Prices, were calculated on a referenced basis of R$ 8,414,255.00 (eight million, four hundred and fourteen thousand and two hundred and fifty five Reais) per month; and that any possible future variations, either upwards or downwards in the total amount of the Remuneration for Services in a specific month will result in a proportional increase or reduction in the price of the Services for the month in question, pursuant to Annex III - Prices. 4.1.3. The Remuneration for Projects will be that stipulated in the Commercial Bids, duly accepted by the PARTIES. 4.1.4. Unless otherwise stipulated in the Operating Agreements, when a Services volume estimate is supplied by ORBITALL, it agrees to pay the PARTNER a minimum amount equal to 80% (eighty per cent) of the Service demand estimate, meaning if the effective volume ascertained is more than 20% (twenty per cent) below the Services demand estimate supplied by ORBITALL, it should pay the PARTNER an additional amount constituting the difference between the Services effectively rendered by the PARTNER and 80% (eighty per cent) of the estimate forwarded to the PARTNER, calculated in compliance with the Prices applicable to such Services. Should the volume effectively ascertained be more than 10% (ten per cent) above the Services demand estimate supplied by ORBITALL, the PARTNER will be exempt from paying any fine for non-compliance with the Operating Levels Agreements, as applicable thereto, provided that the non-compliance in question is proven to be due to an error in the estimate. Notwithstanding such exemption from payment of any fine, the PARTNER should do its utmost to comply with the applicable Operating Levels Agreement. 4.2. The Remuneration covers all the costs and expenses incurred by the PARTNER for performing this Agreement, including, with no constraints, expenditures on the wages and remuneration of employees and contracted workers, social security, pension fund, labor rights and taxes. However, the Remuneration does not include the costs and expenses related to telephony facilities and data link used by the PARTNER to render the Services. 4.3. On the first business day of each month, the PARTNER should issue and deliver to ORBITALL the preliminary invoices for the payment of the Remuneration, which should be accompanied by the calculations undertaken by the PARTNER, noting the Prices applicable and listing the amount of Services performed for each Service, and the unit prices as listed in Annex III - Prices, the gross value of the Services rendered, and any possible deductions or additional amounts covered in the Operating Service Agreement. By the third business day of the month in question, ORBITALL should notify the PARTNER in writing so that it may issue the definitive invoices, which will always fall due as stipulated in Clause 4.4 below. Any possible future delay in forwarding the preliminary invoices will result in the proportional extension of the deadline for approval thereof by ORBITALL, always recalling that ORBITALL shall always have two business days for analyzing the preliminary invoice. 4 4.3.1. Part or all of the Remuneration owed to the PARTNER for implementing this Agreement, to the benefit of some Orbitall Customer may be billed directly by the PARTNER to the Customer in question, at the sole discretion of ORBITALL. 4.3.2. Should the PARTNER issue an invoice directly to an Orbitall Customer, and should such Customer fail to pay the Remuneration due within the period stipulated in this Agreement, such default should be notified in writing by the PARTNER to ORBITALL, which shall immediately pay the Remuneration without adversely affecting the credit of ORBITALL against the Orbitall Customer in question. 4.3.3. Should the preliminary invoice be partially approved, the PARTIES hereby agree that the PARTNER should issue a definitive invoice for the portion of the Remuneration that is not in dispute, payable on the due date stipulated in Clause 4.4 below, with the disputed portion of the Remuneration being ascertained by the PARTIES within up to 15 (fifteen) days. 4.4. The Remuneration will be paid by ORBITALL to the PARTNER when not billed directly by the PARTNER to the Orbitall Customers on the tenth business day of the month subsequent to that in which the Services are rendered, with the PARTNER invoices being presented to ORBITALL no later than the fifth business day subsequent to the month in which the Services in question are rendered. For direct billing, the PARTIES will agree on the due dates of the respective invoices issued by the PARTNER, noting that if such due dates are established by the fifteenth business day of the month subsequent to that in which the Services in question are rendered, the PARTNER will have no right to financial compensation. 4.5. Any possible future differences noted by either of the PARTIES in the amounts charged, due either to an error in calculating the Service prices or the taxes falling due thereon, should be settled through an increase in the monthly invoice or offset therein in the month subsequent to that in which the inaccuracy is noted in the billing. 4.6. If ORBITALL holds a credit against the PARTNER, including the ones arising from the losses and damages mentioned in Clause 5.1 (d), already acknowledged and specifically accepted thereby, for any reason whatsoever, it may deduct this credit from the next invoice to be paid to the PARTNER. CLAUSE FIVE - OBLIGATIONS OF THE PARTNER 5.1. In addition to the obligations stipulated in this Contract and the Annexes hereof, the PARTNER will be bound to: (a) Accept liability for the proper rendering of the Services, as well as for any faults in the handling, installation, operation and/or maintenance of the equipment/software, when provided by the PARTNER or under the responsibility thereof; (b) Reporting any occurrence, to ORBITALL, that delays or may delay the performance of the Services, stating the causes, the respective responsibilities and the period for the resolution thereof; (c) Accepting liability for the proper behavior of its staff, with ORBITALL being empowered to request the substitution of any employee or outsourced worker in its areas, when deemed inconvenient thereby, pursuant to Clause 13.2; 5 (d) Promptly pay indemnity for losses and damages caused by its employees and any persons under the responsibility thereof to ORBITALL or third parties, when duly proven, including as stipulated in Clause 4.6, up to an amount corresponding to 30% (thirty per cent) of the mean monthly Remuneration for Services due for the duration of the Agreement, which ceiling is applicable to damages caused in each month for which the Services are rendered; (e) Accept full liability for the materials, tools, instruments, machines and utensils owned thereby or by the agents, representatives and/or subcontractors to be used to perform this Agreement; (f) Do its utmost to facilitate the activities of the ORBITALL employees or outsourced workers contracted thereby to oversee all phases of the performance of this Agreement; (g) Provide reports as from the signature of this Agreement in order to keep ORBITALL properly informed of the progress of the work covered by the Agreement, whose formats, frequency and contents will be negotiated by the PARTIES after the signature of this Agreement; (h) Attend meeting whenever invited to do so with adequate minimum advance notice through the representative specifically accredited in advance, at the places indicated by ORBITALL; (i) Pay the penalties incurred through non-compliance with the obligations stipulated in this Contract; (j) Provide the additional information and technical data on the Services as requested by ORBITALL and, as agreed, through standard reports as will be stipulated in the Governance Model; (k) Be responsible for obtaining all technical data on the existing equipment, to be installed, or the modifications required thereto; (1) Accept all risks inherent to the installation of the equipment under the responsibility thereof, and accept responsibility for replacement of materials damaged beyond use whenever proven the improper use by the PARTNER or the suppliers thereof; (m) Perform the Services without adversely affecting the characteristics and the correct functioning of the equipment to be installed and other systems already installed in order to reduce downtime and temporary power outages in the systems involved as much as possible during the performance of the above-mentioned Service. When downtime or temporary power outages are inevitable, this should be scheduled through common agreement with ORBITALL in terms of times and dates, pursuant to the mandatory prior planning; (n) Present the estimated schedule of downtimes in the systems for the subsequent 7 (seven) days to ORBITALL for approval thereby, except for emergency alterations that cannot be scheduled, pursuant to Annex IV - Governance and the Operating Agreements, which should be immediately notified; (o) Confirm in writing to ORBITALL the halts in the operations of its facilities used to render the Services, which halts should be undertaken in compliance with the agreed change planning at least 3 (three) business days prior to the occurrence thereof; 6 (p) Consult and obtain authorization from ORBITALL for any alterations in technology, including, with no limitation, the software used to render the Services, might such technological exchanges affect the quality of the Services and the information made available to ORBITALL; (q) Accept liability for complying with the applicable laws, as well as any fine or decision handed down due to non-compliance therewith, even if such fines or decisions are awarded against ORBITALL or third parties, which will be assured full right of redress by the PARTNER, provided that such fines and decisions are duly proven, and unless the PARTNER has acted in compliance with the terms of this Agreement; (r) Refrain from transactions involving any credit titles or duplicate invoices related to this Agreement with financial institutions of any type whatsoever, or with third parties; (s) Provide at its own expense the materials, feedstock and parts required for the maintenance of the equipment under the responsibility thereof and needed to render the Services; (t) During this Agreement, keep wage-accounts open for all its employees with one or more of the following banks: Unibanco - Uniao de Bancos Brasileiros S.A., Banco Citibank S.A. and/or Banco Itau S.A.; (u) Keep the records, documents, data and all other information related to the Services in good order, for forwarding to ORBITALL when requested to do so, including: (a) those required by Brazilian Tax Law; (b) those required for the ORBITALL defense against claims filed by the employees, agents, representatives and outsourced workers of the PARTNER, based on any alleged employment bond to ORBITALL; and (c) other data and information related to the Services, such as those related to billing, events and faults in the Services, the configurations of the technical resources assigned to render the Services and others; (v) With regard to its employees involved either directly or indirectly at any time in rendering the Services, provide ORBITALL with the following whenever requested to do so thereby: (a) evidence of the good standing of the respective labor contracts with the respective registrations, including enrollment with the Social Integration Program (PIS); (b) the documentary proof of payment of Income Tax and the Length of Service Guarantee Fund (FGTS), trade union dues and other charges on the payroll, and, when applicable, the Deed of Ratification of Rescission of the Labor Contracts of its employees; (c) with regard to the dues paid to the National Social Security Institute (INSS), the documents required for ORBITALL to withhold such amounts and undertake the respective transfer thereof to the INSS, if applicable; (w) Do its utmost to prevent any virus from being coded or introduced into the software used to render the Services. Should a virus be discovered in such software, the PARTNER will provide all assistance needed to curtail the effects of such virus, at no additional cost to ORBITALL; (x) Not insert or allow the insertion of any code that will adversely affect or hamper the performance of the Services in the software used to render the Services without the prior, specific consent of ORBITALL; and 7 (y) Compensate ORBITALL within 30 (thirty) days as from the date of notification thereof for any damages caused thereto by non-compliance with the labor, social security and tax obligation of the PARTNER, duly updated on the basis of the General Price Index - Market (IGP-M) or, in the absence thereof, the General Price Index - Domestic Availability (IGP-DI), both published by the Getulio Vargas Foundation (FGV) or, in the absence thereof, the Consumer Price Index (IPC) published by the Economic Research Institution Foundation (FIPE) of the University of Sao Paulo (USP), from the date of the event giving rise to the damages through to the reimbursement thereof, in addition to a default fine of 2% (two per cent), if applicable thereto. CLAUSE SIX - ORBITALL OBLIGATIONS 6.1. In addition to the obligations covered in this Agreement and the Annexes hereof, the obligations of ORBITALL include: (a) Supply, when applicable, the technical data requested by the PARTNER as defined in the Governance Model as required to perform the Services, while also accepting liability for providing all the technical information required for the existing equipment; (b) Providing prior written information on the forecast increase and reduction in the call volumes and the technology policies that should be followed by the PARTNER or that are related to rendering the Services; and (c) Pay the Remuneration within the periods and under the conditions stipulated in Clause Four. CLAUSE SEVEN - TRANSITION PERIOD 7.1. The transition period consists of the first year that this Agreement enters into effect ("Transition Period"). During this Transition Period, the PARTIES should follow a transition plan, which should be proposed by the PARTNER within 30 (thirty) days, as from the signature of this Agreement, for joint discussion between the PARTIES, which should approve it within the 15 (fifteen) subsequent days ("Transition Plan"). 7.1.1. The Transition Plan should include details on the processes to be used and the activities to be performed by the PARTNER for introducing the alterations to the Call Center operations during the Transition Period, as well as appointing the respective persons in charge for handling each of the procedures and the dates for the completion thereof. 7.2. The following basic assumptions have already been agreed between the PARTIES, and should be respected: (a) The Transition Plan should include two new facilities to be made available by the PARTNER for rendering the Services, one in the Sao Paulo State Capital and the other in Salvador, Bahia State, replacing the current facilities; (b) The new sites should each be sized to handle 50% (fifty per cent) of the total volume of the ORBITALL operations, and should not operate at less than 30% (thirty per cent) of this volume; (c) At the end of the Transition Period, the migrations for the Sao Paulo and 8 Salvador sites should be fully completed and the call volumes will be shared out among the site in Rio de Janeiro and the two new sites, with the current ORBITALL sites in Sao Paulo (Ipiranga) and Salvador (Pituba) being closed down; (d) During the first three months of this Agreement, no significant alterations will be introduced to the Operations, so that the entire demand for the Services will be met by the PARTNER at the current ORBITALL sites, with no lay-offs not authorized by ORBITALL, and the ORBITALL employees transferred to the PARTNER will continue to receive benefits equal or equivalent to those currently in effect (except for the Earnings-Sharing Program and the Pension Plan, which will be terminated); (e) As from the fourth month of this Agreement, the supervisory staff may be replaced at a maximum rate of 33% (thirty three per cent) per quarter, as well as the Level C Operators and higher, ensuring that a maximum of 20% (twenty per cent) of the staff is retained with at least 60 (sixty) days in the Operations; (f) Also from the fourth month of this Agreement, migration may begin from the current ORBITALL site in Sao Paulo (Ipiranga) to the new site to be built by the PARTNER. This migration should be completed by the end of the sixth month of this Agreement, when the PARTNER will withdraw from the current ORBITALL site facilities in Sao Paulo (Ipiranga); (g) As from the fourth month of this Agreement, migration may begin from the current ORBITALL site in Salvador (Pituba) to the new site to be built by the PARTNER. This migration should be completed by November 15, 2004; and (h) The governance processes covered in Annex IV - Governance should be fully implemented in compliance with the Transition Plan which may not occur after the end of the Transition Period, under any circumstances whatsoever. CLAUSE EIGHT - DURATION 8.1. 0 This Agreement is valid as from the signature date hereof, for a period of 3 (three) years, and may be extended by the PARTIES provided that they agree to do so in writing at least 3 (three) months prior to the termination of this Agreement. 8.1.1. Should this Agreement be extended as stipulated above, the PARTIES hereby agree that the Prices applicable to this new period will be the Prices stipulated herein, duly updated in compliance with the restatement formulas in this Agreement. CLAUSE NINE - RESCISSION AND PENALTIES 9.1. In case of any breach of the obligations stipulated herein, the PARTY in default should pay the corresponding fines to the other PARTY as stipulated below: (a) Non-compliance with the Operating Levels as stipulated in the Operating Agreements: (b) Should this Agreement be rescinded for systematic non-compliance by one of the PARTIES, pursuant to Clause 9.2.(b): the amount corresponding to the sum of the Remuneration for Service for the three months immediately prior to the date of the formal notification forwarded by the injured PARTY, covering the rescission of this Agreement; 9 (c) Failure to pay the Remuneration: 2% (two per cent) of the value of the Remuneration not paid plus default interest of 1% (one per cent) per month; Non-compliance with the Transition Plan by the PARTNER, causing delays in vacating the premises housing the ORBITALL facilities at Avenida Ipiranga in Sao Paulo, which should take place within up to 180 (one hundred and eighty) days as from the signature of this Agreement, moving to its own facilities: 10% (ten per cent) of the value of the rent of the above-mentioned property, which fine corresponds on this date to R$ 13,537.29 (thirteen thousand, five hundred and thirty sever Reais and twenty nine cents) per day of delay in vacating the premises. 9.1.1. The penalties stipulated for hypotheses (a), (b) and (d) may be claimed at the discretion of the creditor PARTY for the penalty, together or not with the exercise of the right to rescind this Agreement as stipulated below. 9.2. This Agreement may be rescinded in the following hypotheses: (a) In a non-motivated manner by either of the PARTIES as from the 12th (twelfth) month hereof through prior notice of 180 (one hundred and eighty) days. Should the withdrawal occur between the 12th (twelfth) and 17th (seventeenth) month hereof, the PARTY withdrawing herefrom will pay the other PARTY a fine of R$ 12,000,000.00 (twelve million Reais). Should the withdrawal take place between the 18th (eighteenth) and 23rd (twenty third) month of this Agreement, the PARTY withdrawing herefrom will pay the other PARTY a fine of R$ 8,000,000.00 (eight million Reais). Should the withdrawal occur between the 24th (twenty fourth) and 29th (twenty ninth) month of this Agreement, the PARTY withdrawing herefrom will pay the other PARTY a fine of R$ 5,000,000.00 (five million Reais). Should the withdrawal occur as from the 30th (thirtieth) month of this Agreement, the PARTY withdrawing will pay the other PARTY a fine of R$ 2,000,000.00 (two million Reais). In order to determine the value of the fine for non-motivated rescission, the effective rescission date of this Agreement will be taken under consideration, rather than the date of the prior notice. (b) By either of the PARTIES, should the other PARTY score 100 (one hundred) points, characterizing Systematic Non-Compliance with the Agreement by such PARTY. For the purposes of determining the concept of Systematic Non-Compliance with the Agreement and the calculation of the score, the stipulations in Annex VI - Scoring Violations, in particular, will be followed; (c) At the initiative of ORBITALL due to control over the PARTNER being held by a competitor as stipulated in Clause 9.2.2 below. Should the rescission be undertaken as stipulated in this item, the PARTNER should compensate ORBITALL for reasonable losses and costs proven to have been incurred or suffered thereby and related to the full migration of the Services rendered by the PARTNER to a third party up to the amount corresponding to the sum of the Remuneration for Service for the 3 (three) months immediately prior to the formal notification by ORBITALL of the rescission hereof. Alternatively, at its sole discretion, ORBITALL may take over the performance of the Services in-house, in which case ORBITALL will have the right to acquire the assets of the PARTNER related to rendering the Services at the book value thereof; (d) At the initiative of ORBITALL due to a breach by the PARTNER of the duty not to compete as stipulated in Clause 9.2.3 below; 10 (e) At the initiative of ORBITALL due to a breach by the PARTNER of the duty of non-disclosure as stipulated in Clause Fifteen; (f) At the initiative of the PARTNER should ORBITALL fail to pay any Remuneration to the PARTNER with no justification for a period of more than 90 (ninety) days as from receipt by ORBITALL of the notification issued by the PARTNER after the expiry of the due date for the Remuneration, with ORBITALL paying the penalty stipulated in item (b) of Clause 9.1 above, in case of rescission of this Agreement; (g) At the initiative of either of the PARTIES should the other become or be declared insolvent, or if applying for a decree of bankruptcy, or should the bankruptcy thereof be decreed, or requesting debt rehabilitation, being subject to liquidation or in a similar situation, even if signing creditor composition agreements on a non-litigious basis; (h) By ORBITALL, should the PARTNER fail to comply with an obligation and not remedy such non-compliance within 30 (thirty) days after receipt of the notification forwarded by ORBITALL for this purpose. 9.2.1 The fines due in case of rescission of this Agreement as stipulated above will not adversely affect the duty to compensate of the PARTY giving rise to the rescission of this Agreement, in compensation for losses and damages suffered by the other PARTY. However, the amounts already paid as rescissory fine will be deducted from the losses and damages. Should the losses and damages be calculated as less than the rescissory fine, the rescissory fine should nevertheless be paid in full, as stipulated above. 9.2.2. Should the control of the PARTNER be held at any time during this Agreement by an ORBITALL competitor, or by a competitor of the ORBITALL parent company, ORBITALL may immediately rescind this Agreement, at its sole discretion. The PARTNER should immediately notify ORBITALL should its control be held by a competitor thereof, so that within a period of 60 (sixty) days after receipt of such notification, ORBITALL may decide on whether or not to rescind this Agreement. Should ORBITALL fail to issue a statement within the stipulated period, its right of rescission will be deemed to have lapsed. The rescission of this Agreement will become effective on the date to be stipulated by ORBITALL on the notification to be forwarded to the PARTNER stating such decision to rescind. 9.2.2.1. For the purposes of this Clause, "control" means the actual or legal power to direct the corporate activities or functioning of the company either directly or indirectly, in-house or externally, individually or through agreement. 9.12.2. The following situations are deemed equivalent to control: (i) holding a stake or the power to appoint a Board Member, Company Officer or entity with equivalent duties and responsibilities; (ii) holding the statutory or contractual right of veto on any matter or decision taken by another company; (iii) holding sufficient powers to block, through any formal or informal mechanism, a qualified quorum required for a meeting or decision under any statutory or contractual provision, in terms of the decisions taken by the other, except for the hypotheses stipulated by law; (iv) holding shares or quotas issued by the other in a class that ensures the separate voting rights mentioned in Article 16, III, of Law N degrees 6,404/76. 9.2.2.3. For the purposes of this Clause, the definition of the "functioning of the company" includes business planning and the definition of economic, financial, 11 technological, engineering, market, price or discount policies, among other aspects. 9.2.2.4. For the purposes of this Clause, the phrase "competitor of ORBITALL" will be construed as meaning any company functioning as a provider of commercial information processing and means of payment services; and the phrase "competitor of the ORBITALL parent company" will be construed as meaning any company functioning as a financial institution or credit card administrator. 9.2.3. The PARTNER and its Affiliates may not sign contracts, enter into negotiations, submit bids or attempt to establish any type of commercial relations with any Orbitall Customer listed below, whose purpose is, directly or indirectly, rendering the services defined below, unless authorized to do so in writing by ORBITALL, which may not refuse such authorization without due justification. Should the PARTNER breach the matter stipulated above, ORBITALL may immediately rescind this Agreement at its sole discretion and require the PARTNER to pay it a fine worth 3 (three) times the sum of the Remuneration for Services divided by the number of months that this Agreement has remained in effect. The duty of the PARTNER and its Affiliates stipulated in this Clause will continue through to the end of a period of 2 (two) years as from the termination of this Agreement, unless the Agreement is rescinded without due motivation by ORBITALL pursuant to Clauses 9.2 (a) and (b), in which case the provisions in this Clause will not be applied. (a) Orbitall Customers: Credicard S.A. Citibank S.A. Itaucard Financeira S.A. - Credito, Financiamento e Investimento Banco do Estado de Sao Paulo - BANESPA S.A. Sodexho Pass do Brasil Services e Comercio Ltda. VR Vales Ltda. Incentive House S.A. Medial Saude S.A (b) Services: All tasks related to servicing credit card and voucher products, including but not limited to inbound and outbound services, with regard to queries, complaints, sales, requests, collections and retentions, by telephone, e-mail and/or chat; (c) Specifically with regard to Citibank S.A., in addition to the Services as defined in item (b), the obligation of the PARTNER under this Clause 9.2.3 includes full service for banking products through the Citiphone Banking system, including unlimited services for account-holders, investors and potential customers. CLAUSE TEN - TERMINATION TRANSITION 10.1. The starting date of the Termination Transition will be discussed by the PARTIES after one of them notifies the other that it does not wish to extend this Agreement any further, or intends to rescind it. Under any circumstances whatsoever, this date may not be established after the end of the prior notification period of 3 (three) months stipulated in Clause 8.l. 10.1.1. The Termination Transition will last for a period to be discussed by the PARTIES prior to the implementation thereof, which period should not exceed 6 (six) months. 12 10.2. Before starting the Termination Transition, the PARTIES should jointly draw up a Termination Transition Plan that should stipulate the conditions to be followed during the Termination Transition, including the manner in which the PARTNER will be remunerated for the Termination Transition, if applicable, and the responsibilities of each of the PARTIES for the migration of the Services, whereby ORBITALL continues to meet its commitments to the Orbital Customers. 10.3. During the Termination Transition, the PARTNER will follow the ORBITALL guidelines in order to handle the transition and orderly migration of all the Services performed until then by the PARTNER for ORBITALL or to a new partner to be appointed by ORBITALL. The PARTNER should continue to provide the Services in compliance with the Operating Levels applicable thereto under this Agreement, during the Termination Transition period. 10.3.1. During the Termination Transition, ORBITALL will have the right to appoint managers to oversee the rendering of the Services at the sites where the Termination Transition activities are being performed by the PARTNER. 10.4. ORBITALL will provide its cooperation to ensure that the PARTNER performs the obligations stipulated in this Clause and will undertake the obligations of its responsibility, as stipulated in the Termination Transition Plan. 10.5. Should the Termination Transition extend beyond the date stipulated for the effective termination of this Agreement, the terms and conditions hereof will be applicable to all the Termination Transition services supplied by the PARTNER during such period. 10.5.1. The PARTNER will implement the Termination Transition Plan at the expense of ORBITALL as stipulated in the Termination Transition Plan, unless the Termination Transition is prompted by: (a) the rescission of this Agreement caused by the PARTNER; or (b) lack of interest by the PARTNER in extending this Agreement as stipulated in Clause 8.1. In these latter two hypotheses, the reasonable losses and costs proven to have been incurred or suffered by ORBITALL and related to the implementation of the Termination Transition Plan will be borne in full by the PARTNER. 10.6. Should the Termination Transition supplied by the PARTNER in compliance with this Clause require other resources and staff beyond those being supplied to render the Services, ORBITALL will pay the PARTNER for the additional resources in compliance with the amounts stipulated in this Agreement and the Transition Plan, pursuant to the man/hours price list given in Annex III - Prices, to be paid as stipulated in this Agreement. The billing conditions for these amounts will be the same as those for the other amounts covered by this Agreement, unless otherwise agreed by the PARTIES. CLAUSE ELEVEN - GOVERNANCE MODEL 11.1. The Contact Center management system will be defined by ORBITALL with the cooperation of the PARTNER as from the signature date of this Agreement, and should be fully implemented in compliance with the Transition Plan, which, under any circumstances whatsoever, may not take place after the end of the Transition Period. The management system will be based on the Governance Model stipulated in Annex IV - Governance. The employees assigned to the Government team will belong to the formally-employed staff of the professionals working for the PARTNER or for ORBITALL, and will be defined at the start of rendering the Services. 11.2. The purposes of the Governance rules stipulated in Annex IV - Governance are the following: 13 (i) to provide the Orbitall Customers with a single contact point, ensuring that their business requirements are effectively included in the operating structure; (ii) to ensure integrated management of the Orbitall Customer requirements; (iii) to allow the know-how acquired by ORBITALL related to its technical activities and the expertise of the PARTNER related to contact center operations is used in an efficient manner for sizing the operations and ensuring good quality services while keeping the operating costs low; (iv) maximizing the use of the PARTNER Contact Center management tools; (v) translating the Orbitall Customers business strategy into a model for rendering services; and (vi) administering chances in processes, problems and risks. 11.2.1. The PARTIES acknowledge that the implementation of this Agreement by the PARTNER will not adversely affect its status as an independent contractor in charge of controlling the persons involved in rendering the Services. 11.3. As long as the processes of supporting the Governance Model are not implemented, the procedures and practices in effect and used by ORBITALL will be applicable. 11.4. The detailed processes supporting the Governance Model and the Operating Level control mechanisms between ORBITALL and the PARTNER will be developed during the first 6 (six) months of the Transition Period, and should mandatorily be implemented by the end of the Transition Period. CLAUSE TWELVE - OPERATING LEVEL AGREEMENTS 12.1. The PARTIES will negotiate the Operating Agreements, which will regulate the Operating Levels and other conditions applicable to the Services and the responsibilities of the PARTIES covered in Annex II - Responsibilities for the Processes during the Transition Period, and which should comply with the matters stipulated in Annex II - Responsibilities for the Processes during the Transition Period, as well as Annex V - Operating Agreements - Infrastructure Services and Annex VII - Operating Agreement - Services, and contain at least the following items: (i) The requirements of the Services or the responsibility in question; (ii) The applicable Operating Levels; (iii) The obligations of the PARTIES; (iv) The penalties for non-compliance with the applicable Operating Levels - which may not exceed 50% (fifty per cent) of the value of the Services in question and the sum of all the penalties may not exceed 30% (thirty per cent) of the value of the Remuneration for Services for the month in question; and (v) The bonus applicable for surpassing the Operating Levels, if covered by a specific provision in the Operating Agreement. 12.2. The PARTIES hereby agree that the Operating Agreements constitute the Quality Book, forming an integral part of this Agreement when duly signed by the accredited legal representatives of both PARTIES. 12.3. Until the implementation of the definitive Governance processes, the performance of the Services and the responsibilities covered in Annex II - Responsibilities for the Processes during the Transition Period should comply with the Operating Levels stipulated in the Quality Book. After the implementation of the above-mentioned processes, the performance of the Services and the 14 responsibilities stipulated in Annex II - Responsibilities for the Processes during the Transition Period by the PARTIES should comply with the Operating Levels that will be agreed by the PARTIES within a period of 6 (six) months as from the signature of this Agreement. Any non-compliance with the Operating Levels will be deemed a default, sufficient in itself to incur the penalties and/or other consequences appropriate thereto as stipulated in this Agreement. If either of the PARTIES fails to comply with any Operating Level, it should: (a) Promptly undertake an analysis of the origin of the program in order to identify the cause of such non-compliance, forwarding the information as stipulated in the Governance processes; (b) Correct such faults and comply with the applicable Operating Levels as soon as possible, where appropriate; (c) Forward a report to the other PARTY on its conclusions based on the analysis of the problem, in the manner and within the period stipulated in the Governance processes; and (d) Take appropriate action in order to avoid any further occurrence of such faults in future. 12.4. Should either of the PARTIES note that the non-compliance with any Operating Level is not due only to non-compliance with its own obligation or responsibility, it should promptly notify the other PARTY after ascertaining this fact, so that it may take the necessary measures as required. Failure to comply with its duty to inform will be deemed non-compliance with the Operating Levels in question for the purposes of this Agreement, provided that the lack of information prevents the PARTY that should have been notified from taking the measures required to avoid the related losses or damages. 12.5. Neither of the PARTIES will be held liable for non-compliance with Operating Levels due to force majeure or Act of God, pursuant to Brazilian Law. 12.6. The model for applying the penalties for non-compliance with the Operating Level is stipulated and presented in detail in the Quality Book. CLAUSE THIRTEEN - OTHER RESPONSIBILITIES AND LIABILITIES 13.1. The PARTNER will be responsible at the administrative sphere and before the Courts for all contractual, labor, social security or insurance obligations related to the PARTNER staff involved in performing the Services, as well as expenses associated therewith such as legal fees, Court costs and administrative expenditures, always complying with the terms of the Purchase and Sale Agreement. 13.2. Pursuant to a decision taken by any of its administrators, ORBITALL may notify the PARTNER of any dissatisfaction with regard to any of the employees of the PARTNER rendering the services at the sites set aside for servicing ORBITALL. The PARTNER will have 10 (ten) days as from receipt of such notification to remedy the problem in a manner that is satisfactory to ORBITALL. Should ORBITALL remain dissatisfied with the employee in question after the period of 10 (ten) days, the PARTNER will promptly replace such employee. 13.3. The Services will be rendered by employees of the PARTNER with which they have a lawful labor bond subject to the Consolidated Labor Laws. 13.4. Should the PARTNER transfer the premises where the Services are performed to new facilities (sites), the new site may not be located in the areas listed below, in order to ensure that the 15 Services are not subject to any break in continuity: (a) In areas subject to flooding; (b) Close to high voltage power-lines; (c) Close to commercial flight routes; (d) Close to water mains or gas pipelines; (e) In other areas subject to risks in general. 13.4.1. Moreover, the new site should offer the following facilities, as stipulated by the Law and other rules applicable thereto: (a) Asset security system; (b) Fire-fighting and preventive safety system; (c) Electrical system; (d) Emergency support equipment system (UPS and generators); (e) Climatization system. CLAUSE FOURTEEN - INTELLECTUAL PROPERTY RIGHTS 14.1. The PARTNER acknowledges that, should any works be produced for the performance of the Service at the request of ORBITALL and at the cost thereof as Project, not covered by intellectual property rights, ORBITALL will have the exclusive right to make use of the work in question until the expiry of the length of time equivalent to that used by the PARTNER for the development of the work. After the above-mentioned grace period, a new period will begin that will last for an additional period equivalent to the grace period, during which ORBITALL will have the right to a stake in the possible future sales of the work in question to third parties. During this period, the first time that the work is sold to third parties, ORBITALL will receive 50% (fifty per cent) of the amount obtained by the PARTNER. Should the work be sold a second time during this period, ORBITALL will receive 25% (twenty five per cent) of the amount obtained by the PARTNER. After the second sale, or after the expiry of this second period, the PARTNER will be free to use and sell the work with no stake held by ORBITALL. 14.1.1. For the purposes of this Clause, the development will cover the period between the date on which the PARTIES agree in the development of the Project in question and the effective implementation date of such Project. 14.2. The PARTNER acknowledges that, should works be produced for the performance of the Services at the request of ORBITALL and at the cost thereof, covered by intellectual property rights, the rights over these works will be held exclusively by ORBITALL. The registration of the above-mentioned property will be the sole responsibility of ORBITALL. However, the PARTNER shall take the measures required to ensure that these rights, held exclusively by ORBITALL, are preserved in terms of the employees, agents, representatives and/or outsourced workers of the PARTNER, accepting liability for any claims filed thereby to discuss the ownership of such rights. 14.3. The PARTIES acknowledge that, should works be produced by either of the PARTIES for purposes other than the Services, covered by author's rights or copyright, prepared on the basis of information arising from the relationship established through this Agreement, the equity copyright to such works will be held jointly by the PARTIES, in the same proportion. CLAUSE FIFTEEN - NON-DISCLOSURE AND CONFIDENTIALITY 16 15.1. The PARTIES declare that they are fully aware that they are forbidden from making use, disclosing, disposing, transferring, assigning in any manner whatsoever or providing information and/or data on the other PARTY and the Orbital Customers under any hypothesis or pretext whatsoever, obtained through the performance of this Agreement, except and insofar as these acts arise from the nature of the Services rendered. For each breach of the obligation covered in this Clause Fifteen, the defaulting PARTY will be subject to the scoring defined in Annex VI - Scoring Defaults and Violations. 15.2. The PARTIES hereby agree for themselves, their employees, workers, agents, representatives and successors to ensure full and complete confidentiality for any data, documents, technical, commercial or personal information to which they may have access or become aware, or with which they may be entrusted through the performance of this Agreement, whether in the interest of the PARTIES themselves or third parties, not being empowered to disclose, reveal, reproduce, use or advise third parties outside this Agreement, under any pretext whatsoever, under due penalty of law, without excluding indemnity for losses and damages arising therefrom. 15.2.1. Should either of the PARTIES be obliged to disclose any information on the other PARTY through a Court order or by a Government authority, it should immediately supply written notification of such obligation in order to allow the other PARTY to take the appropriate legal measures at its own cost, in order to prevent the disclosure of such information. The PARTIES hereby agree that they will provide all assistance reasonably requested by either of the PARTIES for protecting the confidential information of the other PARTY, disclosing only information that is strictly requested by the Courts or Government authorities. 15.3. The PARTIES hereby agree to specifically advise all professional staff involved in the performance of this Agreement of the confidential nature of the information, taking all measures necessary to ensure that such information is disclosed only on a need-to-know basis to those needing access thereto for the purposes of this Agreement. 15.4. At the end of the period stipulated for the performance of this Agreement, and having completed the works or rescinded the Agreement, the PARTIES hereby agree to return all documents to the other PARTY delivered thereto or obtained thereby, in any manner whatsoever through the performance of this Agreement, as well as deleting, uninstalling and/or destroying any information or data owned by the other PARTY or assigned by third parties thereto, at the request of such other PARTY, with either of the PARTIES also being forbidden to retain any material or documentation in any manner whatsoever and for any purpose other than that required to prove compliance with their obligations. 15.5. The obligation to non-disclosure and confidentiality covered by this Clause will remain effective for a period of 10 (ten) years after the termination or closure of this Agreement, with the PARTIES not being permitted to make use of such information for any purpose not covered herein during this period. 15.6. The PARTNER should keep the activities that are required to perform the Services for Orbitall Customers that are competitors physically separated, pursuant to the terms of the Operating Agreements in effect, in order to preserve the confidentiality of the information pertinent to each of these Customers. CLAUSE SIXTEEN - INFORMATION SECURITY 16.1. As a basic assumption for starting the performance of the Services and the possible future 17 supply/transfer of information between the PARTIES through magnetic or electronic media, the PARTNER hereby agrees to use data security and protection programs designed to block any unauthorized access to the PARTNER systems, including those that may be under its direct responsibility or through the Data Link with the other PARTNER systems, meaning even through the use of e-mail. 16.2. Whenever using systems that interface or interact in any manner whatsoever with the ORBITALL systems, even through the Internet, the PARTNER is bound to present documentation to ORBITALL proving that the PARTNER complies with the minimum Information Security parameters established by ORBITALL as stipulated in Annex V - Operating Agreements - Infrastructure Services. The PARTIES will negotiate the minimum information security parameters recommended for electronic data transfers, with each of the PARTIES being responsible for the costs, acquisition and installation of cryptography systems compatible with the necessary line capacity and the communications system of ORBITALL, in the data communication channels between the PARTIES. The PARTIES also agree that all data transmissions between them should be supported by cryptography programs. 16.3. When requested to do so in writing by ORBITALL, the PARTNER agrees to immediately introduce at its own expense the alterations required to remedy any possible security problems or patch any vulnerable portions of the systems that have been noted by ORBITALL. 16.4. The PARTNER also hereby guarantees that any data storage devices that may be supplied thereby (such as magnetic or electronic media) or technological environments and channels of communication between the PARTIES (such as data links, hyperlinks and banners) will be protected against computer programs or other technological resources that may result in the loss of the integrity, confidentiality or availability of the data or information of ORBITALL or third parties with which ORBITALL has commercial relationships (such as viruses and Trojan horses) as stipulated in Annex V - Operating Agreements - Infrastructure Services. 16.5. The PARTNER agrees to keep harmless ORBITALL and its Customers from any embarrassment caused by web pages or electronic mail messages containing shortcuts to other pages or unsolicited offers of products and services (such as links, banners, hot sites and spam) or whose content may be pornographic, offensive or contain any type of discrimination based on race, gender, creed or nationality. CLAUSE SEVENTEEN - CONTINGENCY PLAN 17.1. The PARTNER hereby agrees to comply with the actions and responsibilities stipulated for the continuity of the business in Annex VIII - Contingency Plan, until the PARTIES agree on alterations to such Plan. 17.1.1. Notwithstanding the above provision, whenever the PARTNER needs or intends to introduce modifications to the Contact Center operations that may affect the continuity of the Services being rendered, despite compliance by the PARTNER with the Contingency Plan in effect at that time, the PARTNER should present a proposal for altering such Contingency Plan in order to cover the actions and responsibilities ensuring the continuity of the business, pursuant to the terms of this Agreement. The proposed alteration to the Contingency Plan should be presented by the PARTNER together with the proposed alteration in question. CLAUSE EIGHTEEN - AUDITING RIGHTS 18 18.1. Without adversely affecting the obligations covered in this Agreement, ORBITALL may audit the Services either directly or indirectly, as well as all aspects of the business practices or the PARTNER related to the performance of the Services and the use of information rated as confidential under this Agreement, notifying its intention of carrying out such audits with 48 (forty eight) hours advance notice prior to the audit date, being empowered to order the PARTNER to cease and desist from any Services not performed in compliance with good practices or when non-compliant with this Agreement. The ORBITALL Customers may accompany ORBITALL during the above-mentioned audits. 18.2. The PARTNER hereby agrees to take all steps needed to remedy any irregularities noted as an outcome of such audits that cause or may cause risks or damages to ORBITALL or the Orbitall Customers, including alterations in business practices, at no cost to ORBITALL. 18.3. Should any faults, defects, flaws, errors and/or irregularities be noted in the Services in the course of an audit, the Services will immediately be redone by the PARTNER as stipulated in this Agreement, at no additional cost to ORBITALL, and without adversely affecting the penalties and/or indemnities applicable thereto. CLAUSE NINETEEN - PROCEDURES FOR THE SETTLEMENT OF DISPUTES - NEGOTIATION AND ELECTION OF LAW COURTS 19.1. In case of any dispute between the PARTIES over this Agreement, either of the PARTIES will appoint a senior business executive with ample technical expertise of the Agreement through written notification to the other PARTY. Within 5 (five) days as from receipt of such notification, the notified PARTY should appoint a senior business executive with ample technical expertise of the Agreement, so that they may meet in order to find a solution to the dispute. The appointed executives will meet as frequently as deemed necessary by the PARTIES in order to obtain and provide each other with all information related to the problem in question, and that they believe to be appropriate and relevant for the settlement of such dispute, discussing and negotiating in order to settle the dispute with no need for any other formal procedure. The manner and specific procedures of such discussions will be left to the discretion of such executives, and may include the preparation of declarations of facts agreed or position papers supplied by the PARTIES. Should these executives fail to reach an agreement on the settlement of the dispute within 30 (thirty) days as from the date of receipt of the notification covered by this Clause, it will be forwarded to other persons to be appointed by ORBITALL and the PARTNER at a hierarchical level above that of the executives initially appointed, so that they may meet and seek a non-litigious solution within 15 (fifteen) days as from receipt of the above-mentioned notification. 19.2 Should the dispute not be settled through the mechanism outlined in Clause 19.1 above, the PARTIES should appoint a mediator through common agreement within 5 (five) days as from the end of the period of 15 (fifteen) days mentioned above, in order to seek a non-litigious settlement for the dispute. Within 10 (ten) days as from the date of the appointment of the mediator, the PARTIES should do their utmost to settle the dispute, guided by the mediator. At the end of this period, should the mediation be deemed fruitless, the PARTIES should comply with the provisions in Clause 19.3 below. 19.2.1 Any decision that may be proposed by the mediator appointed by the PARTIES will not be binding thereon, unless accepted in writing by both the PARTIES. 19.2.2 The costs of the mediation procedure described above will be borne on an equal basis by both PARTIES. 19 19.2.3 The mediation will be held in the City of Sao Paulo at a place to be defined by the PARTIES. 19.2.4 The PARTIES may waive the mediation covered in this Clause 19.2 provided that this is done so jointly and in writing, with the provisions in Clause 19.3 below then becoming applicable. 19.3. Should either of the PARTIES conclude, after completing the procedures outlined above, that it will not be possible to reach a negotiated settlement, this PARTY may file suit in the Law Courts of the Sao Paulo State Capital, which will be the only Law Courts deemed competent to hear any type of litigation between the PARTIES arising from this Agreement. CLAUSE TWENTY - GENERAL CONDITIONS 20.1. The PARTIES hereby agree and affirm that the dully-accredited legal representatives signing this Agreement are competent to accept obligations on behalf thereof, and effectively represent their interests. 20.2. The PARTIES may not assign or transfer this Agreement or any benefits, interests, rights of obligations arising herefrom, either fully or partially, to any third parties without the prior written consent of the other PARTY. 20.3. Failure by either of the PARTIES to exercise the rights and powers assigned thereto through this Agreement, or tolerance with regard to any delay in the compliance with the obligations of the other PARTY will not adversely affect such rights or powers, which may be exercised at any time at the sole discretion of the interested PARTY, not altering the conditions stipulated in this Agreement. 20.4. The PARTIES will be responsible for the safekeeping and integrity of the assets of the other PARTY or third parties assigned thereto and that may be transferred for rendering the Services, whether free or charge or not, being held liable for any possible future damages, losses or misplacement thereof. 20.4.1. The assets of one of the PARTIES assigned to the other PARTY for rendering the Services may not be used as collateral by the latter. 20.5. In addition to the PARTIES, this Agreement is binding on the successors thereof, regardless of the type of succession, for all rights and obligations accepted through this document. 20.6. For all matters related to this Agreement, the PARTNER and ORBITALL will act as independent contractors. Neither of the PARTIES may declare that it has any authority to accept or establish any specific or implicit obligation on behalf of the other PARTY, nor may it represent the other PARTY as an agent, employee, representative or in any other function whatsoever. 20.6.1. Under no circumstances whatsoever may this Agreement establish a relationship of partnership or commercial representation between the PARTIES, with each of them being fully liable for its own acts and obligations. 20.6.2. The PARTNER and ORBITALL are enterprises that are completely independent among themselves, whereby no provision in this document may be construed as establishing an employment bond between the employees of one of the PARTIES and the other 20 PARTY. 20.7. This Agreement will not be modified either verbally or tacitly, but only through written deeds of amendment or revision signed by the duly-accredited legal representatives of the PARTIES. Any terms and conditions other than the terms and conditions established herein for any type of service, job, order, invoice, document, communication or notification from either of the PARTIES will not constitute an obligation for the other PARTY unless specifically accepted thereby through its dully-accredited legal representatives. 20.8. Neither of the PARTIES will be deemed in default, pursuant to the terms of this Agreement, or liable to the other for non-pecuniary obligations for any period insofar as such non-compliance results from any event or circumstance deemed to be force majeure, such as: (a) Natural disasters, except insofar as the PARTY should take measures against the effects of such disasters; (b) Revolts, public disorder, war or civil disorder; and (c) Court orders, acts or regulations issued by Government entities, unless prompted by some act or omission for which the PARTY is to blame. 20.8.1. The occurrence of an event constituting force majeure will not affect the obligation of the PARTNER to take the measures stipulated in the Contingency Plan, unless such measures are also adversely affected by the event constituting force majeure. 20.9. With regard to any communication or notification forwarded to third parties on matters pertinent to the relationship between the PARTIES, each of such PARTIES will coordinate with the other, and will grant the other PARTY the opportunity to review and comment on the contents of such communication or notification prior to the release thereof, through written authorization from the other PARTY. This provision does not alter the constraints imposed on disclosing confidential information established in Clause Fifteen, and pursuant to the provisions in this same Clause, this will not be construed as a requirement to delay or impose any constraints on either of the PARTIES for disclosing any information that may be disclosed in order to comply with any laws or regulations applicable thereto, or an order issued by an authority with sufficient powers to order such disclosure. 20.10. Unless otherwise stipulated, the periods and conditions in this Agreement mature independently of any Court or extrajudicial notification order or writ. However, when subject to the duty to notify compliance with an obligation to the other PARTY for approval or acceptance purposes, the PARTIES should provide written notification on the day of compliance with such obligations. For this purpose, the following provisions will be applicable: (a) The PARTY receiving the notification will have 5 (five) business days as from the date of receipt thereof, unless other periods are established in this Agreement, to make any remarks or requests considered necessary, not being taken under consideration for the purpose of extending the periods when issued after these 5 (five) business days; (b) Should no response be forthcoming, for all purposes of the Agreement, the contravtual obligation will be deemed to have been met; and (c) The approval under the Agreement assigned to one of the PARTIES in terms of an 21 obligation of the other will be deemed to have been issued should no statement be issued within the periods stipulated for this purpose. 20.11. All notifications, communications and requests between the PARTIES should be made in writing (and will be deemed to have been delivered on receipt thereof) and may be forwarded by fax, delivered personally, sent by registered letter or by courier (in any case, with confirmation of receipt) to the addresses given below: ORBITALL: ORBITALL SERVICOS E PROCESSAMENTO DE INFORMACOES COMERCIAIS LTDA. Rua Manoel Coelho, 600, 1st andar Cidade de Sao Caetano do Sul Estado de Sao Paulo - CEP 09510-101 Att. Regional Services Director PARTNER: INOVACAO CONTACT CENTER SERVICOS DE CONTATOS TELEFONICOS LTDA. Avenida Ipiranga, 855, 3rd andar Cidade de Sao Paulo, SP Att. Operations Director The PARTIES may alter the addresses for forwarding notifications through notification forwarded to the other PARTY as described in this Clause. Being in full and fair agreement, the PARTIES hereby sign this Agreement through their duly-accredited legal representatives endowed with sufficient powers to do so, in 4 (four) copies of identical content and for the same purposes, in the presence of the two undersigned witnesses. Sao Paulo, April 1, 2004. ORBITALL Signed Signed Name: Name: Position: Position: PARTNER Signed Signed Name: Name: Position: Position: WITNESSES: 1. 2. Signed Signed Name: Name: ID N degrees: ID N degrees : 22 ANNEX I DEFINITIONS This Annex is an integral part of the Contact Center Service Agreement signed by the Parties stipulated below on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("INOVACAO"). The following terms, as well as the variations and derivations thereof, will have the meanings listed below whenever used in this Agreement, including its Annexes and other documents forming an integral part hereof, when written with an upper-case initial, in the singular or plural: Operating Agreement: The Agreement between the PARTIES, through which they establish the Operating Levels, as well as the Service requirements, the penalties for non-compliance with the Operating Levels and other related aspects, as stipulated in the Agreement. Affiliate: Any of the subsidiaries belonging directly or indirectly to the Parent Company Corporate Group, a subsidiary or under common control with a PARTY to this Agreement. For the purposes of this definition, the word "control" and the derivations thereof mean ownership of 50% (fifty percent) of the voting capital of a company plus one share, or an equivalent situation arising from a shareholders' agreement. Quality Book: A document gathering together the Operating Agreements signed by the PARTIES. End-Clients: The users of the products and Services of the Orbitall Clients, such as the holders of credit cards and vouchers who are the end-recipients of the Services. Orbitall Clients: The users of the Services provided by ORBITALL, both current and those contracting the Services from ORBITALL in future, during the Agreement. Co-Habitation: The period during which the PARTIES will occupy common facilities that will continue for no more than the duration of the Transition Period. CONTAX: TNL CONTAX S.A. Agreement: The Contact Center Service Agreement signed by ORBITALL and the PARTNER on April 1, 2004. Purchase and Sale Agreement: The Stock Purchase and Sale Agreement signed by ORBITALL and CONTAX on April 1, 2004. A-1 Temporary Service Agreement: The Temporary Service Agreement and Other Matters signed by ORBITALL and the PARTNER on April 1, 2004. Systematic Non-Compliance with the Agreement: This should have the meaning stipulated in Clause 9.2 (b) of the Agreement. Physical Line-Up: The configuration of the attendance line-ups at the ACD - PABX. Logic Line-Up: The configuration of the attendance line-ups in the CTI - Genesys environment. INOVACAO: Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. Data Links: The communications circuit established between two points for transferring information or data. Governance Model or Governance: The set of processes structured and defined for performing sundry functions that allow the integrated joint management of the rendering of the Services. Modifications: The modifications of the Services as stipulated in Clause Three of the Agreement. Operation Levels or Operational Levels or OLA: The parameters for calibrating certain quality standards, as well as the requirements that bind the PARTIES to comply with certain quality standards when performing their respective duties and responsibilities in terms of the Agreement. New Projects: Projects requisitioned by ORBITALL, in addition to the Services. ORBITALL: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. PARTNER: INOVACAO and the successors thereto, after signature of the Agreement. PARTY or PARTIES: ORBITALL, or INOVACAO, or both. Regime Period: The duration of the Agreement after the Initial Transition Period. Transition Period: The period of 12 (twelve) months as from the signature of the Agreement, during which the Services will migrate from ORBITALL to the PARTNER. Termination Transition Period: The period stipulated in Clause Ten during which the PARTNER will render Services for the Termination Transition, should ORBITALL express interest in receiving such Services, as applicable. A-2 Reference Prices: The reference prices listed in the Reference Price List in Annex III - Prices. Contact Center Project: The Partnership Project between ORBITALL and the PARTNER, regulated by the Agreement and the Temporary Services Agreement. Projects: Modifications and New Projects. Remuneration: The remuneration to be paid to the PARTNER as stipulated in Clause Four of the Agreement, which will be the sum of the Services Remuneration and the Projects Remuneration owed by ORBITALL to the PARTNER for each month of this Agreement. Projects Remuneration: The remuneration covered in the commercial bids pertinent to the Projects, duly accepted by the PARTIES, in counterpart to the development and implementation of the Projects by the PARTNER. Services Remuneration: The remuneration to be paid to the PARTNER in counterpart to rendering the services as stipulated in Clause 4.1 of the Agreement. Services: The Contact Center Services rendered by the PARTNER to ORBITALL under the Agreement, and in particular as stipulated in Annex VII - Operating Agreements - Services. Site: The current or future facilities that should be used to render the Services by the PARTNER. Reference Price List: The Reference Price List given in Annex III - Prices. Termination Transition: This covers the period and/or the set of activities to be performed by the PARTNER and ORBITALL, as stipulated in Clause Ten of the Agreement. Turnover: This is the turnover of PARTNER employees directly involved in rendering the Services. A-3 ANNEX II RESPONSIBILITIES FOR THE PROCESSES DURING THE TRANSITION PERIOD This Annex forms an integral part of the Contact Center Services Agreement signed by the Parties stipulated below, on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("INOVACAO"). This Annex stipulates the responsibilities of the PARTIES during the Transition Period, divided among the three sites from which the services will be rendered initially, as well as the estimated dates when some of these responsibilities will be transferred from ORBITALL to the PARTNER, other than the responsibilities assigned to the PARTNER as from the signature of the Agreement, and the responsibilities that will remain with ORBITALL through to the end of the Transition Period. The PARTIES may agree on the dates when each of the ORBITALL responsibilities covered herein will be transferred to the PARTNER, other than those stipulated below, particularly due to technical reasons underlying the transfer of the responsibility, particularly the progressive separation of the ORBITALL and PARTNER data network. B-1 IPIRANGA B-2
July 1, 2004 From End to End of of Co- Co- Habitation April May June habitation onwards ------- -------- -------- ---------- ---------- OPERATIONS OPERATIONS MANAGEMENT Coaching/feedback-Agents Partner Partner Partner Partner Partner Operating meeting/communication Partner Partner Partner Partner Partner Definition of Targets & Objectives - operating teams Partner Partner Partner Partner Partner (breakout of the OLAs) Calculation & assessment of results Partner Partner Partner Partner Partner Preparation of corrective plans Partner Partner Partner Partner Partner PLANNING FORECAST Define priorities & OLAs Orbitall Orbitall Orbitall Orbitall Orbitall Develop center planning (topology) Orbitall Orbitall Orbitall Orbitall Orbitall Implement Orbitall Orbitall Orbitall Orbitall Orbitall Check track-record & trends Orbitall Orbitall Orbitall Orbitall Orbitall Check impact on AAT Orbitall Orbitall Orbitall Orbitall Orbitall Check & adjust Forecast Orbitall Orbitall Orbitall Orbitall Orbitall Validate Forecast Orbitall Orbitall Orbitall Orbitall Orbitall SIZING Size Resources Orbitall Orbitall Orbitall Partner Partner Make Resources available on-line Orbitall Orbitall Partner Partner Partner Supply scales required Orbitall Orbitall Partner Partner Partner MIS & SLAS Provide performance statistics Orbitall Orbitall Partner Partner Partner Analyze SLA Breaches Partner Partner Partner Partner Partner Establish corrective actions Partner Partner Partner Partner Partner CONTROL DESK Implement scale (definition of arrival time, breaks, Orbitall Partner Partner Partner Partner departure time, days off & vacations) Monitor compliance Partner Partner Partner Partner Partner Monitor volumes: AAT, SLA, Hang-Up Partner Partner Partner Partner Partner Identify deviation in real x forecast curve Partner Partner Partner Partner Partner Implement contingency actions Partner Partner Partner Partner Partner Implement corrective actions Partner Partner Partner Partner Partner HUMAN RESOURCES RECRUITMENT & SELECTION Define profile (ability or skills) Orbitall Orbitall Orbitall Orbitall Orbitall Define wage brackets Partner Partner Partner Partner Partner Define Consulting Services Partner Partner Partner Partner Partner Recruit Partner Partner Partner Partner Partner Select Partner Partner Partner Partner Partner Hire Partner Partner Partner Partner Partner Assess selection processes Partner Partner Partner Partner Partner TRAINING Identify needs (new products) Orbitall Orbitall Orbitall Orbitall Orbitall Identify needs (refresher courses) Partner Partner Partner Partner Partner Develop material / methodology Orbitall Orbitall Orbitall Orbitall Orbitall Give trainng (multiplicatory agent) Orbitall Orbitall Orbitall Orbitall Orbitall
B-3 Give training (agent) Partner Partner Partner Partner Partner Monitor & assess learning curve Partner Partner Partner Partner Partner ORGANIZATIONAL CLIMATE Structure an oversight program Orbitall Partner Partner Partner Partner Define oversight indicators Orbitall Partner Partner Partner Partner Develop measurement tools Orbitall Partner Partner Partner Partner Carry out climate survey Partner Partner Partner Partner Partner Implement Plan of Action based on results noted Partner Partner Partner Partner Partner DISMISSAL Define conduct policy Orbitall Orbitall Orbitall Partner Partner Detect inappropriate behavior Partner Partner Partner Partner Partner Survey & analyze employee record Partner Partner Partner Partner Partner Decide on dismissal & departure of employee Partner Partner Partner Partner Partner Notify the employee Partner Partner Partner Partner Partner QUALITY MANAGEMENT QUALITY MONITORING Define weights & measures criteria Orbitall Orbitall Orbitall Orbitall Orbitall Monitor Partner Partner Partner Partner Partner Issue reports Partner Partner Partner Partner Partner Hold calibration sessions Partner Partner Partner Partner Partner Feedback to Agents Partner Partner Partner Partner Partner Feedback to supervisors Partner Partner Partner Partner Partner Feedback to coordinators Partner Partner Partner Partner Partner MOTIVATIONAL CAMPAIGNS Development / Preparation of campaigns identified by the Partner Partner Partner Partner Partner Partner Development / Preparation of campaigns identified by Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall / the Client COMMUNICATIONS Prepare processes & procedures Orbitall Orbitall Orbitall Orbitall Orbitall Prepare script Orbitall Orbitall Orbitall Partner Partner Validate script Orbitall Orbitall Orbitall Orbitall Orbitall Disclose Operation Partner Partner Partner Partner Partner Ensure compliance Partner Partner Partner Partner Partner INFORMATION SECURITY RISK CONTROLS & REVIEW Audit & Risk Management Trials Orbitall Orbitall Orbitall Orbitall Orbitall Corrective Actions & compensatory controls - Partner Partner Partner Partner Partner Partner Activities Corrective Actions & compensatory controls - Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall Activities Provide information & reply to Audit - by Orbitall at Orbitall Partner Partner Partner Partner the Partner Support & supply information needed to meet the Orbitall Partner Partner Partner Partner requirements of the Audits carried out by Orbitall INFORMATION SECURITY Implement information security policies (Clear Desk, Orbitall Partner Partner Partner Partner Training, Destruction of Confidential Information, Who Needs to Know) QUALITY SYSTEMS Maintain ISO 9000:2000 Quality System for Orbitall Orbitall Orbitall Partner Partner Partner client attendance services
B-4 Carry out internal audit of the Quality Management System Orbitall Orbitall Partner Partner Partner TECHNOLOGY TELECOM TELECOMMUNICATIONS CARRIERS/ ORBITALL AGREEMENT Manage problems with the voice & data circuit carriers Orbitall Orbitall Orbitall Orbitall Orbitall Voice & data circuit Capacity Planning Orbitall Orbitall Orbitall Orbitall Orbitall Monitor data link Orbitall Orbitall Orbitall Orbitall Orbitall Monitor voice link Orbitall Orbitall Orbitall Partner Partner Notifying the Carrier in case of data link problems - Partner Partner Partner Partner Partner Partner environment Notifying the Carrier in case of data link problems - Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall environment Notifying the Carrier in case of Orbitall Orbitall Orbitall Partner Partner voice link problems Notify Carrier in case of problems Orbitall Orbitall Orbitall Orbitall Orbitall Ensure SLA for voice & data links with carriers Orbitall Orbitall Orbitall Orbitall Orbitall Specify the requirements for contracting resources for Orbitall Orbitall Orbitall Orbitall Orbitall new telecommunications services Supply data circuits between service centers & Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall Supply data & voice circuits between the service centers Partner Partner Partner Partner Partner DAC Notify maintenance services supplier Orbitall Orbitall Orbitall Partner Partner Operational availability of DAC & applications Partner Partner Partner Partner Partner Electrical / air conditioning system availability Orbitall Orbitall Orbitall Orbitall Partner Manage configurations, problems & changes Orbitall Orbitall Orbitall Orbitall Partner Volumes forecast for trunk-line estimate Orbitall Orbitall Orbitall Orbitall Orbitall DAC Capacity Planning Partner Partner Partner Partner Partner Carry out operational expansions for implementaton of Orbitall Orbitall Orbitall Orbitall Partner new services LOCAL AREA NETWORK (LAN) Operate & manage the software for transferred network Orbitall Orbitall Orbitall Partner Partner equipment Operate & maintain the hardware for transferred & new Partner Partner Partner Partner Partner network equipment Manage configurations, problems & changes Orbitall Orbitall Orbitall Partner Partner Plan network & operations expansion Partner Partner Partner Partner Partner Acquisition of new network equipment Partner Partner Partner Partner Partner Cabling operations & management Partner Partner Partner Partner Partner INFRASTRUCTURE Data Center Operation Orbitall Orbitall Orbitall Orbitall Orbitall Help Desk - Level 1 Help Desk - Level 2 Orbitall Orbitall Orbitall Partner Partner Backup & Tape Library for transferred servers Orbitall Orbitall Orbitall Partner Partner Backup & Tape Library for new Partner servers Orbitall Orbitall Orbitall Partner Partner Restore facility for transferred servers Orbitall Orbitall Orbitall Partner Partner Restore facility for new Partner servers Orbitall Orbitall Orbitall Partner Partner Release of security patches for the entire technological Orbitall Orbitall Orbitall Orbitall Orbitall environment required by the Partner Updating transferred security patches in the Partner Orbitall Orbitall Orbitall Partner Partner technology environment Updating new security patches in the Partner technology Partner Partner Partner Partner Partner environment Availability of Internet Access for Partner employees Orbitall Orbitall Orbitall Partner Partner ACCESS TO PARTNER SERVERS User Administration & Management Partner Partner Partner Partner Partner Policy Administration & Management Partner Partner Partner Partner Partner
B-5 Help Desk - Level 2 Partner Partner Partner Partner Partner E-MAIL Administration & Management of e-mail hardware & software Partner Partner Partner Partner Partner Acquisition of hardware & software Partner Partner Partner Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner ADMINISTRATION OF PROFILES & ACCESSES Provide access to the mainframe environment Orbitall Orbitall Orbitall Orbitall Orbitall Provide access to the local network environment Orbitall Orbitall Orbitall Partner Partner Provide access to the Orbitall Intranet environment Orbitall Orbitall Orbitall Partner Partner (password recovery system) Provide access to Attendance Applications (CW & Siebel) Orbitall Orbitall Orbitall Orbitall Orbitall Provide access to Partner Corporate applications Partner Partner Partner Partner Partner PARTNER SERVERS Administration / management of transferred server Orbitall Orbitall Orbitall Partner Partner software Administration / management of new server HW/SW Partner Partner Partner Partner Partner Acquisition of new HW & SW Partner Partner Partner Partner Partner Updating anti-virus system on transferred & new servers Orbitall Orbitall Orbitall Partner Partner MICRO INFORMATION TECHNOLOGY Acquisition of new HW & SW Partner Partner Partner Partner Partner Administration / management of transferred & new micros Orbitall Orbitall Orbitall Partner Partner (HW & SW) (Technical Support) Distribution of applications through ZenWorks Orbitall Orbitall Orbitall Partner Partner Updating anti-virus system at the transferred & new Orbitall Orbitall Orbitall Partner Partner stations HW & SW inventories for transferred stations Orbitall Orbitall Orbitall Partner Partner Ratification of HW & SW Orbitall Orbitall Orbitall Partner Partner Printer management Partner Partner Partner Partner Partner PRODUCTION Management of routines Orbitall Orbitall Orbitall Partner Partner (Intel environment) Management of routines Orbitall Orbitall Orbitall Orbitall Orbitall (Mainframe environment) APPLICATIONS IVR Specifies Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Send Call Flow & specification for budget Orbitall Orbitall Orbitall Orbitall Orbitall Pre-assessment for Call Flow impacts Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow budget Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow development Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of Call Flow Orbitall Orbitall Orbitall Partner Partner Formal acceptance of Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Software Maintenance & Support (Phraseology & Accesses) Orbitall Orbitall Orbitall Orbitall Orbitall Monitoring, Maintenance & Support - Basic Hardware & Orbitall Orbitall Orbitall Partner Partner software IVR documentation Partner Partner Partner Partner Partner IVR forecast Orbitall Orbitall Orbitall Orbitall Orbitall Port expansion & implementaton Partner Partner Partner Partner Partner Creating Mainframe terminals for new ports Orbitall Orbitall Orbitall Orbitall Orbitall Providing production environment Orbitall Orbitall Orbitall Partner Partner Providing IVR reports on volumes & performance Partner Partner Partner Partner Partner SIEBEL - ATTENDANCE FRONT-END Equipment acquisitions Partner Partner Partner Partner Partner Web Server Orbitall Orbitall Orbitall Orbitall Orbitall Application Development Orbitall Orbitall Orbitall Orbitall Orbitall
B-6 Application License Orbitall Orbitall Orbitall Orbitall Orbitall LDAP Servers Orbitall Orbitall Orbitall Partner Partner CW - ATTENDANCE FRONT-END Request for modifications Orbitall Orbitall Orbitall Orbitall Orbitall Budget Orbitall Orbitall Orbitall Orbitall Orbitall Implement requested alteration Orbitall Orbitall Orbitall Orbitall Orbitall Environment made available for trial Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Production environment available Orbitall Orbitall Orbitall Partner Partner CTI Modification of Genesys configuration Orbitall Orbitall Orbitall Orbitall Orbitall Modification of non-Genesys CTI configuration Orbitall Orbitall Orbitall Partner Partner Agents configuration (alteration to operator skills & Orbitall Orbitall Orbitall Partner Partner registrations) Other configurations in the Genesys environment Orbitall Orbitall Orbitall Orbitall Orbitall Definition of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Local production environment available Orbitall Orbitall Orbitall Partner Partner Enterprise production environment available Orbitall Orbitall Orbitall Orbitall Orbitall Genesys capacity licenses Orbitall Orbitall Orbitall Orbitall Orbitall RECORDING CALLS Definition of call recording criteria Orbitall Orbitall Orbitall Orbitall Orbitall Definition of tape recovery criteria Orbitall Orbitall Orbitall Orbitall Orbitall On-line storage Orbitall Orbitall Orbitall Partner Partner Off-line storage Orbitall Orbitall Orbitall Partner Partner Definition of quality recording policies Orbitall Orbitall Orbitall Orbitall Orbitall Maintenance & support Orbitall Orbitall Orbitall Partner Partner Implementation & expansion of recording system Partner Partner Partner Partner Partner Availability of recording environment Orbitall Orbitall Orbitall Partner Partner CORPORATE TELEPHONY Availability of local tariff-charging system Orbitall Orbitall Orbitall Orbitall Partner Management of tariff-charging system Orbitall Orbitall Orbitall Orbitall Partner Management of local telephony system Orbitall Orbitall Orbitall Orbitall Partner TELECOM / VOICE LABORATORY Availability of equipment Partner Partner Partner Partner Partner Supply of Genesys / Siebel licenses Orbitall Orbitall Orbitall Orbitall Orbitall LOGICAL & PHYSICAL SECURITY Manage configurations, problems & changes in the Call Orbitall Orbitall Orbitall Partner Partner Center environment Manage & store event records in the Orbitall environment Orbitall Orbitall Orbitall Partner Partner for auditing purposes POLICIES & PROCEDURES Manage system access profile Orbitall Orbitall Orbitall Orbitall Orbitall Define system access profile procedure Orbitall Orbitall Orbitall Orbitall Orbitall MAINFRAME Manage configurations, problems & maintenance (changes) Orbitall Orbitall Orbitall Orbitall Orbitall HW & SW Operating Availability Orbitall Orbitall Orbitall Orbitall Orbitall Notify alteration to the Orbitall connection address Partner Partner Partner Partner Partner Notify alteration to the Partner connections address Orbitall Orbitall Orbitall Orbitall Orbitall Capacity Planning Orbitall Orbitall Orbitall Orbitall Orbitall
B-7 SALVADOR B-8
July 1, 04 From End of to End of Co-Habitation April May June Co-habitation onwards ----- --- ---- ------------- ------------- Operations OPERATIONS MANAGEMENT Coaching/feedback-Agents Partner Partner Partner Partner Partner Operating meeting/communication Partner Partner Partner Partner Partner Definition of Targets & Objectives - operating teams (breakout of the OLAs) Partner Partner Partner Partner Partner Calculation & assessment of results Partner Partner Partner Partner Partner Preparation of corrective plans Partner Partner Partner Partner Partner PLANNING FORECAST Define priorities & OLAs Orbitall Orbitall Orbitall Orbitall Orbitall Develop center planning (topology) Orbitall Orbitall Orbitall Orbitall Orbitall Implement Orbitall Orbitall Orbitall Orbitall Orbitall Check track-record & trends Orbitall Orbitall Orbitall Orbitall Orbitall Check impact on AAT Orbitall Orbitall Orbitall Orbitall Orbitall Check & adjust Forecast Orbitall Orbitall Orbitall Orbitall Orbitall Validate Forecast Orbitall Orbitall Orbitall Orbitall Orbitall SIZING Size Resources Orbitall Orbitall Orbitall Partner Partner Make Resources available on-line Orbitall Orbitall Partner Partner Partner Supply scales required Orbitall Orbitall Partner Partner Partner MIS & SLAS Provide performance statistics Orbitall Orbitall Partner Partner Partner Analyze SLA Breaches Partner Partner Partner Partner Partner Establish corrective actions Partner Partner Partner Partner Partner CONTROL DESK Implement scale (definition of arrival time, breaks, departure time, days off & vacations) Orbitall Partner Partner Partner Partner Monitor compliance Partner Partner Partner Partner Partner Monitor volumes: AAT, SLA, Hang-Up Partner Partner Partner Partner Partner Identify deviation in real x forecast curve Partner Partner Partner Partner Partner Implement contingency actions Partner Partner Partner Partner Partner Implement corrective actions Partner Partner Partner Partner Partner HUMAN RESOURCES RECRUITMENT & SELECTION Define profile (ability or skills) Orbitall Orbitall Orbitall Orbitall Orbitall Define wage brackets Partner Partner Partner Partner Partner Define Consulting Services Partner Partner Partner Partner Partner Recruit Partner Partner Partner Partner Partner Select Partner Partner Partner Partner Partner Hire Partner Partner Partner Partner Partner Assess selection processes Partner Partner Partner Partner Partner TRAINING Identify needs (new products) Orbitall Orbitall Orbitall Orbitall Orbitall Identify needs (refresher courses) Partner Partner Partner Partner Partner Develop material / Methodology Orbitall Orbitall Orbitall Orbitall Orbitall
B-9 Give trainng (multiplicatory agent) Orbitall Orbitall Orbitall Orbitall Orbitall Give training (agent) Partner Partner Partner Partner Partner Monitor & assess learning curve Partner Partner Partner Partner Partner ORGANIZATIONAL CLIMATE Structure an oversight program Orbitall Partner Partner Partner Partner Define oversight indicators Orbitall Partner Partner Partner Partner Development measurement tools Orbitall Partner Partner Partner Partner Carry out climate survey Partner Partner Partner Partner Partner Implement Plan of Action based on results noted Partner Partner Partner Partner Partner DISMISSAL Define conduct policy Orbitall Orbitall Orbitall Partner Partner Detect inappropriate behavior Partner Partner Partner Partner Partner Survey & analyze employee record Partner Partner Partner Partner Partner Decide on dismissal & departure of employee Partner Partner Partner Partner Partner Notify the employee Partner Partner Partner Partner Partner QUALITY MANAGEMENT QUALITY MONITORING Define weights & measures criteria Orbitall Orbitall Orbitall Orbitall Orbitall Monitor Partner Partner Partner Partner Partner Issue reports Partner Partner Partner Partner Partner Hold calibration sessions Partner Partner Partner Partner Partner Feedback to Agencies Partner Partner Partner Partner Partner Feedback to supervisors Partner Partner Partner Partner Partner Feedback to coordinators Partner Partner Partner Partner Partner MOTIVATIONAL CAMPAIGNS Development / Preparation of campaigns identified by the Partner Partner Partner Partner Partner Partner Development / Preparation of campaigns identified by Orbitall / the Client Orbitall Orbitall Orbitall Orbitall Orbitall COMMUNICATIONS Prepare processes & procedures Orbitall Orbitall Orbitall Orbitall Orbitall Prepare script Orbitall Orbitall Orbitall Partner Partner Validate script Orbitall Orbitall Orbitall Orbitall Orbitall Disclose Operation Partner Partner Partner Partner Partner Ensure compliance Partner Partner Partner Partner Partner INFORMATION SECURITY RISK CONTROLS & REVIEW Carry out Audit & Risk Management Trials Orbitall Orbitall Orbitall Orbitall Orbitall Corrective Actions & compensatory controls - Partner Activities Partner Partner Partner Partner Partner Corrective Actions & compensatory controls - Orbitall Activities Orbitall Orbitall Orbitall Orbitall Orbitall Provide information & reply to Audit - by Orbitall at the Partner Orbitall Partner Partner Partner Partner Support & supply information needed to meet the requirements of the Audits carried out by Orbitall Orbitall Partner Partner Partner Partner INFORMATION SECURITY Implement information security policies (Clear Desk, Training, Destruction of Confidential Information, Who Needs to Know) Orbitall Partner Partner Partner Partner QUALITY SYSTEMS Maintain ISO 9000:2000 Quality System for Orbitall client attendance services Orbitall Orbitall Partner Partner Partner
B-10 attendance services Carry out internal audits of the Quality Management System Orbitall Orbitall Partner Partner Partner TECHNOLOGY TELECOM TELECOMMUNICATIONS CARRIERS/ ORBITALL AGREEMENT Manage problems with the voice & data circuit carriers Orbitall Orbitall Orbitall Orbitall Orbitall Voice & data circuit Capacity Planning Orbitall Orbitall Orbitall Orbitall Orbitall Monitor link Orbitall Orbitall Orbitall Orbitall Orbitall Notify Carrier in case of problems Orbitall Orbitall Orbitall Orbitall Orbitall Ensure SLA for voice & data links with carriers Orbitall Orbitall Orbitall Orbitall Orbitall Specify the requirements for contracting resources for new telecommunications services Orbitall Orbitall Orbitall Orbitall Orbitall Supply data circuits between service centers & Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall Supply data & voice circuits between the service centers Partner Partner Partner Partner Partner DAC Notify maintenance services supplier Partner Partner Partner Partner Partner Operational availability of DAC & applications Partner Partner Partner Partner Partner Electrical / air conditioning system availability Partner Partner Partner Partner Partner Manage configurations, problems & changes Partner Partner Partner Partner Partner DAC Capacity Planning Partner Partner Partner Partner Partner Carry out operational expansions for implementaton of new services Partner Partner Partner Partner Partner LOCAL AREA NETWORK (LAN) Operate & manage the software for transferred network equipment Orbitall Orbitall Orbitall Partner Partner Operate & maintain the hardware for transferred & new network equipment Partner Partner Partner Partner Partner Manage configurations, problems & changes Orbitall Orbitall Orbitall Partner Partner Plan network & operations expansion Partner Partner Partner Partner Partner Acquisition of new network equipment Partner Partner Partner Partner Partner Cabling operations & management Partner Partner Partner Partner Partner INFRASTRUCTURE Data Center Operation Partner Partner Partner Orbitall Orbitall Help Desk - Level 1 Orbitall Orbitall Orbitall Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner BackupTape Library for transferred servers Partner Partner Orbitall Partner Partner Backup & Tape Library for new Partner servers Partner Partner Partner Partner Partner Restore facility for transferred servers Partner Partner Partner Partner Partner Restore facility for new Partnerservers Partner Partner Partner Partner Partner Release of security patches required by the Partner Orbitall Orbitall Orbitall Orbitall Orbitall Release of security patches for the entire technological environment required by the Partner Partner Partner Partner Partner Partner Updating transferred security patches in the Partner technology environment Orbitall Orbitall Orbitall Partner Partner Updating new security patches in the Partner technology environment Partner Partner Partner Partner Partner ACCESS TO PARTNER SERVERS User Administration & Management Partner Partner Partner Partner Partner Policy Administration & Management Partner Partner Partner Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner E-MAIL Administration & Management of e-mail hardware & software Partner Partner Partner Partner Partner
B-11 Acquisition of hardware & software Partner Partner Partner Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner ADMINISTRATION OF PROFILES & ACCESSES Provide access to the mainframe environment Orbitall Orbitall Orbitall Orbitall Orbitall Provide access to the local network environment Orbitall Orbitall Orbitall Partner Partner Provide access to the Orbitall Intranet environment (password recovery system) Orbitall Orbitall Orbitall Partner Partner Provide access to Attendance Applications (CW & Siebel) Orbitall Orbitall Orbitall Orbitall Orbitall Provide access to Partner Corporate applications Partner Partner Partner Partner Partner PARTNER SERVERS Administration / management of transferred server software Partner Partner Partner Partner Partner Administration / management of new server HW/SW Partner Partner Partner Partner Partner Acquisition of new HW & SW Partner Partner Partner Partner Partner Updating anti-virus system on transferred & new servers Orbitall Orbitall Orbitall Partner Partner MICRO INFORMATION TECHNOLOGY Acquisition of new HW & SW Partner Partner Partner Partner Partner Administration / management of transferred micros (HW & SW) Partner Partner Partner Partner Partner Administration / management of new micros (HW & SW) Partner Partner Partner Partner Partner Distribute application software Orbitall Orbitall Orbitall Partner Partner Updating anti-virus system at the transferred & new stations Orbitall Orbitall Orbitall Partner Partner Inventory of HW & SW Partner Partner Partner Partner Partner Ratification of HW & SW Orbitall Orbitall Orbitall Partner Partner Printer management Partner Partner Partner Partner Partner PRODUCTION Management of routines Orbitall Orbitall Orbitall Partner Partner APPLICATIONS IVR Specifies Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Send Call Flow & specification for budget Orbitall Orbitall Orbitall Orbitall Orbitall Pre-assessment for Call Flow impacts Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow budget Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow development Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of Call Flow Orbitall Orbitall Orbitall Partner Partner Formal acceptance of Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Software Maintenance & Support (Phraseology & Accesses) Orbitall Orbitall Orbitall Orbitall Orbitall Monitoring, Maintenance & Support - Basic Hardware & software Partner Partner Partner Partner Partner IVR documentation Partner Partner Partner Partner Partner IVR forecast Orbitall Orbitall Orbitall Orbitall Orbitall Port expansion & implementaton Partner Partner Partner Partner Partner Creating Mainframe terminals for new ports Orbitall Orbitall Orbitall Orbitall Orbitall Providing production environment Partner Partner Partner Partner Partner Providing IVR reports on volumes & performance Partner Partner Partner Partner Partner CW - ATTENDANCE FRONT-END Request for modifications Orbitall Orbitall Orbitall Orbitall Orbitall Budget Orbitall Orbitall Orbitall Orbitall Orbitall Implement requested alteration Orbitall Orbitall Orbitall Orbitall Orbitall Environment made available for trial Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Production environment available Orbitall Orbitall Orbitall Partner Partner
B-12 CTI Modification of Genesys configuration Orbitall Orbitall Orbitall Orbitall Orbitall Modification of non-Genesys CTI configuration Partner Partner Partner Partner Partner Agents configuration (alteration to operator skills & registrations) Orbitall Orbitall Orbitall Partner Partner Other configurations in the Genesys environment Orbitall Orbitall Orbitall Orbitall Orbitall Definition of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Local production environment available Partner Partner Partner Partner Partner Enterprise production environment available Orbitall Orbitall Orbitall Orbitall Orbitall Genesys capacity licenses Orbitall Orbitall Orbitall Orbitall Orbitall RECORDING CALLS Definition of call recording criteria Orbitall Orbitall Orbitall Orbitall Orbitall Definition of tape recovery criteria Orbitall Orbitall Orbitall Orbitall Orbitall On-line storage Partner Partner Partner Partner Partner Off-line storage Partner Partner Partner Partner Partner Definition of quality recording policies Orbitall Orbitall Orbitall Orbitall Orbitall Maintenance & support Partner Partner Partner Partner Partner Implementation & expansion of recording system Partner Partner Partner Partner Partner Availability of recording environment Partner Partner Partner Partner Partner CORPORATE TELEPHONY Availability of local tariff-charging system Partner Partner Partner Partner Partner Management of tariff-charging system Partner Partner Partner Partner Partner Management of local telephony system Partner Partner Partner Partner Partner TELECOM / VOICE LABORATORY Availability of equipment n/a n/a n/a n/a n/a Supply of Genesys / Siebel licenses n/a n/a n/a n/a n/a LOGICAL & PHYSICAL SECURITY Manage configurations, problems & changes in the Call Center environment Orbitall Orbitall Orbitall Partner Partner Manage & store event records in the Orbitall environment for auditing purposes Orbitall Orbitall Orbitall Partner Partner POLICIES & PROCEDURES Manage system access profile Orbitall Orbitall Orbitall Orbitall Orbitall Define system access profile procedure Orbitall Orbitall Orbitall Orbitall Orbitall
B-13 RIO DE JANEIRO B-14
JULY 1, 04 FROM END OF TO END OF CO-HABITATION APRIL MAY JUNE CO-HABITATION ONWARDS ----- --- ---- ------------- ------------- OPERATIONS OPERATIONS MANAGEMENT Coaching/feedback-Agents Partner Partner Partner Partner Partner Operating meeting/communication Partner Partner Partner Partner Partner Definition of Targets & Objectives - operating teams (breakout Partner Partner Partner Partner Partner of the OLAs) Calculation & assessment of results Partner Partner Partner Partner Partner Preparation of corrective plans Partner Partner Partner Partner Partner PLANNING FORECAST Define priorities & OLAs Orbitall Orbitall Orbitall Orbitall Orbitall Develop center planning (topology) Orbitall Orbitall Orbitall Orbitall Orbitall Implement Orbitall Orbitall Orbitall Orbitall Orbitall Check track-record & trends Orbitall Orbitall Orbitall Orbitall Orbitall Check impact on AAT Orbitall Orbitall Orbitall Orbitall Orbitall Check & adjust Forecast Orbitall Orbitall Orbitall Orbitall Orbitall Validate Forecast Orbitall Orbitall Orbitall Orbitall Orbitall SIZING Size Resources Orbitall Orbitall Orbitall Partner Partner Make Resources available on-line Orbitall Orbitall Partner Partner Partner Supply scales required Orbitall Orbitall Partner Partner Partner MIS & SLAS Provide performance statistics Orbitall Orbitall Partner Partner Partner Analyze SLA Breaches Partner Partner Partner Partner Partner Establish corrective actions Partner Partner Partner Partner Partner CONTROL DESK Implement scale (definition of arrival time, breaks, departure Orbitall Partner Partner Partner Partner time, days off & vacations) Monitor compliance Partner Partner Partner Partner Partner Monitor volumes: AAT, SLA, Hang-Up Partner Partner Partner Partner Partner Identify deviation in real x forecast curve Partner Partner Partner Partner Partner Implement contingency actions Partner Partner Partner Partner Partner Implement corrective actions Partner Partner Partner Partner Partner Human Resources Recruitment & Selection Define profile (ability or skills) Orbitall Orbitall Orbitall Orbitall Orbitall Define wage brackets Partner Partner Partner Partner Partner Define Consulting Services Partner Partner Partner Partner Partner Recruit Partner Partner Partner Partner Partner Select Partner Partner Partner Partner Partner Hire Partner Partner Partner Partner Partner Assess selection processes Partner Partner Partner Partner Partner TRAINING Identify needs (new products) Orbitall Orbitall Orbitall Orbitall Orbitall Identify needs (refresher courses) Partner Partner Partner Partner Partner Develop material / Methodology Orbitall Orbitall Orbitall Orbitall Orbitall Give trainng (multiplicatory agent) Orbitall Orbitall Orbitall Orbitall Orbitall Give training (agent) Partner Partner Partner Partner Partner
B-15 Monitor & assess learning curve Partner Partner Partner Partner Partner ORGANIZATIONAL CLIMATE Structure an oversight program Orbitall Partner Partner Partner Partner Define oversight indicators Orbitall Partner Partner Partner Partner Development measurement tools Orbitall Partner Partner Partner Partner Carry out climate survey Partner Partner Partner Partner Partner Implement Plan of Action based on results noted Partner Partner Partner Partner Partner DISMISSAL Define conduct policy Orbitall Orbitall Orbitall Partner Partner Detect inappropriate behavior Partner Partner Partner Partner Partner Survey & analyze employee record Partner Partner Partner Partner Partner Decide on dismissal & departure of employee Partner Partner Partner Partner Partner Notify the employee Partner Partner Partner Partner Partner QUALITY MANAGEMENT QUALITY MONITORING Define weights & measures criteria Orbitall Orbitall Orbitall Orbitall Orbitall Monitor Partner Partner Partner Partner Partner Issue reports Partner Partner Partner Partner Partner Hold calibration sessions Partner Partner Partner Partner Partner Feedback to Agencies Partner Partner Partner Partner Partner Feedback to supervisors Partner Partner Partner Partner Partner Feedback to coordinators Partner Partner Partner Partner Partner MOTIVATIONAL CAMPAIGNS Development / Preparation of campaigns identified by the Partner Partner Partner Partner Partner Partner Development / Preparation of campaigns identified by Orbitall / Orbitall Orbitall Orbitall Orbitall Orbitall the Client COMMUNICATIONS Prepare processes & procedures Orbitall Orbitall Orbitall Orbitall Orbitall Prepare script Orbitall Orbitall Orbitall Partner Partner Validate script Orbitall Orbitall Orbitall Orbitall Orbitall Disclose Operation Partner Partner Partner Partner Partner Ensure compliance Partner Partner Partner Partner Partner Information Security RISK CONTROLS & REVIEW Carry out Audit & Risk Management Trials Orbitall Orbitall Orbitall Orbitall Orbitall Corrective Actions & compensatory controls - Partner Activities Partner Partner Partner Partner Partner Corrective Actions & compensatory controls - Orbitall Activities Orbitall Orbitall Orbitall Orbitall Orbitall Provide information & reply to Audit - by Orbitall at the Partner Orbitall Partner Partner Partner Partner Support & supply information needed to meet the requirements of Orbitall Partner Partner Partner Partner the Audits carried out by Orbitall INFORMATION SECURITY Implement information security policies (Clear Desk, Training, Orbitall Partner Partner Partner Partner Destruction of Confidential Information, Who Needs to Know) QUALITY SYSTEMS Maintain ISO 9000:2000 Quality System for Orbitall client Orbitall Orbitall Partner Partner Partner attendance services Carry out internal audits of the Quality Management System Orbitall Orbitall Partner Partner Partner
B-16 TECHNOLOGY TELECOM TELECOMMUNICATIONS CARRIERS / ORBITALL AGREEMENT Manage problems with the voice & data circuit carriers Orbitall Orbitall Orbitall Orbitall Orbitall Voice & data circuit Capacity Planning Orbitall Orbitall Orbitall Orbitall Orbitall Monitor link Orbitall Orbitall Orbitall Orbitall Orbitall Notify Carrier in case of problems Orbitall Orbitall Orbitall Orbitall Orbitall Ensure SLA for voice & data links with carriers Orbitall Orbitall Orbitall Orbitall Orbitall Specify the requirements & contract resources for new Orbitall Orbitall Orbitall Orbitall Orbitall telecommunications services Supply data circuits between service centers & Orbitall Orbitall Orbitall Orbitall Orbitall Orbitall Supply data & voice circuits between the service centers Partner Partner Partner Partner Partner DAC Notify maintenance services supplier Partner Partner Partner Partner Partner Operational availability of DAC & applications Partner Partner Partner Partner Partner Electrical / air conditioning system availability Partner Partner Partner Partner Partner Manage configurations, problems & changes Partner Partner Partner Partner Partner DAC Capacity Planning Partner Partner Partner Partner Partner Carry out operational expansions for implementaton of new Partner Partner Partner Partner Partner services LOCAL AREA NETWORK (LAN) Operate & manage the software for transferred network equipment Orbitall Orbitall Orbitall Partner Partner Operate & maintain the hardware for transferred & new network Partner Partner Partner Partner Partner equipment Manage configurations, problems & changes Orbitall Orbitall Orbitall Partner Partner Plan network & operations expansion Partner Partner Partner Partner Partner Acquisition of new network equipment Partner Partner Partner Partner Partner Cabling operations & management Partner Partner Partner Partner Partner INFRASTRUCTURE Data Center Operation Partner Partner Partner Orbitall Orbitall Help Desk - Level 1 Orbitall Orbitall Orbitall Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner Backup & Tape Library for transferred servers Partner Partner Orbitall Partner Partner Backup & Tape Library for new Partner servers Partner Partner Partner Partner Partner Restore facility for transferred servers Partner Partner Partner Partner Partner Restore facility for new Partner servers Partner Partner Partner Partner Partner Release of security patches required by the Partner Orbitall Orbitall Orbitall Orbitall Orbitall Release of security patches for the complete technological Partner Partner Partner Partner Partner environment required by the Partner Updating transferred security patches in the Partner technology Orbitall Orbitall Orbitall Partner Partner environment Updating new security patches in the Partner technology Partner Partner Partner Partner Partner environment ACCESS TO PARTNER SERVERS User Administration & Management Partner Partner Partner Partner Partner Policy Administration & Management Partner Partner Partner Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner E-MAIL Administration & Management of e-mail HW & SW Partner Partner Partner Partner Partner Acquisition of hardware & software Partner Partner Partner Partner Partner Help Desk - Level 2 Partner Partner Partner Partner Partner ADMINISTRATION OF PROFILES & ACCESSES Provide access to the mainframe environment Orbitall Orbitall Orbitall Orbitall Orbitall
B-17 Provide access to the local network environment Orbitall Orbitall Orbitall Partner Partner Provide access to the Orbitall Intranet environment (password Orbitall Orbitall Orbitall Partner Partner recovery system) Provide access to Attendance Applications (CW & Siebel) Orbitall Orbitall Orbitall Orbitall Orbitall Provide access to Partner Corporate applications Partner Partner Partner Partner Partner PARTNER SERVERS Administration / management of transferred server software Partner Partner Partner Partner Partner Administration / management of new server HW/SW Partner Partner Partner Partner Partner Acquisition of new HW & SW Partner Partner Partner Partner Partner Updating anti-virus system on transferred and new servers Orbitall Orbitall Orbitall Partner Partner MICRO INFORMATION TECHNOLOGY Acquisition of new HW & SW Partner Partner Partner Partner Partner Administration / management of transferred micros (HW & SW) Partner Partner Partner Partner Partner Administration / management of new micros (HW & SW) Partner Partner Partner Partner Partner Distribution of application software Orbitall Orbitall Orbitall Partner Partner Updating anti-virus system at the transferred & new stations Orbitall Orbitall Orbitall Partner Partner HW & SW inventories Partner Partner Partner Partner Partner Ratification of HW & SW Orbitall Orbitall Orbitall Partner Partner Printer management Partner Partner Partner Partner Partner PRODUCTION Management of routines Orbitall Orbitall Orbitall Partner Partner APPLICATIONS IVR Specifies Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Send Call Flow & specification for budget Orbitall Orbitall Orbitall Orbitall Orbitall Pre-assessment for Call Flow impacts Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow budget Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow development Orbitall Orbitall Orbitall Orbitall Orbitall Call Flow Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of Call Flow Orbitall Orbitall Orbitall Partner Partner Formal acceptance of Call Flow Orbitall Orbitall Orbitall Orbitall Orbitall Software Maintenance & Support (Phraseology & Accesses) Orbitall Orbitall Orbitall Orbitall Orbitall Monitoring, Maintenance & Support - Basic HW & SW Partner Partner Partner Partner Partner IVR documentation Partner Partner Partner Partner Partner IVR forecast Orbitall Orbitall Orbitall Orbitall Orbitall Port expansion & implementaton Partner Partner Partner Partner Partner Creating Mainframe terminals for new ports Orbitall Orbitall Orbitall Orbitall Orbitall Providing production environment Partner Partner Partner Partner Partner Providing IVR reports on volumes & performance Partner Partner Partner Partner Partner CW - ATTENDANCE FRONT-END Request for modifications Orbitall Orbitall Orbitall Orbitall Orbitall Budget Orbitall Orbitall Orbitall Orbitall Orbitall Implement requested alteration Orbitall Orbitall Orbitall Orbitall Orbitall Environment made available for trial Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification Orbitall Orbitall Orbitall Orbitall Orbitall Production environment available Orbitall Orbitall Orbitall Partner Partner CTI Modification of Genesys configuration Orbitall Orbitall Orbitall Orbitall Orbitall Modification of non-Genesys CTI configuration Partner Partner Partner Partner Partner Agents configuration (alteration to operator skills & Orbitall Orbitall Orbitall Partner Partner registrations) Other configurations in the Genesys environment Orbitall Orbitall Orbitall Orbitall Orbitall Definition of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Trial & Ratification of routing strategies Orbitall Orbitall Orbitall Orbitall Orbitall Implementation of routing strategies Orbitall Partner Partner Partner Partner
B-18 Local production environment available Partner Partner Partner Partner Partner Enterprise production environment available Orbitall Orbitall Orbitall Orbitall Orbitall Genesys capacity licenses Orbitall Orbitall Orbitall Orbitall Orbitall RECORDING CALLS Definition of call recording criteria Orbitall Orbitall Orbitall Orbitall Orbitall Definition of tape recovery criteria Orbitall Orbitall Orbitall Orbitall Orbitall On-line storage Partner Partner Partner Partner Partner Off-line storage Partner Partner Partner Partner Partner Definition of quality recording policies Orbitall Orbitall Orbitall Orbitall Orbitall Maintenance & support Partner Partner Partner Partner Partner Implementation & expansion of recording system Partner Partner Partner Partner Partner Availability of recording environment Partner Partner Partner Partner Partner CORPORATE TELEPHONY Availability of local tariff-charging system Partner Partner Partner Partner Partner Management of tariff-charging system Partner Partner Partner Partner Partner Management of local telephony system Partner Partner Partner Partner Partner TELECOM / VOICE LABORATORY Availability of equipment n/a n/a n/a n/a n/a Supply of Genesys / Siebel licenses n/a n/a n/a n/a n/a LOGICAL & PHYSICAL SECURIT Manage configurations, problems & changes in the Call Center Orbitall Orbitall Orbitall Partner Partner environment Manage & store event records in the Orbitall environment for Orbitall Orbitall Orbitall Partner Partner auditing purposes POLICIES & PROCEDURES Manage system access profile Orbitall Orbitall Orbitall Orbitall Orbitall Define system access profile procedure Orbitall Orbitall Orbitall Orbitall Orbitall
B-19 ANNEX III PRICES OF SERVICES PARTIES: ORBITALL Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Services de Contatos Telefonicos Ltda., ("PARTNER") This document constitutes an integral part of the Service Agreement signed by ORBITALL and PARTNER. 1. PRICES STRUCTURE The prices of the Services are applicable to the Regime (Agreement Duration) Period. For the Initial Transition Period, the increase factors are applicable to the prices, as stipulated in item 1.4 below. The prices presented in this Annex are quoted on a unit basis, divided up according to the site from which they will be rendered. The Price Matrix presented in this document will be used as a reference for the prices applicable to Modifications and New Projects to be developed during the Agreement by the PARTNER. 1.1 PRICE MATRIX FOR ASSISTED ATTENDANCE The price for Assisted Attendance* for inbound calls during the Regime (Agreement Duration) Period is based on five variables: - Operator level: price given for four operator categories: Operator Level I, Operator Level II, Operator Level III, Operator Level IV, as presented in details in the following tables: AMOUNT SPENT PER EMPLOYEE (R$) - SAO PAULO
Description Attend I Attend II Attend III Attend IV Frequency Eligibility ----------- -------- --------- ---------- --------- --------- ------------------- Nominal Wage [*****] [*****] [*****] [*****] Monthly All Medical Aid [*****] [*****] [*****] [*****] Monthly All Dental Aid [*****] [*****] [*****] [*****] - Meals (R$ 2.10 x 26) [*****] [*****] [*****] [*****] Monthly 4 and 6 hours Transportation Voucher [*****] [*****] [*****] [*****] Monthly All Day-Care Center Allowance [*****] [*****] [*****] [*****] Monthly Women with children Turnover up to one year old Life Insurance [*****] [*****] [*****] [*****] Monthly All
C-1 ANNEX III PRICES OF SERVICES AMOUNT SPENT PER EMPLOYEE (R$) SALVADOR
DESCRIPTION Attend I Attend II Attend III Attend IV Frequency Eligibility --------------------------- -------- --------- ---------- --------- --------- ----------- Nominal Wage [*****] [*****] [*****] [*****] Monthly All Medical Aid [*****] [*****] [*****] [*****] Monthly All Dental Aid [*****] [*****] [*****] [*****] - - Meals (R$ 2.10 x 26) [*****] [*****] [*****] [*****] Monthly 4 and 6 hours Transportation Voucher [*****] [*****] [*****] [*****] Monthly All Day-Car Center Allowance [*****] [*****] [*****] [*****] Monthly Women with children Turnover up to one year old Life Insurance [*****] [*****] [*****] [*****] Monthly All
- Service or Operation Level: price given at three TSF Levels (85:20 - 85% of the calls answered within Turnover up to 20 seconds; 80:25 - 80% of the calls answered within Turnover up to 25; 70:30 - 70% of the calls answered within Turnover up to 30 seconds). - Turnover for Operation: price given in two ranges (Turnover up to 2.5% per month and Turnover up to 3.5% per month). - Monthly Average Call Volume: price given in three ranges ** (operations with monthly average of Turnover up to 50,000 calls; operations with monthly average of Turnover up to 250,000 calls; and operations with monthly average of more than 250,000 calls). - Average Response Time (TMA): price given in three ranges (calls with average time of Turnover up to 90 seconds; calls with average time of 90 to 150 seconds; and calls with average time of 90 to 250 seconds). - Control Span: price given in three ranges for the supervisor/operator ratio (1/12; 1/18 and 1/24). * Calls effectively answered. * * The same price will be applied to the Services (e.g.: response line-ups) with volumes within the respective ranges. The benchmark prices are always the ceiling for the range in question. Consequently, they are taken as the cap price for the Service covered by the range in question. Each cell in the spreadsheets presented at the end of this Annex corresponds to the unit Prices per Call answered or per minute spoken for operation under the conditions established by the criteria defining the cell. C-2 ANNEX III PRICES OF SERVICES 1.2 AUDIBLE RESPONSE UNIT USE PRICES There are two prices for calls answered through the Audible Response Unit (ARU): a) Prices per Call answered through the Audible Response Unit (ARU). b) Price per minute of traffic within the Audible Response Unit (ARU) "tree". The price of each call effectively answered through the Audible Response Unit (ARU) will be calculated on the basis of the sum of two portions: the Prices per Call added to the price per traffic minutes multiplied by the number of minutes to one decimal place, as shown in the following table.
ITEM PRICE (R$) --------------- ---------- Prices per Call [*****] Price per minute [*****]
1.3 PRICE PER ATTENDANT POSITION The prices for making an Attendant Position available are divided into three types: a) "Dry" Attendant Position (on operator) provided at the ORBITALL facilities. b) "Dry" Attendant Position (no operator) provided at the PARTNER facilities. c) "Inbound" Attendant Position (with operator) provided at the PARTNER facilities. The prices refer to the four operator remunerator levels as described in item 1.1 Price Matrix per Assisted Attendance. d) "Outbound" attendant position with operator for telemarketing, provided at the facilities of the PARTNER. The prices refer to the four operator remuneration categories, as described in item 1.1 Price Matrix per Assisted Attendance. e) "Outbound" attendant position with operator and predictive dialer, provided at the facilities of the PARTNER. The prices refer to the four operator remuneration categories, as described in item 1.1 Price Matrix per Assisted Attendance. The first type (Dry operator position at the ORBITALL facilities) does not refer to the Initial Transition Period, when the PARTNER may be operating at the current ORBITALL facilities. This type refers to the situation where ORBITALL contracts only the workstation and manages an operation at its own facilities. C-3 ANNEX III PRICES OF SERVICES PRICE PER ATTENDANT POSITION (R$)
SCENARIO ITEM SP BA ---- -- -- Dry AP at Orbitall [*****] [*****] Dry AP at Contax [*****] [*****] Inbound AP Opt [*****] [*****] Inbound AP Opt [*****] [*****] Inbound AP Op 3 [*****] [*****] Inbound AP Op 4 [*****] [*****] Outbound AP Opt [*****] [*****] Outbound AP Op 2 [*****] [*****] Outbound AP Op 3 [*****] [*****] Outbound AP Op 4 [*****] [*****] Outbound AP Dial-up Op 1 [*****] [*****] Outbound AP Dial-up Op 2 [*****] [*****] Outbound AP Dial-up Op 3 [*****] [*****] Outbound AP Dial-up Op 4 [*****] [*****]
1.4 INCREASE FACTORS A price increase scheme is presented below for the Initial Transition Period. Through this scheme, part of the PARTNER investments will be financed through the acceptance of the increased prices by ORBITALL. These factors are presented in the following table. PRICE INCREASE FACTOR FOR AGREEMENT DURATION
Site 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter ---- ----------- ----------- ----------- ----------- RJ ORBITALL [*****] [*****] [*****] [*****] SALVADOR ORBITALL [*****] [*****] [*****] [*****] SP ORBITALL [*****] [*****] [*****] [*****] SALVADOR CONTAX [*****] [*****] [*****] [*****] SP CONTAX [*****] [*****] [*****] [*****]
The increase factors are used to multiply the assisted attendance and Audible Response Unit (ARU) prices for the four quarters of the first year of the Contract, by each of the locations of the respective operations. The increase factors stipulated in this Clause 1.4 will be applied subsequent to the application of the adjustment factors by the total value of the Services Remuneration stipulated in Clause 1.5. below. C-4 ANNEX III PRICES OF SERVICES After the second year of the Agreement, the increase prices stipulated in this Clause 1.4 automatically cease to be applicable. 1.5 ADJUSTMENT FACTORS BY TOTAL VALUE OF THE SERVICES REMUNERATION PER MONTH Services prices take into consideration the benchmark threshold for the Services Remuneration equivalent to [*****]. If the Services Remuneration for a specific month is higher or lower than the above-mentioned benchmark threshold, new prices will be applied for the Services. In order to calculate the new prices, the following mechanism is applied: (a) The Services Remuneration will be calculated by the multiplying the applicable unit prices by the volume of the Services effectively rendered; (b) The total value of the Services Remuneration for a given month will be compared to the benchmark threshold of [*****]; (c) The Services Remuneration will be classified in compliance with the following table, in order to obtain the applicable adjustment factor; (d) Each of the unit prices constituting the Services Remuneration will be multiplied by the adjustment factor applicable thereto; (e) The new sum of the unit prices, duly restated and multiplied by the volume of the Services effectively rendered, will be the total value of the Services Remuneration for the month in question;
TOTAL REVENUES - SERVICES REMUNERATION ADJUSTMENT FACTOR -------------------------------------- ----------------- Value below 20% of the benchmark threshold [*****] Value below 40% of the benchmark threshold [*****] Value below 60% of the benchmark threshold [*****] Value below 80% of the benchmark threshold [*****] Value at 80% - 125% of the benchmark threshold [*****] Value above 125% of the benchmark threshold [*****] Value above 150% of the benchmark threshold [*****] Value above 175% of the benchmark threshold [*****] Value above 200% of the benchmark threshold [*****]
C-5 ANNEX III PRICES OF SERVICES In order to avoid any doubts the unit prices for the Services on the invoices to be issued by the PARTNER will correspond to the prices resulting from applying the adjustment factor as stipulated in item (d) above. 1.6 PRICE RESTATEMENT The value added through gains in productivity, fine-tuning management processes or any other benefits will be analyzed and negotiated on the basis of the established partnership model, whereby each of the PARTIES may be compensated in proportion to the contribution thereof. On an annual basis, PARTIES will restate the Services Prices and will establish the percentage to be applied for such restatement through common agreement, taking into account but not limited to the repercussions of alterations on the market, wage restatements granted on a friendly basis to the labor-force or through collective bargaining agreements, and foreign exchange variations on the infrastructure cost. Should the applicable legislation allow prices to be restated over a shorter period of time, the PARTIES will negotiate the price restatement in order to maintain the economic and financial balance of the Agreement. Without adversely affecting the provisions in the previous items, the proposed restatement should include a reconstitute of the value on an item-by-item basis in compliance with the price list presented in this Annex, as well as the respective impacts thereof on the monthly overall value of the Agreement. Particularly with regard to the wage restatement item arising from direct negotiation or the legal collective bargaining process mentioned above, the PARTIES hereby establish that, at the time of the restatement, they will negotiate the wage restatement index to be applied immediately, in order to maintain the economic and financial balance of the Contract. Should any taxes be introduced or eliminated, or in case of any increase of decrease in those already falling and covered in the prices presented by the PARTNER, the PARTIES will reach at any time the understandings required to maintain the financial balance of the contractual relationship. Taxes and other fiscal charges owed under the Agreement are the sole responsibility of the taxpayer as defined under Brazilian Tax Law, other than for the PIS and COFINS mandatory profit-sharing schemes and the levies paid to the National Social Security Institute (INSS) already included in the applicable prices. C-6 ANNEX III PRICES OF SERVICES PRICES PER CALL ANSWERED FOR SAO PAULO SITE (R$)
Prices (CALL) for operations Service Level 85/20 Service Level 80/25 Service Level 70/30 with VOLUME of Turnover up to 50 M Calls (monthly average) Op Op Op Op Op Op Op Op Op Op Op Op Level Level Level Level Level Level Level Level Level Level Level Level I II III IV I II III IV I II III IV ----- ----- ----- ----- ----- ----- ------ ---- ----- ----- ----- ----- Control Span 1/12 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] up to 2.5 to 90 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 Control AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] Span 118 up to 2.5 to 90 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 Control AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] Span 1/24 up to 2.5 to 90 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****][*****] [*****][*****] [*****] [*****] [*****] [*****] to 3.5
C-7 ANNEX III PRICES OF SERVICES
Prices (CALL) for operations Service Level 85/20 Service Level 80/25 Service Level 70/30 with VOLUME of Turnover up to 250 M Calls (monthly average) Op Op Op Op Op Op Op Op Op Op Op Op Level Level Level Level Level Level Level Level Level Level Level Level I II III IV I II III IV I II III IV ----- ----- ----- ----- ----- ----- ------ ---- ----- ----- ----- ----- Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/12 up up to 2.5 to 90 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 Control AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/18 up to 2.5 to 90 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 Control AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/24 up to 2.5 t o 90 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 to 2.5 -150 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 2.5 to 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5 AAT Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over to 2.5 250 Turnover up [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] to 3.5
C-8 ANNEX III PRICES OF SERVICES
Prices (CALL) for operations Service Level 85/20 Service Level 80/25 Service 70/30 with VOLUME of Turnover up to 250 M Calls (monthly average) Op Op Op Op Op Op Op Op Op Op Op Op Level Level Level Level Level Level Level Level Level Level Level Level I II III IV I II III IV I II III IV ----- ----- ----- ----- ----- ------ ------ ------ ------- ------- ------- ------- Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/12 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/18 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/24 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5
C-9 ANNEX III PRICES OF SERVICES PRICES PER CALL ANSWERED FOR SALVADOR SITE (R$)
Prices (CALL) for Service Level 85/20 Service Level 80/25 Service Level 70/30 operations with VOLUME of Turnover up to 50 M Calls (monthly average) Op Op Op Op Op Op Op Op Op Op Op Op Level Level Level Level Level Level Level Level Level Level Level Level I II III IV I II III IV I II III IV ------ ------- ------- ------- ------- ------- ------- ------- ------- ------- ------- ------- Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/12 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/18 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 Control AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] Span 1/24 up up to 2.5 to 90 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 up to 2.5 -150 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up up to 2.5 to 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5 AAT Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] over up to 2.5 250 Turnover [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 3.5
C-10 ANNEX III PRICES OF SERVICES
Prices (CALL) for operations with VOLUME of Turnover up to 250 M Calls Service Level 85/20 Service Level 80/25 (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (CALL) for operations with VOLUME of Turnover up to 250 M Calls Service Level 70/30 (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-11 ANNEX III PRICES OF SERVICES
Prices (CALL) for operations with VOLUME of Turnover up to 250 M Service Level 85/20 Service Level 80/25 Calls (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (CALL) for operations with VOLUME of Turnover up to 250 M Calls Service Level 70/30 (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-12 ANNEX III PRICES OF SERVICES PRICES PER MINUTE SPOKEN FOR SAO PAULO SITE (R$)
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up Service Level 85/20 Service Level 80/25 to 50 M Calls (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up Service Level 70/30 to 50 M Calls (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-13 ANNEX III PRICES OF SERVICES
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up Service Level 85/20 Service Level 80/25 to 250 M Calls (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 0.4965 AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up Service Level 70/30 to 250 M Calls (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] 0.4965 AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-14 ANNEX III PRICES OF SERVICES
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 250 M Calls Service Level 85/20 Service Level 80/25 (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Service Level 70/30 Turnover up to 250 M Calls ----------- ----------------------------------------------- (monthly average) Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-15 ANNEX III PRICES OF SERVICES PRICES PER MINUTE SPOKEN FOR SALVADOR SITE (R$)
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 50 M Calls Service Level 85/20 Service Level 80/25 (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 50 M Calls Service Level 70/30 (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-16 ANNEX III PRICES OF SERVICES
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 250 M Service Level 85/20 Service Level 80/25 Calls (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 250 M Service Level 70/30 Calls (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-17 ANNEX III PRICES OF SERVICES
Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 250 M Service Level 85/20 Service Level 80/25 Calls (monthly average) ----------------------------------------------- ----------------------------------- Op Level I Op Level II Op Level III Op Level IV Op Level I Op Level II Op Level III ------------ ---------- ------------------ ---------- ----------- ------------ ----------- ---------- ----------- ------------ Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] [*****] [*****] Prices (MINUTE SPOKEN) for operation with VOLUME of Turnover up to 250 M Service Level 70/30 Calls (monthly average) ----------- ----------------------------------------------- Op Level IV Op Level I Op Level II Op Level III Op Level IV ------------ ---------- ------------------ ----------- ---------- ----------- ------------ ----------- Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/12 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/18 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] Control Span AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 1/24 up to 90 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] 91 -150 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] up to 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****] AAT Turnover up to 2.5 [*****] [*****] [*****] [*****] [*****] over 250 Turnover up to 3.5 [*****] [*****] [*****] [*****] [*****]
C-18 ANNEX IV GOVERNANCE This Annex is an integral part of the Contact Center Services Agreement signed by the Parties stipulated below on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("INOVACAO"). 1.1 Concept Governance is a set of structured processes defined to perform a wide variety of functions that allow joint management of the Contact Center operations. In the model, the PARTIES have separate responsibilities and autonomy for performing their services, in compliance with the principles and policies agreed in this structure. The persons appointed to work with the Governance procedures are part of the formally employed staff of ORBITALL and the PARTNER, assigned to the premises of their contracting Parties. All matters involved in the Governance procedures should be discussed and assessed at Committee Meetings/Forums. These meetings firm up the procedures that are understand to constitute Governance. The Governance model implies a redefinition of the set of proceedings related to the Contact Center operations, all of which are clustered within ORBITALL. The Governance activities are assigned to this Group because it requires coordinated efforts, or at least oversight by both PARTIES. This does not imply that some of them may not have their primary responsibilities assigned to one of the PARTIES. This allocation of responsibilities should exist in order to make the best possible use of the expertise and material resources of both Companies. The following diagrams help illustrate the role of the Governance structure, presenting the relocation of the main procedures related to the Contact Center operations, and also show the conceptual division of responsibilities for Orbitall Clients, ORBITALL and the PARTNER. D-1 ANNEX IV GOVERNANCE [CITIBANK CREDIT CARD PROFORMA] Figure 1 - Governance Structure - Illustrative Example The green section on the left hand side of the diagram represents the Orbitall Clients. They are responsible for becoming familiar with their own customers (consumers) and defining the business strategy used to service them, meaning the consumer integration strategy. The white section in the upper-right corner represents ORBITALL, which has specific responsibilities related to its role as a technological integration agent and provider of the processing applications, in addition to the front-end attendance services. The red section headed Service Management represents all Governance within the concept of integrated services management. The sections headed Modeling and Planning represent the portion of Orbitall responsible for conducting and rendering the client attendance services. The red section headed Execution represents the PARTNER, which is responsible for managing the attendance operations (as set out in detail in the blue section to the right of the diagram, except for Internet and Outbound). Chatroom Attendance Services fall within the medium-term possibilities for Orbitall Clients, although they will be covered by subsequent discussions. D-2 ANNEX IV GOVERNANCE The permanent Governance structure, consisting of representatives of ORBITALL and the PARTNER, is divided into three basic procedure groups: - Service Management Coordination - Service Planning and Modeling - Service Execution [FLOW CHART] Figure 2 - Governance Structure - Illustrative Example 1.2 SERVICE MANAGEMENT Service Management includes the function of Orbitall Client relations, translating their business requirements into an Attendance model, while also handling the direction, coordination and oversight of the work and the results achieved by all those involved in rendering Services to Orbitall Clients: Service Planning, Modeling and Execution Teams (PARTNER), as well as in-house and outside suppliers. The Service Management will consist of ORBITALL employees organized by Orbitall Clients, divided into specific relationship groups. This Team will be the only point of contact with the Orbitall Clients, with the following duties and responsibilities: D-3 ANNEX IV GOVERNANCE - Responsibility for full-service relationships with Orbitall Clients and coordination of all requirements related to the Attendance Service; - In-depth knowledge of Orbitall Clients and the operations: specific characteristics of the Attendance Service; specific characteristics of the business; track-record of problems; tools used; operating procedures; main performance indicators; quality reports (ISO monitoring); problem resolution status; alterations in the Attendance procedures; business rules; and operating model; - Centralization of contacts ensure all-round Attendance for the Services (requirements, complaints, definitions/modification of SLAs and OLAs, forecasting, information analysis, target compliance, and others); - The ongoing maintenance of information with the Orbitall Clients related to rendering the Services (potential risks, current problems, general operating status, administration of unplanned events, and others). 1.3 SERVICE MODELING AND PLANNING The Service Management will meet the requirements of Orbitall Clients through a specific set of activities organized into Service Modeling, Planning and Execution. For example, Service Modeling and Planning define whether a specific Service rendered to an Orbitall Client will be supplied in a single area or not, with what level of Attendant, what Attendant/Supervisor ratio, whether the Attendants will be single skill or will also handle other Capital Services, what will the Call Routing strategy be, etc. Having defined the Attendance model and analyzed the Orbitall Client business, Service Modeling and Planning will undertake activities such as drawing up the forecast call volumes (monthly, daily and hourly) and simulating the impact of these demands on the operations. The impact simulation tariff will be calculated through the Genesys tool, owned by ORBITALL. The Service Modeling and Planning team should be fully familiar with the characteristics of the Attendance procedures and the Genesys tool (on-screen voice and data synchronism - CTI, Interaction Router, Call Routing Rules, Strategic Builder and Workforce Management). The Service Modeling and Planning structure consists of employees, subcontracted or outsourced workers, or the agents and representatives of ORBITALL, structured into six macro-processes. D-4 1. Process Management Identify and implement all types of improvements to the Service in a reactive and/or proactive manner, such as: Implement front-end modifications (Attendance application used during the operations); Introduce alterations to the Audible Response Unit (ARU); Introduce modifications to the Attendance model; Draw up the Orbitall Clients requirements specification (analysis of impact and associated risks). 2. Business Rules - Model new Attendance Services: Manage the Call Routing tool (CTI - Computer Telephone Integration); - Define and update the Routing rules for the Call Routing tool; - Carry out Routing simulations; - Establish parameters for the Attendance rules of the Audible Response Unit (ARU), as well as Assisted Attendance (human). 3. Planning - Understand the business demands presented by the Orbitall Clients; - Estimate the call volumes based on the business demands of Orbitall Clients; - Detail volumes in daily Attendance curves for operations, based on call track records, seasonal factors, operator specialties, etc. 4. Performance - Control all activities performed to render the Services (by the PARTNER, by ORBITALL and by suppliers) through pre-defined performance indicators; - Consolidate and prepare full reports on the Services rendered to the Orbitall Clients, which constitute the Management Information System. D-5 5. Finances Pricing the Services, understanding the different ORBITALL margins and costs (based on the complexity of the business and the number of people requested by the Orbitall Clients), and the PARTNER prices (volume and quality defined in the OLAs). Analysis of the applicability of the conditions of the requests of Orbitall Clients, compared to the scope of Services Agreements between ORBITALL and such Orbitall Clients (SLAs and OLAs). Profitability by Orbitall Client / Type of Service. 6. Communications Define the communications strategies and the specific training sessions, such as: - Formatting of the communications according to the standards by type of communication; - Preparation of the scripts; - Organize and provide technical training for the instructors (when necessary). 1.4 SERVICE EXECUTION Service execution matches the operating policies as such to the Service Modeling and Planning, ensuring that the operations Attendance capacity is properly sized to the planning drawn up by the Service Modeling and Planning. This is where training requirements are discussed, for instance, as well as potential monitoring scenarios, communications, recruitment, incentive programs and remuneration for attendants and supervisors, among other matters. This team should consist of employees, subcontractors, outsourced workers, agents or representatives of the PARTNER. Its main characteristic is an in-depth knowledge of the Attendance procedures and operations management. The Service Execution will be in charge of performing and coordinating all the tasks related to the Contact Center Operations Management, such as: 1. Operations Management Coordinate all the tasks related to the Attendance operations, keeping the all-round performance of the Services in compliance with the OLAs; Identify opportunities for upgrading procedures and operations. D-6 2. Traffic Generate scale through forecasting drawn up by the ORBITALL planning; Assign and un-assign resources to the operations; Oversee the match between the allocated and planned resources during the daily operations (check compliance with scale); Identify the need to recruit and train operators and supervisors. 3. Personnel Management Carry out the recruitment and training processes for all those involved directly in the operations; Draw up incentive and remuneration programs for the teams involved directly in the operations; Implement monitoring and assessment procedures for the teams involved directly in the operations. 4. Reports Generate specific performance reports on the Services rendered (examples: operator life cycle, use of operating capacity, assessment of training x Attendance monitoring, among others). 5. Technological Infrastructure Capacity Management (Capacity) Identify needs for change in the installed infrastructure capacities (increase, reduction or upgrading the infrastructure); Implement contingency actions in case of operating faults. 6. Documentation Key in the content of the scripts Implement the scripts for use by the operating attendants; Draft the behavioral training and refresher training contents. 1.5 COMMITTEES The committees will be operating groups consisting of employees, outsourced workers, subcontractors, agents or representatives of ORBITALL and the PARTNER, focused on planning, sizing, training, communications, technology and other aspects of the Services, which will meet on an irregular basis as frequently as required, whose main purpose will be to align the PARTIES for rendering the Services to the Orbitall Clients. D-7 The committees may be strategic or operating, and some of them may include Orbitall Clients. The activities performed by the committees will be part of the service of rendering the end-services to the Orbitall Clients. For instance, the committees will be responsible for analyzing the estimated forecasts and the resultant sizing of the number of Attendants and Attendance Positions, analyzing the performance indicators, achieved or not, in compliance with the OLAs, defining the plans for any New Project impacting the Contact Center operations, the prices of new Services not included in the Price Matrixes in Annex III - Prices, defining the annual price restatement index, and other activities. The committees will be set up and structured on the basis of the following characteristics: - Type (operational / strategic) - Criticality Status (impact on operations) - Objective - Members - Facilitator - Responsibilities - Frequency - End-Product of the committee - Decisions documentation During the detailing period for the Governance Model procedures, the committees will be defined, structured and set up by mixed teams from ORBITALL and the PARTNER. The decisions taken by the various committees will be firmed up through Operating Agreements (OLAs) and will be binding on the PARTIES. D-8 ANNEX V OPERATING AGREEMENTS - INFRASTRUCTURE SERVICES This Annex is an integral part of the Contact Center Services Agreement signed by the Parties mentioned below on April 1, 2004. PARTIES: Orbitall Servicos andProcessamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("INOVACAO"). E-1
In Charge (See Type of Responsibility Technology Type of Service Description Measurements Matrix) ------------------- --------------- ------------------------------------------------------ ------------------ --------------- LAN / Network Connection This service includes the maintenance, administration 100% available Operate and between and support for all levels of HW and SW for all the manage Orbitall connection portal equipment, the firewall and safety transferred x Partner precautions, in order to ensure communications network between the companies If the encryption facility is equipment enabled internally and the Routers, the Partner should use Routers for remote collection that are mandatorily fabricated by Cisco, with the 3des feature enabled. The connection should always be available. The dynamic routing table may not be changed between the Partner Routers and the Orbitall environment Routers. Traffic between the Partner sites should not use the Orbitall network infrastructure. Network The networks related to the Contact Center such 100% compliant Manage Separation as ICR, IVR, Citiphone, Attendants Network configurations, and Corporate should be fully segmented, with problems and each network being endowed with its own changes network devices. This means that they may not share traffic among themselves and should be illegible from any other networks not connected directly to the business. Information The data on all connections between the Partner 100% compliant Manage Security and Orbitall sites should be protected through configurations, 3des software encryption and separated from problems and other clients. These data should be used only changes for the purposes of the Contact Center services, with the information limited to the Orbitall x Partner Universe. The traffic between the Partner sites illegible encrypted. Any external connection carried out in the Partner's site must go through a firewall. Management The Partner should have a tool able to obtain On-line - 24x7 Manage information online and provide information configurations, online remotely or through reports on: the problems and average use of the CPU and the memory of the changes Routers and the switch router; the average broadcast ratings and the clash and use of each segment in the Contact Center environment network for each attendance hub, management and checking problems with the network devices, calling in the help-desk and support areas. Interventions Any intervention that results in downtime for 11 business days Manage the Orbitall Contact Center environment should configurations, be agreed previously between the Parties. problems and changes Tracing The Partner should have an in-house process 100% compliant Manage Mechanism able to trace accesses and actions carried out by configurations, users on all the Routers and the Switch Routers problems and constituting this Contract Center environment. changes We recommend using the Accounting, Authorization and Authentication (AAA) system for accessing the Routers and the Switch Routes, For external connections to any remote site involving the Contact Center environment, this connection should be protected by a Firewall. Version Updates Keep the equipment and all the applications Half-yearly review Plan network and Upgrades updated in order to ensure operationalization in 100% expansion and Correcting compliance with the business rules in effect at operation. Vulnerability the time, in addition to ensuring full system Update security Loopholes integrity and security. Update the security patches in the patches in the Partner technological Partner environment. technological environment.
E-2
In Charge (See Type of Responsibility Technology Type of Service Description Measurements Matrix) ------------------- --------------- ------------------------------------------------------ ------------------ --------------- LAN / Network New Connections New Connections requested by the Partner should be 100% compliant Manage forwarded to Orbital in a document with the connection configurations, intentions with prior notice of at least 11 (eleven) problems and business days. changes
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Type of In Charge (See Technology Type of Service Description Measurements Responsibility Matrix) ---------- ------------------------ ------------------------------------------ ---------------------------- ------------------------ IVR System Monitoring Monitor the IVR system, carry out regular Daily monitoring and Monitoring, IVR tests, record findings and report back on forwarding monthly Maintenance, Help-Desk occurrence in order to stay ahead in monitoring reports and Support for basic detecting problems in the environment. hardware and software Documentation Updates Keep the IVR system documentation updated Forwarding documentation IVR Documentation (topology, versions, number of ports, IP monthly address, mainframe terminals, CICS, which services respond, digital/analog extension...), including the track-records of the expansions and rearrangements of equipment between hubs. Development of new IVR Introduce alterations to the IVR 0% faults Call Flow Development phraseologies phraseologies in compliance with business requirements. Implementation of new Distribute the new phraseology to all IVR 100% 48 hours after Implementation of Call phraseologies equipment in the production environment notification Flow related to the system involved at pre-set times Validation of the Validate the implementation of new 0% faults Formal Call Flow implementation of new phraseologies in the production Acceptance phraseologies environment. Correction of IVR Develop the corrective version of the 100% Software maintenance phraseologies phraseology for problems reported and Support officially through the Help-Desk, after (Phraseology and confirming the diagnosis of the need to Accesses) alter the phraseology for subsequent implementation in the production environment. Implementation of Undertake the distribution to all the IVR 100% 4 hours after Call Flow corrective phraseologies equipment in the production environment notification Implementation related to the system involved, at any time. Validation of the Validate the implementation of corrective 0% faults Formalization of Call implementation of phraseologies in the production Flow corrective phraseologies environment. Resolving IVR problems Correct faults in the production and 100% correction in up to 4 Monitoring, laboratory environments related to the hours after notification Maintenance, Help-Desk hardware, operating system, basic software and Support for basic (IVR and MS) SQL Server for the Electronic hardware and software Attendance System Set (IVR, statistical service, IVR managers, CTI services and others). Downtime Report Forward downtime report on the IVR system 100% after correction in up Monitoring, listing the impacts and diagnoses as well to 8 hours after Maintenance, Help-Desk as the corrective and preventive actions. notification and Support for basic hardware and software IVR Laboratory Keep the IVR equipment available in the 99% 24x7 Telecom/Voice laboratory laboratory at Orbitall. The IVR laboratory Except for maintenance when Equipment availability should reflect a production environment. scheduled and agreed by the Parties
E-4 Availability of IVR Provide daily reports on volumes and 100% available in D+1 Availability of IVR Reports performance for IVR systems, organized by reports on volumes and day, time, product and hub. performance a) Volumes: total volume of calls through the IVR, specifying On Hold x Hang-Ups x Forwarded b) Performance: average Attendance Time Report, On Hold %, Occupancy % by IVR and Loss of Ticket Note: See Reports Book. Version upgrades and Keep the equipment and all the Half-yearly review Expansion and updates applications updated in order to ensure implementation of ports operationalization and compliance with the business rules in effect at the time, in addition to ensuring full system security and integrity. Fixing Loopholes Update the security patches in the Partner 100% Updating security technology environment. patches in the Partner technology environment. Forecast Forecast of call volumes and AAT for the Monthly with 90 days advance IVR Forecast IVR systems covering the existing and new notice products. The information will be arranged by the IVR systems in operation.
E-5
Type of In Charge (See Technology Type of Service Description Measurements Responsibility Matrix) ---------- ------------------------ ----------------------------------------------- ------------------------- ---------------------- Capacity Planning Undertake the sizing, possible future 90 days after receipt of Port implementation expansions of the ports and adaptations of the Forecast and expansion the IVR and other components (statistical servers, IVR managers, CTI servers and the other) including all hardware and software to handle the call demands. Technological Constraint For the ATC system, GMK or Intervoice technologies may be used, which should be fully integrated with the Genesys CTI platform, customized for Orbitall. For Sodexho, Citiphone andCorporate (SAT/Panel) the IVR must be GMK integrated to the CTI Symposium Link Nortel. Possible future opportunities for altering the technology should be discussed subsequently under Governance. Creation of New Responsibility for the establishing new 96 terminals in up Establishing Mainframe Terminals mainframe terminals (production and to 5 business days mainframe terminals laboratory CICS) given the IP address. for new ports. Update the IVR Update the Electronic Attendance System Half-yearly review Availability of (IVR, statistic servers, IVR managers, CTI production servers and others), ensuring ongoing environment maintenance by the technology manufacturer for the hardware and software, in addition to ensuring full system security and integrity, handling the forecast call volumes properly. The updates should be implemented with approval from Orbital. IVR Availability of IVR Maintaining the availability of the IVR 24x7 99% for each Availability of equipment equipment, meeting business demands. IVR system. Production Environment Software Physical Access Responsibility for user, password and Maintenance and Administration profile control for accessing the IVR Support management platform in the production and (Phraseology and laboratory environment. Access) Remote IVR Access Provide the resources needed to allow remote Provide access 1 Availability of access for remote correction and diagnosis hour after Production Environment of problems with IVR and components notification from (statistical servers, IVR managers, CTI Orbitall to the servers and others). Partner Allow 2 simultaneous accesses for each IVR technology Remote Access to the IVR Provide the resources allowing Orbitall to Provide 24 x 7 Availability of Statistical Servers access the IVR report systems remotely. access for 8 Production simultaneous Environment Orbitall users Validation and Validate Projects implementation. 30 min - 2 hours Test and Ratification Implementation Depending on project size (from 4:00 onwards)
E-6 Front - CW Should any evidence be noted of errors in Daily at 4:00, Test and Correction of Errors the production processes, BIPs should be Complying with Ratification applied, currently involving Orbitall and schedule halts in PCP (Infra) systems. compliance with the Infra Calendar
E-7
Type of In Charge Technology Type of Service Description Measurements (See Responsibility Matrix) ---------- ---------------- -------------------------------------------------- ------------------------- --------------------------- Front-End Mainframe Access User creation, recovery and deletion on the Password recovery: 4 Mainframe/Attendance (All) Profile Orbitall mainframe, profile maintenance and access hours. Other processes 8 Applications (CW / transaction. hours for up to 5 users. Siebel) 6 - 10 users: 16 hours. Eleven users or more - to be agreed. Version Upgrades Keep all equipment and applications updated in Half-yearly review Plan network and updates order to ensure operationalization in compliance expansion and Fixing Loopholes with the business rules in effect at the time, in 100% operation. Update addition to ensuring full system security and security patches in integrity. the Partner technological Update the security patches in the Partner environment technology environment.
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Type of In Charge Technology Type of Service Description Measurements (See Responsibility Matrix) ----------- -------------------------- --------------------------------------- ------------------------- --------------------------- CTI Genesys CME - Configuration Tool used to configure and register the - -- Management Environment variables used in the call routing environment. Registering new agents Configuring new agents in the CME tool, Ensure CTI - Agents assigning a DAC password, skills and registration of configuration (skill attendance hub, clustering agent groups 100% of the agents alteration and by Administration, Supervisor and Hub. for CTI Genesys use operator registration) Agents Password Configure passwords for user access to Keep 100% of the CTI - Agents Maintenance Softphone password records configuration (skill updated for use alteration and with CTI Genesys operator registration) Operator Attendance Skill Alter agent profiles with the skills Maintain 100% of CTI - Agents already found in the CME the skill records configuration (skill updated in alteration and compliance with operator the agent registration) attendance skill Agent Groups Maintenance Alter the agent in the agent groups. Should be handled CTI - Agents CTI Genesys Cluster the agents by Supervisors, on Sundays at any configuration (skill Managers and Hub time, or from alteration and Monday through operator Saturday between registration) 7:00 p.m. and 8:00 a.m. Creating user access Provide User and Password for CME 24-hours after CTI - Other profiles access request configurations in the Genesys environment Create Line-Ups and Logic Record virtual Line-Ups in the CTI 24 hours after DAC CTI - Other Line-Up Groups Genesys environment environment configurations in configuration the Genesys environment Registration of Physical Register ACD, Line-Ups, CDNs in the CTI 24 hours after DAC CTI - Other Line-Ups Genesys environment environment configurations in configuration the Genesys environment
E-9 Attendance Position Register and exclude the Attendance This activity will CTI - Other Registration / Maintenance Positions created in the ACD for be carried out configurations in routing calls to CTI Genesys during business the Genesys hours with the environment following performance time: Up to 10 APs: 2 Hours; 11 - 20 APs: 4 Hours; 21 - 100 APs: 24 hours More than 100 APs to be scheduled
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In Charge Type of (See Responsibility Technology Type of Service Description Measurements Matrix) ---------- --------------- ----------- ------------ ------- This activity will be performed CTI (Other Genesys ARU Ports Register and exclude the ARU during business hours with the environment Registration/ ports created in the ACD for call following performance times: up configurations Maintenance routing through CTI Genesys to 10 ports: 2 hours; 11 - 20 ports: 4 hours, 21 - 100 ports: 24 hours, more than 100 ports: to be scheduled Providing new CME Provide Contax with new versions Ensure 100% new version CTI - Modification application versions of the CME application after compatible with the CTI Genesys ratification in the CTI Genesys Orbitall environment Orbitall environment Installation of CME Install the CME client on the 24 hours after new version is Desktop information client application user workstations. provided by Orbitall for technology - updating 100% of the existing distribution of clients in the operation applications Provide CME Provide the number of Every 5th business day of the Desktop information installation inventory workstations with the CME month or after 24 hours when technology - HW and SW for workstation application installed updating the version inventory CTI genesys CC Pulse - Call Center Tool used for on-line operation - - Pulse monitoring (services performance, agents and ARU ports) Threshold alteration Configuration of the alarms in Keep the alarms updated on 100% CTI - Local production (alarms) in the user the CCPulse inspections of the of the CCPulse inspections environment availability work spaces workstation Providing new CCPulse Provide new versions of the Ensure 100% of the new versions CTI - Genesys application versions application to Contax after are compatible with the CTI configurations ratification in the CTI Genesys Genesys Orbitall environment modification Orbitall environment Installation of CCPulse Install the CCPulse client 24 hours after new version is Desktop information Client application application on the user provided by Orbitall for technology - workstation updating 100% of the existing distribution of clients in the operation applications Provide CCPulse Provide the number of Every 5th business day of the Desktop information installation inventory workstations with the CCPulse month or after 24-hours when technology HW and SW by workstation application installed updating the version Inventory
E-11 Creation, alteration Create new real time monitoring 5 business days after request CTI - Other Genesys and availability of routines environment templates (reports) configurations
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Type of In Charge (See Technolopgy Type of Service Description Measurements Responsibility Matrix) ----------- --------------- ----------- ------------ ---------------------- CTI Genesys Distribution of new Provide templates file at work 24 hours after supply by Desktop information templates (reports) stations using CCPulse for new Orbitall technology - distribution customized reports of applications Provide information Provide CCPulse information for 24 hours after customization CTI -Other configurations for Orbitall Clients Orbitall Clients de novas screens in the Genesys environment Strategy Builder and Tools used to configure call and - - Router Enterprise routing strategies. Creating New Routing Create new routing strategies 10 business days after CTI -Definition of Routing Strategies through the SB specification Strategies Alteration to existing Alter the existing Routing flow 5 business days CTI - Definition of Routing Strategies Routing Strategies Alteration to Routing Alter Routing Parameters as 2 hours after request / CTI -Definition of Routing Parameters defined in the strategy business hours Strategies VTO - Voice Treatment Tools used to provide announcements - - Option for line-ups of calls Supply announcement in Record files in VOX format with the Supply VOX files with new CTI - Other configurations VOX format digital file announcement to be made available to announcements 10 business in the Genesys environment the line-ups of calls days in advance for allocation Availability of new Alter routing strategy and configure 10 business days after CTI -Other configurations announcements VTO request in the Genesys environment WFM - Work Force Tools used to generate the Attendance - Management and Non Roster and oversee Agent compliance. Compliance Configuring Attendance Define the Attendance Teams through Keep 100% of the Attendance CTI - Agents configuration Teams the WFM based on the Attendance Teams updated (alteration of operator service characteristics skills and registration) Assigning Agents to Assign new Agents to the existing Ensure 100% of the agents CTI - Agents configuration the Attendance Teams Attendance Teams assigned to the Attendance (alteration of operator Teams skills and registration) Configuration of Configure the Attendance policies for Ensure 100% of the Service CTI - Agents configuration Categories, Attendance services, working hours, days off, Policies are updated (alteration of operator Times, Policies hours bank. skills and registration)
E-13 Generation of the Generate the Agent Work Roster Generate and disseminate the CTI - Agents configuration Attendance Roster through the WFM Attendance Rosters for 100% (alteration of operator of the services routed skills and registration) through CTI Genesys Overseeing compliance Oversee compliance with the Agents Keep the justifications for CTI - Agents configuration Attendance Roster, including exceptions 100% updated in (alteration of operator justifications for Agent order to oversee compliance skills and registration) non-availability through the Non-Compliance tool
In Charge (See Type of Responsibility Technology Type of Service Description Measurements Matrix) ---------- ------------------------ ------------------------------------ ------------------------------------ ------------------- Creation and Publication Supply the template for generating Provided 90 days in advance Planning - Forecast of Forecast the roster based on the forecast Generate and Alter Forecast Services configuration Configure the attendance services 48 hours after request from the CTI - Other Genesys through in the WFM, including TSF Partner environment statistics, attendance hub, screens, configurations etc Synchronizing he WFM Synchronize the alterations to the Twice a day, at 09:00 a.m. and CTI - Other Genesys base with the CME base CME with the WFM database 5:30 p.m. environment configurations Providing new WFM Provide new versions of the Guarantee 100% of new versions CTI- Modification application and application to Contax after are compatible with the Orbitall of Genesys non-compliant version ratification in the Orbitall Genesys Genesys CTI environment configurations CTI environment Install the WFM Client Install the CCPulse client on the 24 hours after new version provided Desktop information and Non-Compliance user workstations by Orbitall for updating 100% of the technology - Application existing clients in the operation distribution of application Install the WFM Client Install the CCPulse client on the Every 5th business day of the Desktop information and Non-Compliance user workstations month or after 24 hours, technology - HW and Application when version is updated SW inventory Sizing Orbitall will be in charge of sizing - - the CTI Genesys environment. The sizing will be handled on the basis of the call demand forecast assumptions. Sizing the Genesys CTI Review the local and enterprise CTI Sizing every 6 months CTI - Availability Environment Genesys Environment of Enterprise production Supply Genesys Acquire and provide new Genesys 60 days after request CTI Genesys application licenses licenses for APs, ARUs and licenses capacity applications based on the sizing or expansion of the operation. Notify the intention of Notify Orbital of the intention to Notify Orbitall to assess and CTI -Availability replacing or upgrading alter and upgrade the technology approve the intention of altering of Enterprise the CTI elements in the (software and hardware) in the CTI the Genesys CTI environment production local environment environment, for approval and future technology environment ratification. Ratification of new CTI Test new application versions in the 90 days after specification CTI -Availability applications Orbitall Genesys CTI environment. of Enterprise production environment
E-15 Resize the technological Acquire new servers and update the 60 days after specification CTI -Availability infrastructure based on application in compliance with the of local the ICR environment sizing undertaken by Orbitall (local production sizing Genesys CTI servers, NACD channels, environment LAN, local Routers, CTI ACD server). Supply local CTI Provide documentation on the local Every 5th business day of the Planning - develop environment topology Genesys CTI environment topology, month, or after 24 hours when mainframe planning providing information on elements in the topology is altered (topology) the LAN, WAN and Telephony elements (Symposium, NACD) Provide data circuits Acquire and provide new data 60 days after request Telecom - provide (WAN) between the circuits based on the operations data circuits attendance hubs and growth or sizing between the hubs Orbitall
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In Charge Type of (See Responsibility Technology Type of Service Description Measurements Matrix) ----------- ------------------------- --------------------------------------- ------------------------ ----------------------- CTI Genesys Servers Responsibility for maintaining and - - upgrading the local servers for the CTI Genesys environment (Tserver, StatServers) Availabili Guarantee the availability of the local Ensure monthly Partner servers - CTI servers in compliance with the availability of 98% of admin/management of new minimum configuration the local CTI Servers and transferred HW/SW Hardware Maintenance Carry out corrective maintenance on the Repair or replacement of Partner servers - CTI Genesys environment servers in case server in 8 hours admin/management of new of crash and transferred HW/SW Supply Server Performance Provide information on local CTI Daily (D+1) Partner servers - Report Genesys memory use and server admin/management of new processors and transferred HW/SW
E-17 Minimum configuration of Local CTI Servers MAIN T-SERVER Processor: 2 XEON 700 processors Mhz with 1Gb Cache Memory: 2Gb VOICE TREATMENT OPTION Disk: 3 18.2Gb disks Ethernet Board: Processor: Pentium IlI 600Mhz 101/100Mbps BACK UP T-SERVER Memory: 256 Mb Operating System: Disk: 10.2 Gb W2000 Server V.5410.2195 Processor: 2 XEON 700 Disk Drive: 1.44 Mb SP3 processors Mhz with 1Gb Cache CD Rom: 56x Memory: 2Gb Ethernet Board: Local Applications: Disk: 3 18.2Gb disks 10/100Mbps Operating System: T-Server V.6.5 - Ethernet Board: 101/100Mbps Windows NT Server SP6 Partner Application Operating System: W2000 Server Local applications: handling the Symposium V.5410.2195 SP3 Voice Treatment Server V.6.5 - Link connection Nortel Parceiro Digital Announcer Stat Server V.6.5 - Remote Management Tool Application handling the Local Applications: Anti-virus local T-Server V.6.5 - Application statistical data handling the Symposium Link collection connection Local Router V.6.5 - Nortel Handles call routing to Stat Server V.6.5 - ARU Application handling the local Local Router V.6.5 - statistical data collection Handles call routing to Local Router V.6.5 - Handles ARU call routing to ARU ProdaSync Remote management tool V.1.0 - Updates the CCPulse Anti-virus Service Statistics DNMonitor V.10 - Monitors the ARU ports Remote management tool Anti-virus
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In Charge Type of (See Responsibility Technology Type of Service Description Measurements Matrix) ---------- -------------------------- ------------------------------------ ------------------------------------- ------------------- Standard Configuration for One PIII 500 MHz or Celeron 800 MHZ, Acquisition of new Siebel Station Workstation hardware, operating 20 MG HD, Windows NT4.0 - 96 MB RAM, equipment system, memory, fixes level, browser Windows 2000 - 192 MB RAM, Windows XP - 256 MB RAM, Windows NT 4.0 - Service Pack 6a, Windows 2000 - SP 3 or higher. Windows XP -SP 1 or higher + hot fix Q329623, Internet Explorer 6.0 SP1 + MS JVM 3805 or higher Version upgrading and Keep the equipment and all the Half-yearly review Acquisition of updating applications updated in order to equipment ensure operationalization in compliance with the business rules in effect at the time, in addition to ensuring full system security and integrity. Fixing Loopholes Updating security patches in the 100% Updating security Partner technology environment. patches in the Partner Siebel Standard Configuration for Server for authentication, network Novell eDirectory and Microsoft LDPA Server the Siebel Environment protocol, authentication service Active Directory Win 12000 TCP- IP Protocol Provide server with redundancy and fault tolerance that can handle all the Attendants positions operators who will access the Siebel system
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In Charge Type of (See Responsibility Technology Type of Service Description Measurements Matrix) ---------- -------------------------- ------------------------------------ ------------------------------------- ------------------- CW Standard Configuration of Minimum software and hardware Minimum hardware configuration: Availability of CW Station configuration for Call Center desktop computer with Pentium 233 MHz production Workstation (CW) application processor, 64 Mb RAM memory, 4.3 Gb environment functions disk, 17" display. The workstations may not be fitted with movable recording units (e.g. Floppy disk, CD-RW, DVD-R, and others). The workstation should boot up only through the HardDisk, with the other options being: Floppy disk, CD-Rom, 2nd, 3rd disks disabled; Set up access password (BIOS)for the workstations; BDE; ODBC; Open Client, Rumba Version upgrading and Keep the equipment and all the Half-yearly review Availability of updating applications updated in order to production ensure operationalization in environment. compliance with the business rules Updating security in effect at the time, in addition patches in the to ensuring full system security and Partner technology integrity. environment Fixing loopholes Updating security patches in the 100% Partner technology environment Standard Configuration for Communications protocol and TCP IP and NDS Availability of CW Environment authentication layer production environment Siebel Standard Configuration for Data link required 1 10 Mbit link for Availability of Siebel WAN 913 simultaneous users production environment Siebel Profile definition Release the system in compliance Not applicable Availability of with the attendant profile production environment
E-20 Siebel Capacity Planning Supply the number of simultaneous Number of call center operations with Availability of attendants required to handle the 3-month forecast (monthly report) production computer resources environment
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In Charge Type of (See Responsibility Technology Type of Service Description Measurements Matrix) ----------- -------------------- ----------------------------------------- ------------------------------------- ------------------- CW / Siebel AMS and BIPS Implementation of new projects (AM) Installation always discussed on Routine Management Installation Process maintenance and emergency corrections in Wednesday and updated early on (Intel environment) the production environment (BIP) Sunday, with a 4:00 a.m. deadline. The BIPS is updated on arrival of the BIP, as this is an emergency program (0 % error) CW Intel Batch Process Registration and management of batch Routine Management processes on Intel platform (7 processes) (Intel environment) AMS and BIPS AMS and BIPS implementation process in Installation always discussed on Routine Management mainframe the mainframe will not be altered, and Wednesday and updated after (Mainframe Mainframe installation process will still be handled by Orbitall ratification process during the dawn environment) hours of the next week (Sunday, with a 4:00 a.m. deadline). The BIPS is updated on arrival of the BIP, as this is an emergency program (0 % error) Desktop Anti virus updating Updating file (vaccine) to detect viruses Antivirus updated within 2 days after Antivirus updates Information in the workstations release of the Virus Definition List Technology by the supplier through automatic distribution (ZenWorks) Printer Management Printer management covers the management Installation: 72 hours and help desk Printer Management (CONTRACT) of the Eldora Contract, installation, (on-site): 4 hours during business configuration and maintenance (Level II hours support) for the print drivers and hardcopy printer Version upgrading Keep the equipment and all the Half-yearly review Acquisition of new and updating applications updated in order to ensure HW and SW operationalization in compliance with the business rules in effect at the time, in addition to ensuring full system security and integrity.
E-22 Fixing loopholes Updating security patches in the Partner 100% Updating security technology environment patches in the Partner technology environment Technical support Installation and maintenance Applications provided to the Admin/Management of ensuring hardware workstations within up to 4 hours transferred and new and software after release by the production desktop computers administration and server (HW and SW) management (Technical Support)
Type of In Charge Technology Type of Service Description Measurements (See Responsibility Matrix) --------------- ----------------- ------------------------------------------- --------------- ----------------------------------- Mainframe CICS Online Modifications to the number of simultaneous Not applicable Capacity Planning Environment workstations as the Infra Team should assess impacts from the standpoint of performance Connectivity Contax should notify any possible future Not applicable Notify alteration to the Orbitall alterations to the IP address with eleven connection address days advance notice Carriers contract Manage the contract with the 100% for Manage problems with the Carriers management Telecommunications Carriers in charge of contracting in for voice and data circuits contracting, SLA and supply of data and 60 days after voice links in the Contax and Orbitall receipt of the environments forecast WAN (Voice and data links)
E-23 Capacity planning Adapt the environment to the Forecast and Oversight = Capacity Planning for the voice oversee use of the voice and data links monthly reports and data circuits through updating environment traffic Adaptation = studies 100% of the adaptations in 60 days Monitoring data Monitor the data links, with fault 100% 24 x 7 Monitor link links management and notification of the Telecommunications Carriers in the Orbitall environment Monitoring voice Monitoring the voice links, in addition to 100% 24 x 7 Monitor voice link links handling fault management and notifying the Telecommunications Carrier for the Orbitall services in the Contax environment Level 1 Support - Level 1 action for solving technical 100% 24 x 7 Notify Carrier in case of problems data links problems noted during the Orbitall with the data links (Orbitall) environment monitoring process environment Level 1 Support - Level 1 action for solving technical 100% 24 x 7 Notify Carrier in case of problems data links problems during the Contax environment with the data links (Contax) monitoring process environment Level 1 - voice Level 1 action for solving technical 100% 24 x 7 Notify Carrier in case of problems links problems during the environment monitoring with the voice links Level 2 - data Level 2 action for solving problems not 100%, 5 x 8 on Manage problems with Carriers for and voice links resolved at Level 1, including all standby for voice and data circuits interactions with the Telecommunications weekends and Carriers holidays External Provide encryption for data transfer 100% for Specify requirements and contract encryption by between the Contax / Orbitall sites through contracting in resources for new telecommunication hardware hardware on the circuits installed in the 60 days after services Orbitall environment and Contax receipt of the forecast Data Contingency Provide contingency link between the 100% Specify requirements and contract Orbitall IPI site and the Contax SPO site resources for new telecommunication services Provide contingency link between the Contax 100% Contax SPO and Contax SDR sites Voice Contingency Notify the Carrier of call overflow at the 100% Specify requirements and contract Contax site, in case of problems resources for new telecommunication services
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Type of In Charge Technology Type of Service Description Measurements (See Responsibility Matrix) -------------- ----------------- ------------------------------------------- ------------------ -------------------------------- Guarantee receipt of calls at the Contax 100% Contax site, with Orbitall services attendance in case of problems Guarantee the physical setting for call routing between the hubs in compliance with the Governance Group Pre-Defined Strategies 100% Contax Version upgrading Keep the equipment and all the applications Half-yearly review Supply voice and data circuits and updating updated in order to ensure between the attendance hubs operationalization in compliance with the business rules in effect at the time, in addition to ensuring full system security and integrity. Fixing loopholes Updating security patches in the Partner 100% Updating security patches in the technology environment Partner technology environment
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Type of In Charge (See Technology Type of Service Description Measurements Responsibility Matrix)) ------------------------------------------------------------------------------------------------------------------------------------ Operating availability Ensure availability of the ACD 99% availability of the ACD Operating availability of of ACD and applications equipment and applications, except at the hubs, daily, 24 hours the ACD and applications CTI, in compliance with the business a day requirements of each client Operating availability Ensure the availability of the 98% availability of the ACD Operating availability of of CTI - ACD CTI - ACD at the hubs, daily, 24 hours the ACD and applications a day Operating availability Ensure the availability of 99% availability of the ACD Operating availability of of the trunk-line connections to the trunk-lines for at the hubs, daily, 24 hours the ACD and applications connections by the Orbitall services attendance a day attendance service routes Availability of Ensure the availability of the 99% availability, daily, Availability of electricity and air electrical and air conditioning 24 hours a day electricity/ conditioning infrastructure for the ACD equipment air-conditioning systems and applications Monitoring the ACD Monitor the ACD equipment, the 100% 24 x 7 Manage configurations, environment, applications and CTI in terms problems and changes applications and CTI of problems, configurations and changes Forecast Forecast call volumes and total Monthly reports with 90 days Volumes forecast for attendance time for the incoming advance notice trunk line estimates call trunk lines for existing and new products Capacity planning Adapt the environment to the 100% adaptation in 90 days ACD capacity planning forecast and oversee use of the ACD ports (trunk lines, attendance positions, music and on-hold announcements, analog and digital extensions) and processing by the CPU and its services, through operating environment traffic studies On-hold announcements/ Provide messages and copyright for 100% new advertisements: 15 Implement operation night service the on-hold announcements and/or days and alterations: 3 days expansions or install nigh service as requested and new services subsequently validated by Orbitall On-hold music Implement the on-hold music in the 100% new advertisements: 15 Implement operation Contax environment, after receipt days and alterations: 3 days expansions or install new of the messages and copyright services forwarded by Orbitall Version upgrades and Keep the equipment and all Half-yearly review Operating availability of updates applications updated in order to the ACD and applications ensure operationalization in compliance with the business rules in effect at the time, in addition to ensuring full system security and integrity Fixing loopholes Updating security patches in the 100% Updating security patches Partner technology environment in the Partner technology environment Performance reports Provide management reports on trunk Supply of daily report (D+1) Manage configurations, line occupancy, routes and CTI link problems and change Downtime reports Provide downtime reports for the ACD In case of problems, Manage configurations, environment and its applications, 100% in D+1 problems and change with causes, diagnoses and corrections
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Type of In Charge (See Technology Type of Service Description Measurements Responsibility Matrix)) ------------------------------------------------------------------------------------------------------------------------------------ Creation / alteration Create new configurations or alter 100% in one business day Implement operation of new services services in the ACD according to the expansions or new services (line-ups, routes, Orbitall call forwarding definitions attendance positions, music and line-ups) Access to online Provide remote access to the ACD 100% availability in 15 days Operating availability of management tool equipment for online monitoring and for new access request and the ACD and applications historical line up performance data 99% month access availability Supply of attendance Supply of 5 remote attendance 100% availability in 15 days Operating availability of positions (APs) positions at the operations ACD for for new access request and the ACD and applications monitoring the production 99% month access environment availability
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Type of in charge (See Technology Type of Service Description Measurements Responsibility Matrix) ---------- --------------- ----------- ------------ ---------------------- Recovery and Provide taps of recordings requested by Orbitall based on 100% within up Availability tapping calls the supply of search information for the recording to 20 minutes of recording after request environment Digital Supply of Ensure the availability of the recording equipment Availability of Availability recorders equipment equipment = of recording 99% of daily environment availability except for agreed scheduled maintenance with guaranteed 95% recording of calls On line / Off Ensure storage of the information on media 6 months Online storage line Storage time Customer Ensure that recordings are separated by client, not 100% compliant Implementation separation allowing a client to access the calls of other clients and expansion of recording system Capacity planning Adapt the environment to the forecast and oversee the use 100% adaptation Availability of ports and CPU processing and its services through in 90 days of recording operating environment traffic studies environment Supply of remote Provide up to 3 simultaneous remote accesses through 15 days for new Availability access for controlled media for Orbitall clients access request of recording tapping calls and 99% monthly| environment availability Version upgrades Keep the equipment and all applications updated in order to Half-yearly and updates ensure operationalization in compliance with the business review rules in effect at the time, in addition to ensuring full system security and integrity Fixing loopholes Updating security patches in the Partner technology 100% Implementation environment and expansion of recording system Updating safety patches in the Partner technology environment Contingency Provide contingency storage for recording media for 100% Maintenance storage of media disaster recovery situations. and support with recordings
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Type of in charge (See Technology Type of Service Description Measurements Responsibility Matrix) ---------- --------------- ----------- ------------ ------------------------- Availability of Ensure local tariff charging media (tickets collector) 99% / month Availability of local local tariff tariff- charging system charging system Corporate Tariff charging Disclose monthly tariff charging reports for the 100% / month Management of tariff Telephony system management extensions, for collection charging system Local telephony Ensure the availability of local links and tie-lines 99% / month Management of local system management telephony system Equipment Ensure the availability of the Telecom laboratory equipment 99%, 24 x 7, Equipment availability - voice (ACD, IVR and CTI) ensuring the feasibility of except for availability Telecom production environment trials agreed scheduled laboratory maintenance - voice Version upgrades Keep the equipment and all applications updated in order to Half-yearly - and updates ensure operationalization in compliance with the business review rules in effect at the time, in addition to ensuring full system security and integrity. Fixing loopholes Updating security patches in the Partner technology environment 100% Equipment availability Updating security patches in Partner technology environment Supply of Genesys Ensure the supply of Genesys / Siebel licenses n/a Supply of /Siebel licenses Genesys / Siebel licenses
E-29 ANNEX VI SCORING FAULTS This is an integral part of the Contact Service Agreement signed by the Parties mentioned below on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Services de Contatos Telefonicos Ltda. ("PARTNER"). This Annex establishes the scoring system for Systematic Non-Compliance with the Agreement as stipulated therein. This system assigns points to various types of events that constitute non-compliance with the Agreement, assigned to each of the PARTIES. The points scored by each Party will be added together and when reaching 100 (one hundred) or more points, the other PARTY will have the right stipulated in Clause Nine of the Agreement without adversely affecting the other consequences stipulated therein. The points assigned to the PARTNER for non-compliance with the Agreement will be generally subject to the exceptions specifically stipulated in the Agreement, calculated as a direct function of the penalties owed by the PARTNER under the Agreement. For each percentage point on the Services Remuneration for a given month of the Agreement in which the PARTNER is obliged to pay a penalty in the same month or as compensation for losses and damages caused to ORBITALL under the Agreement, one point will be assigned. For explanatory purposes, we take the following example: assuming that the Services Remuneration for the month of May 2004 corresponds to the amount of [*****], for each [*****] the PARTNER is bound to pay in penalties or compensation to ORBITALL, one point will be assigned to the PARTNER for this month. Simultaneously, the points assigned to ORBITALL for non-compliance with the Agreement will generally be subject to the exceptions specifically stipulated therein, calculated as a direct function of the loss of the Services Remuneration suffered by the PARTNER due to faults on the part of ORBITALL in fulfilling its duties and responsibilities, which are required for the PARTNER to perform the Services. For each percentage point reduction in this Services Remuneration proven to have been caused by ORBITALL faults, one point will be assigned. For explanatory purposes, we consider the following example: assuming that the Services Remuneration for the month of May 2004 should correspond to the amount of [*****], if ORBITALL had not committed the faults in question, for each [*****] loss of Services Remuneration suffered by the PARTNER in the same month, one point will be assigned. F-1 ANNEX VI SCORING FAULTS The partial points assigned to each of the PARTIES, calculated as stipulated herein, will be rounded up. For example, if the Services Remuneration for a given month were to be [*****] and if the penalties owed by the PARTNER to ORBITALL were to be [*****] for the same month, the application of the formula stipulated above would result in 1.1 point for the PARTNER. In this case the amount of 1.1 would be rounded up to 2. The points scored for a specific event by a PARTY will remain valid for a period of 180 (one hundred and eighty) days, meaning that 180 (one hundred and eighty) days after the events related to the points in question, such points will expire. The points stipulated here do not exclude provisions on points in the Operating Agreements and other applicable documents, which points will be taken under consideration in a similar manner for the purposes of categorizing Systematic Non-Compliance with the Agreement. F-2 ANNEX VII OPERATING AGREEMENTS - SERVICES This Annex is an integral part of the Contact Services Agreement signed by the PARTIES mentioned below on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("PARTNER") The definitions used in this document have the meaning stipulated in the Agreement, unless expressly stipulated otherwise. 1 - This Annex regulates the quality of the assisted attendance and electronic attendance Services to be rendered by the PARTNER to ORBITALL through the Agreement. a) All the OPERATING LEVEL COMMITMENTS AND PENALTIES described in the Quality Book as defined in the Agreement. b) Each Physical or Logical Line-Up or group of Physical or Logical Line-Ups has its own relevant Operating Level Commitments and Penalties that are described in the Quality Book. 1.1 - Assisted Attendance Service a) Description of the Service Assisted Attendance is intended to underpin the human relationship between the End Client and the ORBITALL Client, including providing information on products, services, bills and other processes required for the relationship, such as retention and sales. Assisted Attendance may be inbound, outbound or blended, prompted by a telephone call, e-mail or chat room, depending on the characteristics defined for each specific Physical or Logical Line-Up. Assisted Attendance is provided in compliance with the definitions, policies and procedures notified by ORBITALL to the PARTNER and as covered in this Operating Agreement. Assisted Attendance Services are defined by ORBITALL for each Orbitall Client and/or by Physical or Logical Attendance Line-Up, with the PARTNER possibly being requested to provide a separate physical environment for a specific operation. G-1 Each Physical or Logical Attendance Line-Up has specific characteristics defined by: - Average Attendance Time (TMA) - Average Waiting Time (TME) - Telephone Service Factors (TSF) - Operator Wage Level - Span (Operator x Supervisor Ratio) - Volume (per call per minute) - Percentage Hang-up Calls - Attendance hours (days and times) - e.g.: 24 hours, 7 days a week Site (single or multiple sites) b) Service Composition: - The rendering of the Services by each operation site has the following requirements: - Automatic Call Distributor (DAC), connected or not the ARU as stipulated in Annex V - Infrastructure and Facilities; - Telephone Terminals with headset as stipulated in Annex V - Infrastructure and Facilities; - Desktop computer with the configuration appropriate for providing the front end facilities required for the attendance as stipulated in Annex V - Infrastructure and Facilities; - Appropriate furniture and fittings in compliance with Brazilian Law; - Preventive and corrective desktop information technology maintenance as well as for the telecommunications structure; - Human resources trained for the Services in question; - Operation, supervision and management; - Training the Attendance Teams for the call center functions; - Processes and tools guaranteeing the dissemination of the information related to the operations of the Attendance Teams, in the performance of their functions; - Processes and tools that ensure quality monitoring; - Physical or Logical Attendance Line-Up Reports. - Contingencies as described in the Agreement with regard to the Contingency Plan; - Procedures and tools for taping calls as requested by ORBITALL for each Attendance Route. The Assisted Attendance Service will be rendered by the PARTNER in compliance with the following indicators for each Physical or Logical Attendance Line-Up, whose targets are given in the Quality Book. G-2 1.1.1) OPERATION INDICATOR 1 - TELEPHONE SERVICE FACTOR (TSF) The Telephone Service Factor is the percentage calls answered within a specific period of time expressed through a fraction in which the numerator is the number of calls answered plus the hang-up calls during the stipulated period of time, and the denominator is the total number of calls answered plus the hang-up calls. FOR CALCULATION PURPOSES, THE FOLLOWING FORMULA WILL BE USED: [(Total number of calls answered + total number of hang-up calls < both up to the agreed number of seconds >) / (total number of calls answered + total number of hang-up calls)]. 1.1.2) OPERATION INDICATOR 2 - HANG-UP CALLS SERVICE INDICATOR Allows only a maximum pre-set percentage of the calls received through the Assisted Attendance Service to be hung-up prior to being answered. The methodology for calculating each indicator should be stipulated in the Quality Book. 1.1. 3) OPERATION INDICATOR 3 - MONITORING THE OPERATORS This indicator is designed to measure the quality of the services rendered by the operator to the end-client, pursuant to the standards stipulated in the Quality Book. The indicator will be calculated through a procedure in which the PARTNER Operators will be monitored and their answered calls recorded randomly (voice and screen) in order to assign them a score for the quality of their attendance services. 1.1.4) OPERATION INDICATOR 4 - SATISFACTION POLL Attain a minimum percentage in the Satisfaction Poll carried out with the End Client for the Services rendered by the PARTNER. 1.1.5) OPERATION INDICATOR 5 - COMMUNICATIONS Undertake communications for the Operators in an adequate manner with regard to the procedures, products and services, within the deadlines stipulated in the table given in the Quality Book. 1.1.6) OPERATION INDICATOR 6 - AVERAGE WAITING TIME (TME) The Average Waiting Time for the End Client awaiting assisted attendance as from the transfer from the electronic attendance services to the assisted attendance, or transfer through internal line-ups. The composition of the Average Waiting Time (TME) is taken as being the average of all the waiting times in seconds, for all calls received. 1.1.7) OPERATION INDICATOR 7 - AVERAGE ATTENDANCE TIME (AVERAGE ATTENDANCE TIME (TMA) The Average Attendance Time (TMA) is taken as being the duration of the call as from the time at which it is answered by the Operator through to its termination. G-3 The composition of the Average Attendance Time (TMA) consists of: (a) The Average Conversation Time (TMC); (b) The Average Hold Time during a conversation (TMH); (c) The Average Task Time after the conversation (TMT). 1.1.8) OPERATION INDICATOR 8 - AVAILABILITY OF ATTENDANCE POSITION The availability of the Attendance Position (PA) to comply with the following characteristics: - Operator Level (profile) - Operator Available - Date and time of attendance - Infrastructure - PA - Functionality - Be available for attendance at the contracted attendance time and date with the infrastructure and resources required to operate online. Infrastructure is taken to mean a desk and chair in good conditions of use, with electronic equipment available, and a network point and electricity functioning perfectly. Human resources are taken to mean the operator, the supervisor and the operations manager. The manner in which this indicator is calculated will be defined on a case-by-case basis in the Quality Book. 1.1.9) OPERATION INDICATOR 9 - TRAINING Organize the training required by ORBITAL for the operators, supervisors and operation mangers of the PARTNER in an adequate manner, with the deadline stipulated in the Quality Book. 1.1.10) OPERATION INDICATOR 10 - ATTENDANCE THROUGH E-MAIL E-mail attendance should reach a minimum attendance percentage during a given period of time as defined in the Quality Book. Example: 100% response to e-mails within up to D+2 business days, with "D" being the day on which the e-mail was received. Attendance by e-mail includes receipt, understanding the request and responding to the End Client. 1.1.1 1) OPERATION INDICATOR 11 - PROVIDE REPORTS This indicator assesses compliance with the deadlines for forwarding each Report by the PARTNER to ORBITALL as pre-defined in the Quality Book. A Report is deemed to have been delivered on time when it does not contain any errors of information or does not comply with the agreed scope. G-4 1.1.12) OPERATION INDICATOR 12 - GENERAL ATTENDANCE QUALITY RATING a) This is the outcome of a basket of weighted indicators using the factors described in Annex VI - Scoring on a monthly basis, either fully or partially. 1.2 - Electronic Attendance Service a) Description of the Electronic Attendance Service Electronic Attendance is an interactive, automated system that identifies the End Client and provides information with no need for human relationship, or else directs the call to the Physical or Logical Line-Ups for the pertinent Assisted Attendance, with the End Client already having been identified, in order to streamline the attendance procedures. The Service is rendered through integrating the ORBITALL systems and equipment and the PARTNER equipment; the former handle the intelligence required to identify and confirm the End Clients, extracting information on their accounts from the ORBITALL database, while the latter handles the information received from the former, providing the End Clients with the requested audible response (or by fax). b) This Service includes: - Management and supply of the Audible Response Unit (ARU) infrastructure hardware: - Management of the occupancy of the Audible Response Unit (ARU) ports (capacity planning); - Supply and updating of the talkers; - Supply of music and messages for the Physical or Logical Waiting Line-Ups - Providing reports on the use and performance of the Audible Response Units (ARUs) use and performance; - Contingency. c) Services associated with the ARUs Forwarding monthly reports on the ARUS covering: - Loss of ticket (loss of call identification data); - Daily occupancy of the ARUs, specifying the times, percentage occupied and volume of HMM. 1.2.1) OPERATION INDICATOR 13 - AVAILABILITY OF THE ARU a) Availability as stipulated in Annex V - Infrastructure and Facilities. b) For the purposes of this calculation, non-availability will not be calculated when caused by scheduled halts and the correction/maintenance of the mainframes and gateways, as well as emergency halts for corrective maintenance in the Audible Response Unit (ARU) equipment, provided that this has been agreed in advance with ORBITALL. G-5 1.2.2) OPERATION INDICATOR 14 - FREE LINE AT PEAK PERIODS (HMM) a) Availability as stipulated in Annex V - Infrastructure and Facilities. b) For calculation purposes the following formula will be used: [Total number of calls received by the ACD / Total number of calls delivered by the concessionaire*] * Total number of calls received at the ACD + Total number of calls receiving a busy tone 3.1 - ATTENDANCE SYSTEMS ORBITALL should supply the Attendance Systems for the PARTNER to render the Assisted Attendance Services and Electronic Attendance Services. The following Attendance Systems will be made available to the PARTNER: (a) Front End Systems: these are the systems that the PARTNER will use to provide the Assisted Attendance. (b) Electronic Attendance Systems: these are the systems that the PARTNER will used to provide the Electronic Attendance. The Front End systems and the various Electronic Attendance systems to be used for the Attendance Operations covered by this Annex are the responsibility of ORBITALL as well as maintenance and alterations thereto, with the PARTNER responsible for handling the attendance procedures systems. ORBITALL may request the PARTNER to provide the attendance using the Front End System of the Orbitall Client. Unless previously authorized by ORBITALL, the PARTNER may not under any circumstances whatsoever develop and modify the Front End Systems owned by ORBITALL or the Orbitall Client, nor may it provide any assisted attendance using Front End Systems that are not provided by ORBITALL. 4 - Penalties The PARTIES hereby agree that the penalty stipulated in the "Penalty" column of the Quality Book will be applied for non-compliance by the PARTNER with Operating Level agreed between the PARTIES. G-6 QUALITY BOOK SERVICES TABLE - CITIPHONE BANKING
OPERATING LEVEL CLIENT ROUTE SERVICE NAME COMMITMENT PENALTIES/REMARKS ------ ----------------------- ----------------- ----------------------- ---------------------------- General 4012, 4014, 4015, 4016, CITIPHONE BANKING Provide Reports - Monthly report provided by 4017, 4018, 4019, 4020 Availability of Monthly the 3rd business day of each Report month containing: Calls Received, Calls Answered, Hang-up Calls, % Hang-ups, TSF, IVR Brazil Performance (Calls Received, Calls on Hold, % on Hold) % IVR Occupancy, Availability of Voice System, Availability of Monthly Report by 7th business day containing: Monitoring Quality and Attendance Quality. The Partner should notify Orbitall whenever it is not possible to provide the daily report by the 3rd business day of the subsequent month. When this occurs, the forecast availability thereof should be notified. 4012, 4014, 4015, 4016, RECORDING CITIPHONE RECORD 100% of all calls Availability of TELEPHONE 4017, 4018, 4019, 4020 BANKING answered RECORDERS in the recording system: up to 4 (four) hours Store 100% of all calls after the request, except in for six months case of some anomaly in the equipment, in which case MAKE 100% of calls compliance will take place available as requested within 8 (eight) business during the agreed period hours after the request. 4012, 4014, 4015, 4016, CITIPHONE BANKING PROVIDE REPORTS PROVIDE ALL CURRENT REPORTS 4017, 4018, 4019, 4021 WITHIN THE AGREED PERIODS AND DEADLINES. IVR 4012, 4014, 4015, 4016, ELECTRONIC ATTENDANCE AVAILABILITY OF THE ARU 4017, 4018, 4019, 4019 CITIPHONE BANKING - 99% availability of all ARU ports, 24-hours a day, every day of the month
G-7 QUALITY BOOK SERVICES TABLE - CITIPHONE BANKING
OPERATING LEVEL CLIENT ROUTE SERVICE NAME COMMITMENT PENALTIES/REMARKS ------ ----------------------- --------------------- ------------------------ ---------------------------- General 4012, 4014, 4015, 4016, ELECTRONIC ATTENDANCE % ARU OCCUPANCY - 99% 4017, 4018, 4019, 4020 CITIPHONE BANKING maximum occupancy of the ARU in the month 4012, 4014, 4015, 4016, ELECTRONIC ATTENDANCE IVR RETENTION - 60% of 4017, 4018, 4019, 4020 CITIPHONE BANKING the calls answered electronically, avoiding intervention by assisted attendance
G-8 QUALITY BOOK SERVICES TABLE - CITIPHONE BANKING
OPERATING LEVEL CLIENT ROUTE SERVICE NAME COMMITMENT PENALTIES/REMARKS ------ ----------------------- ----------------- ------------------------ ---------------------------- General 4012, 4014, 4015, 4016, CITIPHONE BANKING Information provided by 4017, 4018, 4019, 4020 Orbitall for the Partner Operations - These periods represent the time during which the Partner should receive and make information available to the Attendants: Routine Alterations = "D+1" day, New Product Registration = "D+5" day; Emergency Information = on "D" day for request received by 4:00 p.m.; "D+1" day for requests received after 4:00 p.m. 4012, 4014, 4015, 4016, CITIPHONE BANKING Provide Reports - Availability of daily report 4017, 4018, 4019, 4020 Availability of Daily (MIS) by 10:00 a.m. CONTENTS Reports to Orbitall OF DAILY REPORT: Calls Received IVR, Calls on Hold, % on Hold IVR, Calls Received - Assisted; Calls Answered - Assisted, Hang-up Calls, % Hang-ups, TME, TSF and highlights. The Partner should notify Orbitall by 10:00 a.m. whenever the report cannot be provided for any reason whatsoever (system downtime etc).
G-9 SERVICES TABLE - BY CLIENT SERVICES TABLE - CITIPHONE / OTHER SERVICES
TSF INDICATORS OPERATING LEVEL EXTENSIONS / CONTRACT PROCESS BY AP OR CLIENT LINE-UP SERVICE NAME COMMITMENT LINE-UPS VALIDITY PROCEDURE PENALTIES / REMARKS -------- -------- ------------- ----------------------- --------------------- -------- ----------------------- -------------------- CITI- OUTBOUND WELCOME CALL Agree (respecting the 3065/3102/34403/3146 Jun 10 4 APs for Level B, 4 APs with recording PHONE BANKING installed capacities) Operators OTHER and ensure compliance SERVICES with the target set for Monday - Friday, the appraisal period 09:00 - 18:00 OUTBOUND SATISFACTION Agree (respecting the 6955/6615 Jun 24 2 APs for Level B, 2 APs with recording POLL installed capacities) Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 14:00 - 20:00 INBOUND CITI-BUSINESS Agree (respecting the 4020 Jul 1 3 APs for Level C, 3 APs with recording installed capacities) Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 09:00 - 18:00 Agree (respecting the installed capacities) and ensure compliance with the target set for the appraisal period OUTBOUND RELATIONSHIP Agree (respecting the 3024/3169/3323 Jul 10 2 APs for Level B, 2 APs with recording (PRO-ACTIVE) installed capacities) Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 09:00 - 18:00 OUTBOUND RELATIONSHIP Agree (respecting the 3180/6869/3345 Aug 15 3 APs for Level B, 3 APs with recording installed capacities) Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 09:00 - 6:00 p.m. OUTBOUND CARDS Agree (respecting the 3442/3368/6859/3070/3 Feb 21 5 4 APs for Level B, 10 APs with recording installed capacities) 483 Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 08:00 - 20:00 Saturday 09:00 - 18:00
G-10 OUTBOUND CARDS Agree (respecting the 6804/3491/3493/3526/3 May 1 7 4 APs for Level B, 14 APs with recording installed capacities) 487/3484/3481 Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 08:00 - 20:00 Saturday 09:00 - 18:00 INBOUND INSURANCE 4108 Dec 2 3 4 APs for Level C, 6 APs without recording Operators Monday - Saturday 08:00 - 23:00 OUTBOUND WELCOME CALL Agree (respecting the 3406/3402 Oct 13 2 4 APs for Level D, 2 APs with recording CARDS installed capacities) Operators and ensure compliance with the target set for Monday - Friday, the appraisal period 09:00 - 18:00
G-11 SERVICES TABLE - BY CLIENT SERVICES TABLE - CITIPHONE / OTHER SERVICES
TSF INDICATORS EXTENSIONS CONTRACT PROCESS BY AP CLIENT LINE-UP SERVICE NAME OPERATING LEVEL COMMITMENT / LINE-UPS VALIDITY OR PROCEDURE PENALTIES / REMARKS ------- ------- ------------- ------------------------------------ ---------- -------- -------------- ------------------- ALL CITIPHONE Information provided by Orbitall ALL ALL Not Not Applicable BANKING for the Partner Operations - These Applicable periods represent the time during which the Partner should receive and make information available to the Attendants: Routine Alterations = "D+1" day, New Product Registration = "D+5" day; Emergency Information = on "D" day for request received by 4:00 p.m.; "D+1" day for requests received after 4:00 p.m. ALL CITIPHONE Provide reports ALL ALL Not Availability of daily BANKING Applicable report (MIS) by Daily Report Available to Orbitall 10:00 a.m. CONTENTS OF DAILY REPORT: Calls Received IVR, Calls on Hold, % on Hold IVR, Calls Received - Assisted; Calls Answered - Assisted, Hang-up Calls, % Hang-ups, TME, TSF and highlights. The Partner should notify Orbitall by 10:00 a.m. whenever the report cannot be provided for any reason whatsoever (system downtime etc).
G-12 SERVICES TABLE - BY CLIENT SERVICES TABLE - CITIPHONE / OTHER SERVICES
TSF INDICATORS PROCESS BY EXTENSIONS / CONTRACT AP OR CLIENT LINE-UP SERVICE NAME OPERATING LEVEL COMMITMENT LINE-UPS VALIDITY PROCEDURE PENALTIES / REMARKS ------- ------- ------------- ------------------------------------- ------------- -------- ---------- ---------------------- ALL CITIPHONE Provide reports Availability of ALL ALL Not Availability of Monthly BANKING Monthly Report Applicable report provided by the 3rd business day of each month containing: Calls Received, Calls Answered, Hang-up Calls, % Hang-ups, TSF, IVR Brazil Performance (Calls Received, Calls on Hold, % on Hold) % IVR Occupancy, Availability of Voice System, Availability of Monthly Report by 7th business day containing: Monitoring Quality and Attendance Quality. The Partner should notify Orbitall whenever it is not possible to provide the daily report by the 3rd business day of the subsequent month. When this occurs, the forecast availability thereof should be notified. ALL CITIPHONE Provide Reports ALL ALL Not Provide all current BANKING Applicable reports within the agreed periods and deadlines
G-13 QUALITY BOOK SERVICES TABLE - CITIPHONE CARDS
CLIENT ROUTE SERVICE NAME OPERATING LEVEL COMMITMENT PENALTIES/REMARKS ------------------------------------------------------------------------------------------------------------------------------------ General Citiphone Cards 4484, 4442, 4441, CITIPHONE CARDS FREE LINE PEAK PERIOD - 99% free 1836, 4440, 4211, access to Attendance Hub during peak period 4484, 4442, 4441, CITIPHONE CARDS TSF - Monthly Average of no less 1836, 4440, 4211 than [*****] of calls answered within [*****] seconds. 4484, 4442, 4441, CITIPHONE CARDS TME - Average Waiting Time = 20 1836, 4440, 4211 seconds / monthly 4484, 4442, 4441, CITIPHONE CARDS HANG-UP CALLS - [*****] of hang-up 1836, 4440, 4211 calls in the Assisted Attendance line-up / monthly 4484, 4442, 4441, CITIPHONE CARDS ATTENDANCE QUALITY - 100% of 1836, 4440, 4211 operators scoring at least 85 points in the monthly appraisal 4211 RECORDING CITIPHONE RECORD 100% of all calls answered. PROVIDE TELEPHONE RECORDINGS in the CARDS STORE 100% calls for 6 months. recording system: within 4 (four) HANDLE 100% of the calls requested hours after the request, except in within the agreed period. case of an anomaly in the equipment, in which case the response will take place within 8(eight) hours after the request. 4054 CITIPHONE CARDS TME - Average Waiting Time = 90 RETENTION seconds / monthly 4054 CITIPHONE CARDS TSF - Monthly Average of no less RETENTION than [*****] of calls answered within [*****] seconds. 4054 CITIPHONE CARDS HANG-UP CALLS - [*****] of hang-up RETENTION calls in the Assisted Attendance line-up / monthly 4054 CITIPHONE CARDS ATTENDANCE QUALITY - 100% of RETENTION operators scoring at least 85 points in the monthly appraisal 4484, 4442, 4441, CITIPHONE CARDS MONITORING THE OPERATORS - 100% of 1836, 4440, 4211, RETENTION AND the operators monitored at least 4054 CITIPHONE CARDS once a month ALL ALL PROVIDE REPORTS PROVIDE ALL CURRENT REPORTS WITHIN THE AGREED PERIODS AND DEADLINES
G-14 QUALITY BOOK SERVICES TABLE - CITIPHONE CARDS
CLIENT ROUTE SERVICE NAME OPERATING LEVEL COMMITMENT PENALTIES/REMARKS ------------------------------------------------------------------------------------------------------------------------------------ General 4484, 4442, 4441, CITIPHONE CARDS Information provided by Orbitall for 1836, 4440, 4211, RETENTION AND the Partner Operations - These 4054 CITIPHONE CARDS periods represent the time during which the Partner should receive and make information available to the Attendants: Routine Alterations = "D+1" day, New Product Registration = "D+5" day; Emergency Information = on "D" day for request received by 4:00 p.m.; "D+1" day for requests received after 4:00 p.m. 4484, 4442, 4441, CITIPHONE CARDS Provide reports Availability of daily report (MIS) 1836, 4440, 211, RETENTION AND Daily Report Available to Orbitall by 10:00 a.m. CONTENTS OF DAILY 4054 CITIPHONE CARDS REPORT: Calls Received IVR, Calls on Hold, % on Hold IVR, Calls Received - Assisted; Calls Answered - Assisted, Hang-up Calls, % Hang-ups, TME, TSF and highlights. The Partner should notify Orbitall by 10:00 a.m. whenever the report cannot be provided for any reason whatsoever (system downtime etc). 4484, 4442, 4441, CITIPHONE CARDS Provide reports Monthly report provided by the 3rd 1836,4440, 4211, RETENTION AND Availability of Monthly Report business day of each month 4054 CITIPHONE CARDS containing: Calls Received, Calls Answered, Hang-up Calls, % Hang-ups, TSF, IVR Brazil Performance (Calls Received, Calls on Hold, % on Hold) % IVR Occupancy, Availability of Voice System, Availability of Monthly Report by 7th business day containing: Monitoring Quality and Attendance Quality. The Partner should notify Orbitall whenever it is not possible to provide the daily report by the 3rd business day of the subsequent month. When this occurs, the forecast availability thereof should be notified.
G-15 QUALITY BOOK SERVICES TABLE - CITIPHONE CARDS
CLIENT ROUTE SERVICE NAME OPERATING LEVEL COMMITMENT PENALTIES/REMARKS ------------------------------------------------------------------------------------------------------------------------------------ General ALL All electronic Availability of the ARU - 99% attendance services availability for all the ARU ports, 24-hours a day, every day of the month.
G-16 QUALITY BOOK SERVICES TABLE - ITAU
CLIENT ROUTE Service Name Operating Level Commitment Penalties/Remarks ------------------------------------------------------------------------------------------------------------------------------------ Assisted Attendance Itaucard 4499 Consumer Attendance: TSF - [*****] of calls answered Description of the Itau Penalty is Unblocking Assisted within up to [*****] seconds MONTH given below Attendance 428, 4429, 4331, Consumer Attendance: TSF - [*****] of calls answered Description of the Itau Penalty is 4338, 4410 Assisted Attendance - within up to [*****] seconds MONTH given below Level 1 (Electronic and National Variants with lower limit of R$ 2,000.00, Applicants, BankFone and Disque Itau) 3030, 4427, 4447, Consumer Attendance: TSF - [*****] of calls answered Description of the Itau Penalty is 4598 Assisted Attendance - within up to [*****] seconds MONTH given below Level 2 (International, Gold, Diners, Electronic and National Variants with upper limit of R$ 2,000.00) 4080 Consumer Attendance: TSF - [*****] of calls answered Description of the Itau Penalty is Account Retention within up to [*****] seconds MONTH given below 4423 Consumer Attendance: TSF - [*****] of calls answered Platinum/Personnalite within up to [*****] seconds Weekly Attendance 4328, 4318 Consumer Attendance: TSF - [*****] of calls answered Insurance Attendance within up to [*****] seconds MONTH 4499 Unblocking Attendance Hang-Up Rate - Answer 95% of the calls MONTH 4428, 4429, 4331, Level 1 Attendance Attendance Hang-Up Rate - Answer 93% 4338, 4410 of the calls MONTH 3030, 4427, 4447, Level 2 Attendance Attendance Hang-Up Rate - Answer 95% 4598 of the calls MONTH 4423 Platinum Attendance Attendance Hang-Up Rate - Answer 95% of the calls MONTH 4080 Retention Attendance Attendance Hang-Up Rate - Answer 94% of the calls MONTH 4328,431B Insurance Attendance Attendance Hang-Up Rate - Answer 95% of the calls MONTH
G-17 QUALITY BOOK SERVICES TABLE - ITAU
CLIENT Route Service Name Operating Level Commitment Penalties/Remarks ------------------------------------------------------------------------------------------------------------------------------------ Assisted Attendance all All electronic ARU availability - 99% availability attendance services for all ARU ports, 24 hours a day, every day of the month. all All Communication: comply 100% of Alteration of information on help stipulated deadlines screens on d+1 (business days, with "d" being the date of receipt of the request for the Itaucard); Including the new information on help screens on d+2; Daily news messages on d+1; Emergency messages in daily news on d; all All Attendance Reports Provide all the current reports on schedule and within the agreed period. The Partner should notify Orbitall by 10:00 a.m. whenever it is not possible to provide the report for any reason whatsoever (system down, etc.). all All Attendance Quality - The average quality rates for all operators of a service may not fall below 85%. This rate is based on the monthly operator appraisal by the Partner all Operator Monitoring - 100% of the working attendants should have calls recorded and assessed in compliance with the minimum sample of three calls per attendant per month
Itau Penalty This operating-level commitment is part of the services rendered by Orbital to Itau, which is calculated together with the other indicators giving the general quality index for rendering the service. Should Orbital fail to meet the agreed general quality rating, the Partner will be penalized in proportion, provided that the non-compliance with the indicator is its sole fault. G-18 QUALITY BOOK SERVICES TABLE - BANKS & VOUCHERS
CLIENT ROUTE Service Name Operating Level Commitment -------------------------------------------------------------------------------------------------------------------- CAIXA Assisted Attendance 4455,4425,4010, CAIXA ATTENDANCE TSF Monthly average of no less than [*****] 4450,4105,4102, of the calls answered within up to 4104,4465,4400, [*****] seconds 4415,4492,4510 4455,4425,4010, CAIXA ATTENDANCE HANG-UP Monthly average not exceeding [*****] 4450,4105,4102, (Answer [*****] of the calls - monthly 4104,4465,4400, average) 4415,4492,4510 4098 RETENTION TSF Monthly average of no less than [*****] of the calls answered within up to [*****]seconds 4098 RETENTION HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4103 PROSPECT ATTENDANCE HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4103 PROSPECT ATTENDANCE TSF Monthly average of no less than [*****]of the calls answered within up to [*****] seconds 4499 UNBLOCKING CARD HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average)
G-19 4499 UNBLOCKING CARD TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds Others ATTENDANCE QUALITY ATTENDANCE QUALITY AVERAGE QUALITY Monthly average of no less than 85% RATING LEMON ASSISTED ATTENDANCE 4432 LEMON ATTENDANCE TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds; (Not in the contract. Follow the Orbital standard rating) 4432 LEMON ATTENDANCE HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average); (Not in the contract. Follow the Orbital standard rating) Others ATTENDANCE QUALITY ATTENDANCE QUALITY AVERAGE QUALITY Monthly average of no less than 85%; (Not RATING in the contract. Follow the Orbital standard rating) LUSO ASSISTED ATTENDANCE 4507 LUSO ATTENDANCE TSF Monthly average of no less than [*****] of the calls answered within up to [*****]seconds; (Not in the contract. Follow the Orbital standard rating) 4507 LUSO ATTENDANCE HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average); (Not in the contract. Follow the Orbital standard rating) 4307 RETENTION TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds; (Not in the contract. Follow the Orbital standard rating) 4307 RETENTION HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average); (Not in the contract. Follow the Orbital standard rating) Others ATTENDANCE QUALITY ATTENDANCE QUALITY AVERAGE QUALITY Monthly average of no less than 85% (Not INDEX RATING in the contract. Follow the Orbital standard rating)
G-20 BANESPA Assisted Attendance 4464 BANESPA ATTENDANCE TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4464 BANESPA ATTENDANCE TME Average waiting time of no more than 20 seconds 4464 ATTENDANCE QUALITY AVERAGE QUALITY Monthly average of no less than 85% (Not INDEX RATING in the contract. Follow the Orbital standard rating) 4365 RETENTION TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds; (Not in the contract. Follow the Orbital standard rating) 4364 RELATION-SHIP Availability of Business hours: 7:45 a.m. - 8:15 p.m., Attendance Monday to Friday Position 4464 BANESPA ATTENDANCE HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average); (Not in the contract. Follow the Orbital standard rating) 4365 RETENTION HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average); (Not in the contract. Follow the Orbital standard rating)
G-21
Assisted SODEXHO Attendance ------- ---------- 4327 VOUCHER TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4327 VOUCHER HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4417 HR & HEALTHCARE ESTABLISHMENT TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4417 HR & HEALTHCARE ESTABLISHMENT HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4467 HEALTHCARE USERS TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4467 HEALTHCARE USERS HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4459 MEALS USERS TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4459 MEALS USERS HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4459 MEALS AUTHORIZATION TSF Monthly average of no less than [*****] of the calls answered within up to [*****] seconds 4459 MEALS AUTHORIZATION HANG-UP Monthly average not exceeding [*****] (Answer [*****] of the calls - monthly average) 4403 UNBLOCK Availability of Attendance Position Business hours: 8:00 a.m. - 8:00 p.m., Monday to Friday - Level 1 Operator
G-22 QUALITY BOOK SERVICES TABLE - BANKS & VOUCHERS
CLIENT ROUTE Service Name Operating Level Commitment ------- ----- ---------------------------------- -------------------------------------------------------------------------------- ARU Availability - Availability of 99% of Caixa, All electronic attendance services all ARU ports, 24 hours a day, every Lemon, day of the month Luso & All Sodexho Caixa, PROVIDE REPORTS PROVIDE ALL CURRENT REPORTS WITHIN THE Lemon, All All AGREED PERIODS AND DEADLINES. Luso & Sodexho Caixa, All All Attendance Quality - The average quality Lemon, rating for all operators of a service may Luso & not be less than 85%. This rating is the Sodexho result of the monthly operator assessment by the Partner Caixa, All All Operator Monitoring - 100% of the working Lemon, attendants should have calls recorded Luso & and assessed in compliance with the Sodexho minimum sample of three calls per attendant per month
G-23 QUALITY BOOK SERVICES TABLE - CREDICARD
Operating Level CLIENT Route Service Name Commitment Penalties/Remarks ------ ----- ------------ ---------- ----------------- For the purpose of applying a CREDICARD penalty, the minimum acceptable TSF performance is taken as [*****] ([*****] of the calls answered within up to [*****] seconds) in the day. Up to 3 (three) days per month will be tolerated with performance below the acceptable minimum [*****] for the Client Attendance Services. No penalties will be imposed for these tolerance days, unless the service level falls below [*****] ([*****] of calls answered within up to [*****]seconds). As from the fourth day below the minimum standard, Orbitall will deduct the price of all calls below the minimum standard from the invoice, for the affected service line. The Partner agrees to meet the service levels described in this SLA for a call volume no more than 5% higher than the forecast. For the purposes of defining the penalty, the minimum number of calls is calculated that should have been answered within up to [*****] seconds ([*****] of the maximum number of expected calls, forecast plus [*****]). The number of 4407/4408/4436/44 Daily TSF - [*****] of the calls calls actually answered within up to 96/4463/4451/4401/ answered in up to [*****] [*****]seconds is ascertained. Should 4473/4439/4411/44 seconds in the day (for the month, the number of calls answered within 68/4456/4444/4476/ Client up to three days of below - Goal up to [*****] seconds be less than 4449/43/12/4106/43 Attendance performance are tolerated) the acceptable minimum, the 11/4416 difference is eligible for return (penalty) provided that this does not fall within the monthly tolerance of three days below the minimum. Sundry Services through 4314,4315,3418,4044, Attendance Availability of Attendance 12-hour Attendance Positions will be 4011,4320,4076 Position Position made available, with the volumes defined by the client in compliance with this requirement. Provide the number of attendance positions agreed with the client with respective resources, within the attendance hours for the service. Quality monitoring - 100% of the All All calls monitored with at least 85% quality Platinum Attendance Monthly TSF - [*****] of calls Compliance with this supply standard 4470 (Credicard & answered in up to [*****] will be maintained for call volumes TAM) seconds in the month up to no more than 5% above forecast. Daily TSF - [*****] of calls Compliance with this supply standard answered in up to [*****] will be maintained for call volumes Redeshop Client seconds in the day (up to three up to no more than 5% above forecast. 4420 Attendance days of below Goal performance are tolerated)
G-24 Monthly TSF - [*****] of calls COMPLIANCE WITH THIS SUPPLY STANDARD 4806,4300,4089,4400 Monthly shared answered in up to [*****] WILL BE MAINTAINED FOR CALL VOLUMES 4452,4492,4494,4413 services, seconds in the month UP TO NO MORE THAN 5% ABOVE FORECAST. 4480
G-25 QUALITY BOOK SERVICES TABLE - CREDICARD
Operating Level CLIENT Route Service Name Commitment Penalties/Remarks ------ ----- ------------- ---------------------------------- ------------------------------------------ 4051 Unified line Daily TSF - [*****] of the calls For the purpose of applying a penalty for - attendance answered in up to [*****] seconds the day, the minimum acceptable TSF and insurance in the day performance is taken as [*****] ([*****] retention Monthly TSF - [*****] of the calls of the calls answered within up to [*****] answered in up to [*****] seconds seconds) in the day. in the month No more than 3 (three) days per month will be tolerated with performance between [*****] and [*****] of the calls answered within up to [*****] seconds for the Client Attendance, Retention and Telesales services. For these tolerance days, no penalties will be imposed, unless the service level falls below [*****] ([*****] of the calls answered within up to [*****] seconds). From the fourth day onwards below the minimum standard, the Partner will deduct the price of all calls below the minimum standard from the invoice for the affected service line. The Partner agrees to meet the service levels described in this SLA for a call volume no more than 5% higher than forecast. For the purposes of imposing a penalty, the minimum number of calls that should be answered within up to [*****]seconds is calculated (75% of the maximum number of calls expected, forecast + 5%)
G-26 QUALITY BOOK SERVICES TABLE - CREDICARD
CLIENT Route Service Name Operating Level Commitment Penalties/Remarks ------ ----- -------------- ----------------------------------- --------------------------------------------- All All Communication - Comply with Alteration of information on help 100% of the stipulated period screens on d+1 (business days, with "d" being of receipt of the request the Crediicard); Including the new information on help screens on d + 2; Daily news messages on d+1; Emergency messages in daily news on d; All E-mail 75% within up to business D+1 Attendance 100% within up to business D+2 All All electronic Availability of ARU - 99% attendance availability of all the ARU ports services for the 24 hours a day, every day of the month All All Attendance Quality - The average quality rating for all operators of a service may not be less than 85%. This rating is the result of the monthly operator assessment by the Partner
G-27 QUALITY BOOK SERVICES TABLE - CREDICARD
CLIENT Route Service Name Operating Level Commitment Penalties/Remarks ------ ----- ------------ ------------------------------ ----------------------------------------------------------------------- 1925 Insurance Monthly TSF - [*****] of calls Commitment to this supply standard will be maintained for call modules Telesales answered in up to [*****] up to no more than 5% higher than forecast. For the purposes of seconds in the month applying the penalty on the day, the minimum acceptable TSF performance will be [*****] ([*****] of calls answered within up to [*****]seconds) on the day. No more than 3 (three) days per month will be tolerated with performance between [*****] and [*****] of the calls answered within up to [*****] seconds for the Client Attendance, Retention and Telesales Services. For these tolerance days, no penalties will be imposed, unless the service level falls below [*****] ([*****] of calls answered within up to [*****] seconds). As from the fourth day below the minimum standard, the Partner will discount the price of all calls below the minimum standard from the invoice for the affected service line. For the purposes of applying the penalty, the minimum number of calls that should have been answered within up to [*****] seconds is calculated (75% of the maximum number of connected calls, forecast + 5%) The number of calls actually answered within up to [*****] seconds is ascertained. If the number of calls answered within up to [*****] seconds is less than the acceptable minimum, the difference is open to return (penalty) provided that this is not included within the monthly tolerance of 3 (three) days below the minimum. For the purposes of applying the penalty for the month, the minimum acceptable performance is taken as being a monthly average of [*****] or more of the calls answered within up to [*****] seconds. The penalty for the month annuls the DAY penalty whenever two penalties - DAY and MONTH are imposed. This ensures that higher priorities are assigned to the monthly performance over the daily performance. The manner of calculating the month penalty is identical to the day penalty, calculated as the number of calls to be discounted from the Partner based on the monthly indicators - calls received in the month x difference from the minimum acceptable TSF for the month, always bearing in mind the 5% deviation limit from the call forecast. For the purposes of applying the penalty in that month, a minimum acceptable performance is taken as being a monthly average of [*****] or more of the calls answered within up to [*****] seconds. The penalty for the month annuls the Day Penalty whenever two penalties are
G-28 4329 Corporate Client Attendance - Daily TSF - [*****] of imposed - DAY and MONTH. This ensures that a higher priority is Daily calls answered in up to assigned to the monthly performance than the daily performance. [*****]seconds in the day (up to three days of below The manner of calculating the month penalty is identical to the - Goal performance are day penalty, calculated as the number of calls to be discounted tolerated) from the Partner based on the monthly indicators - calls received in the month x difference from the minimum acceptable TSF for the month, always bearing in mind the 5% deviation limit from the call forecast. 4488 Corporate Client Attendance Monthly TSF - [*****] of - For the purpose of applying a penalty, a TSF acceptable - Monthly calls answered in up to performance is taken as [*****] ([*****]of the calls answered [*****] seconds in the within up to [*****] seconds) in the day. - Up to 3 (three) month days per month will be tolerated - No more than 3 (three) days per month will be tolerated with performance lower than the acceptable minimum [*****]for the Corporate Client Attendance service. For those tolerance days, penalties will not be incurred, except where the service level falls below [*****] ([*****] answered in up to [*****] seconds) - As from the fourth day below the minimum standard, the Partner will discount the price of all calls below the minimum standard from the invoice for the affected service line. All All Training - Comply 100% Up to 50 operators trained: d+2 (business days, with d being the with the deadline for final date of the training). forwarding the reaction 51-150 operators trained: d+4 assessment results and 151-300operators trained: d+5 tests of the trainees More than 300 operators trained: d+6
G-29 ANNEX VIII CONTINGENCY PLAN This Annex is an integral part of the Contact Center Service Agreement signed by the Parties mentioned below on April 1, 2004. PARTIES: Orbitall Servicos e Processamento de Informacoes Comerciais Ltda. ("ORBITALL") Inovacao Contact Center Servicos de Contatos Telefonicos Ltda. ("INOVACAO").
CRITICAL RESTART NORMALIZATION BIA LEVEL PERIOD PERIOD ---------------------------------------------------- -------- -------- ------------- Insurance Attendance Medium 24 hours 7 days Assistance Services Attendance Medium 24 hours 7 days Applicant Attendance Medium 24 hours 30 days Assisted Attendance High 6 hours 7 days Call Me Attendance Low 7 days 30 days Teen Card Recharge Medium 24 hours 30 days Quality Monitoring Low 15 days 30 days Loss & Robbery High 6 hours 24 hours Unblocking Card Medium 15 days 30 days Telemarketing Medium 36 hours 3 days Retention Medium 24 hours 30 days Citiphone Medium 15 days 30 days Response to Sundry Request - Voucher High 3 hours 3 days Client Services - Telephone Authorization - Voucher High 3 hours 3 days Client Services Blocking / Unblocking Card - Voucher High 3 hours 3 days Electronic Attendance High 6 hours 7 days
H-1 BUSINESS CONTINUITY STRATEGIES H-2
RISK FACTOR DESCRIPTION OF ACTIONS ----------- ---------------------- IMPOSSIBILITY OF ACCESSING THE Contact Telecom ORBITALL and request IPIRANGA BUILDINGS - SAO PAULO / routing to the available hubs - PARTNER CITIBANK - RIO DE JANEIRO / RESPONSIBILITY (OPERATIONS/ PLANNING, IT) SALVADOR Implement routing to unaffected hubs - ORBITALL RESPONSIBILITY 2. Contact the Executive Director who will implement the actions listed below - PARTNER RESPONSIBILITY Impacts: Employees prevented from accessing the work-site, or After assessing the situation, decide on finding it difficult do to so whether or not to advise the Clients of the event -- ORBITALL RESPONSIBILITY 4. Step up the attendance roster at the other hubs, in order to boost capacity. Define the overtime requirements at the other hubs, and if required, provide and allocate the resources needed. Reassess the vacation plans for the other hubs during the contingency period. Set up an activities plan for the affected hub during the contingency period (training sessions, refresher courses, etc.). Analyze the feasibility and impact of suspending some telephone attendance services, allocating these resources to the line-ups for the higher priority services. If this is decided, notify the ORBITALL Area to place an informative message on the IVR equipment for the unavailable services, in order to advise consumers. Stress to all employees that communication with the press may be undertaken only by authorized persons-- PARTNER RESPONSIBILITY (HR, OPERATIONS/ PLANNING, IT AND FINANCE) 5. Should the halt exceed one week: (IT APPLICATIONS/PLANNING) Boost the capacity of the IVRs at the other hubs in order to handle possible future traffic concentrations, step up monitoring of the free line and IVRs occupancy ratings. If necessary, place a message on the IVRs to manage demand during peak periods -- PARTNER RESPONSIBILITY 6. Identify the opportunity to use resources with earlier experience in attendance and strengthen the assisted attendance at the other hubs, in addition to the extra infrastructure required to answer the calls. Suspend activities that result in the non-availability of the Attendants, Supervisors, Analysts and Managers -- PARTNER RESPONSIBILITY (OPERATIONS/PLANNING, IT AND HR) 7. Should it not be possible to access the building, the employees will be contacted and told what to do. In order to do so, a listing of their home and mobile telephones should be available to the administrators - PARTNER RESPONSIBILITY (HR/OPERATIONS) 8. Notify the Union of the occurrence. Provide on-site medical assistance. Provide a hotline to clear up employee doubts -- PARTNER RESPONSIBILITY (HR) 9. Prepare scripts for positioning consumers and the press -- ORBITALL RESPONSIBILITY 10. Distribute scripts for positioning of consumers and the Press -- PARTNER RESPONSIBILITY (HR/Communication) 11. After the situation is regularized, return to redirecting the calls to the original hub -- ORBITALL RESPONSIBILITY
H-3
RISK FACTOR DESCRIPTION OF ACTIONS ----------- ---------------------- 1. Forecast the impact of the strike on the performance of the services based on the scope, means of transportation and locations affected by the strike -- PARTNER RESPONSIBILITY (PLANNING) PARTIAL OR TOTAL PUBLIC TRANSPORTATION SYSTEM STRIKE Select the most appropriate action from those listed below -- PARTNER RESPONSIBILITY Impacts: Employees prevented from a) Request overtime for employees at hubs accessing the work-site, or coming to work through other means of finding it difficult do to so transportation -- PARTNER RESPONSIBILITY (PLANNING/Operations and HR) b) Request calls be directed through NACD / ICR -- PARTNER RESPONSIBILITY (PLANNING/IT) c) Schedule routing to unaffected hubs -- ORBITALL RESPONSIBILITY d) Provide alternative means of transportation for employees from the most severely affected locations, such as vans leaving strategic points in town -- PARTNER RESPONSIBILITY (OPERATIONS/HR/FINANCE) e) Tell the employees to come to work by taxi - PARTNER RESPONSIBILITY (OPERATIONS/ HR/FINANCE) f) Once the situation has been regularized, redirect the calls to the original hub -- ORBITALL RESPONSIBILITY 1. Define the need for overtime and if required, provide and allocate the resources required at all hubs. Review vacation plans during the contingency period at all hubs. Identify the opportunity to use resources with previous experience in attendance and to strengthen the Assisted Attendance at OUTSIDE SITUATION NOT UNDER other hubs, in addition to the extra CONTROL, STRIKES OR THREATS TO infrastructure required to answer the calls. PUBLIC SAFETY Suspend activities that would leave Attendants, Supervisors, Analysts and Managers unavailable. At shift changes, overtime will be permitted and departing Attendants will be told to remain at their posts until their substitutes arrive -- PARTNER RESPONSIBILITY (HR, OPERATIONS/PLANNING, IT AND FINANCE) 2. Should there be insufficient staff, request Impacts: Employees prevented from the calls be directed through NACD / ICR -- accessing the work-site, or PARTNER RESPONSIBILITY (OPERATIONS/PLANNING/IT) finding it difficult do to so 3. Implement routing to the unaffected hubs -- ORBITALL RESPONSIBILITY 4. Once the situation has been regularized, redirect the calls to the originanl hub -- ORBITALL RESPONSIBILITY
H-4
RISK FACTOR DESCRIPTION OF ACTIONS ----------- ---------------------- 1. Should unmet demand be noted, request the calls be channeled through the CATEGORY: STRIKE NACD / ICR -- PARTNER RESPONSIBILITY (OPERATIONS/PLANNING, IT) Impacts: Employees prevented from 2. Implement routing to the unaffected accessing the work-site, or finding hubs -- ORBITALL RESPONSIBILITY it difficult do to so 3. Once the situation has been regularized, redirect the calls to the original hub -- ORBITALL RESPONSIBILITY 4. At the shift change, permit overtime and tell the departing Attendants not on strike to remain at their posts until their replacements arrive. Identify the opportunity to use resources with previous experience in attendance and to strengthen Assisted Attendance at the other hubs, in addition to the extra infrastructure required to answer the calls -- PARTNER RESPONSIBILITY (OPERATIONS/PLANNING, HR) 1. Obtain with ORBITALL a power return forecast -- PARTNER RESPONSIBILITY POWER OUTAGE - EDIFICIO IPIRANGA SAO PAULO AND EDIFICIO CITIBANK RIO DE 2. Provide workstations and employees for JANEIRO critical services. The attendance positions used for the other services will be closed down -- PARTNER RESPONSIBILITY (OPERATIONS/IT) Impacts: impossible to perform the 3. Request the calls to be channeled to attendance services another attendance hub -- PARTNER RESPONSIBILITY (OPERATIONS/PLANNING, IT). 4. Implement routing to unaffected hubs -- ORBITALL RESPONSIBILITY 5. After the situation is regularized, return to redirecting the calls to the original hub -- ORBITALL RESPONSIBILITY 1. Notify ORBITALL of the problem and the forecast system repair time -- PARTNER RESPONSIBILITY POWER OUTAGE - SALVADOR 2. Provide workstations and employees for critical services. The attendance positions Impacts: impossible to perform the used for the other services will be shut attendance services down -- PARTNER RESPONSIBILITY (OPERATIONS/IT) 3. Request that calls be directed to another attendance hub -- PARTNER RESPONSIBILITY (OPERATIONS/IT/PLANNING). 4. Implement routing to unaffected hubs -- ORBITALL RESPONSIBILITY 5. After the situation is regularized, return to redirecting the calls to the original hub -- ORBITALL RESPONSIBILITY
H-5 DEFECT, DAMAGE OR DESTRUCTION OF 1. Notify Orbitall that the equipment PARTNER HARDWARE (EXAMPLE ROUTERS, is unavailable -- PARTNER ACD, NACD, SERVERS, ETC) RESPONSIBILITY 2. Provide repair forecast -- PARTNER RESPONSIBILITY 3. Provide corrective maintenance -- PARTNER RESPONSIBILITY Impacts: possible halt - downgrade of attendance services RISK FACTOR DESCRIPTION OF ACTIONS HALT OF THE ACD - SAO PAULO, SALVADOR 1. Forward forecast of normalization AND RIO DE JANEIRO to Orbital - PARTNER RESPONSIBILITY 2. Define the need for overtime and, if necessary provide and allocate the resources needed - PARTNER RESPONSIBILITY(PLANNING/OPERATIONS/IT/ HR) Impacts: for calls under way, the call 3. Request calls to be directed to routing is halted in the hub. As a other attendance hubs - PARTNER result, calls do not reach the RESPONSIBILITY (OPERATIONS/PLANNING, attendant. There is a also a loss of IT) routing capacity to other hubs through the NACD, in case of excessive demand. 4. Prior to completion of the New calls are not answered. Hub halted. redirecting, place a message on the ACD of the affected hub - PARTNER RESPONSIBILITY 5. Redirect calls to unaffected hubs - ORBITALL RESPONSIBILITY 6. Issue notification when the problem is resolved - PARTNER RESPONSIBILITY 7. After resolving the problem, redirect the calls back to the original hub - ORBITALL RESPONSIBILITY ATTENDANCE SYSTEMS (FRONT END AND 1. Obtain forecast for system return ELECTRONIC) to normal operations - PARTNER RESPONSIBILITY 2. Notify forecast system return time - ORBITALL RESPONSIBILITY Impacts: loss of system functions and 3. The attendants trained to use the information required for assisted and showroom will provide attendance electronic attendance normally through this system. Otherwise, in-house procedures will be adopted (4702 help screen) - PARTNER RESPONSIBILITY (OPERATIONS AND HR) 4. Take management decisions to curtail the attendance service in case of overloading the attendance hubs or a sharp drop in capacity - PARTNER RESPONSIBILITY 5. Define the need for over and if necessary provide and allocate the resources needed - PARTNER RESPONSIBILITY 6. Request that calls be directed to other attendance hubs - PARTNER RESPONSIBILITY (OPERATIONS/PLANNING/IT) 7. Introduce routing to unaffected hubs - ORBITALL RESPONSIBILITY 8. After the situation is regularized, redirect the calls to the original hub H-6 ORBITALL RESPONSIBILITY H-7
RISK FACTOR DESCRIPTION OF ACTIONS ----------------=----------- -------------------------------------------------- MERIDIAN MAX (CALL 1. Supply Orbitall with forecast of return to MANAGER) SERVICE normal operations - PARTNER RESPONSIBILITY DOWNGRADE 2. Handle call management through other hubs, should they be able to access the unavailable Meridian Max - PARTNER RESPONSIBILITY (TELECOM) Impacts: loss of management for calls already connected, calls line up and the respective information reports. Loss of statistics generated on calls received. Loss of ticketing capacity and issuer service fee collections. HALT OF MERIDIAN LINK (CALL 1. Supply Orbitall with forecast of return to CONNECTION) normal operations - PARTNER RESPONSIBILITY 2. Define the need for overtime and if required, provide and allocate the necessary resources - PARTNER RESPONSIBILITY Impacts: loss of capacity to redirect 3. Request that calls be directed to another calls lined up attendance hub - PARTNER RESPONSIBILITY between the IVR and the (OPERATIONS/PLANNING, IT) front-end attendance systems. Loss of line up 4. Prior to completion of the redirecting, place a information of where the message on the ACD of the affected hub - PARTNER consumer called. Call RESPONSIBILITY congestion. Possible disconnection, forcing the 5. Redirect calls to unaffected hubs - ORBITALL consumer to dial the card RESPONSIBILITY number several times. 6. Notify when the problem is solved - PARTNER RESPONSIBILITY 7. Once the problem is solved, redirect the calls back to the original hub - ORBITALL RESPONSIBILITY
H-8
RISK FACTOR DESCRIPTION OF ACTIONS ------------------------------- ------------------------------------------------------------------------------------ HALT OF NACD (DATA LINKS 1. Obtain forecast for return to normal services - PARTNER RESPONSIBILITY CALL TRAFFIC CONTROLLER) 2. Notify forecast return to normal services - ORBITALL RESPONSIBILITY Impacts: impossible to 3. Implement in-house procedures for contingency attendance in compliance distribute calls among the hub with the Help Screens - PARTNER RESPONSIBILITY (OPERATIONS/IT) line-ups, which may result in calls being clustered at a hub, 4. Take meeting decisions to curtail the attendance services should the with idle capacity in the same attendance hubs become overloaded, or in case of a sharp drop in capacity - line-up at another hub. PARTNER RESPONSIBILITY Surplus demand at one hub may prevent the calls from 5. Define the need for overtime and if required, provide and allocate the being routed to alternate hubs necessary resources - PARTNER RESPONSIBILITY as it would not be possible to (OPERATIONS/PLANNING) identify idle capacity. Routing between the affected 6. Request that calls be directed to another attendance hub - PARTNER hub and the other hubs is RESPONSIBILITY (OPERATIONS/PLANNING, IT) halted. 7. Implement routing to unaffected hubs - ORBITALL RESPONSIBILITY 8. After the services are regularized, redirect the calls back to the original hub - ORBITALL RESPONSIBILITY WFM (WORK FORCE 1. Obtain forecast for return to normal services - PARTNER RESPONSIBILITY MANAGEMENT) APPLICATION Impacts: impossible to 2. Advise forecast return to normal services - ORBITALL RESPONSIBILITY manage and analyze the history and statistics of the attendant roster HALT OF ICR 1. Advise ORBITALL of the problem and the forecast to return to normal services - PARTNER RESPONSIBILITY Impacts: distribution of calls will not be optimized among 2. Advise forecast for return to normal services - ORBITALL RESPONSIBILITY the attendants at three hubs. Possibility of loss of some 3. Use Meridian Max to distribute the calls - PARTNER RESPONSIBILITY statistical data. FAULT IN THE RECORDING 1. Advise ORBITALL of the problem - PARTNER RESPONSIBILITY SYSTEM EQUIPMENT 2. Advise forecast return to normal services - PARTNER RESPONSIBILITY Impacts: impossible to record requests made by the card- holders
H-9 Test Strategy: The Contact Center contingency plans strategy consists of halting one of the attendance hubs once a week (always on Sundays), it will remain shut down, the attendants are release and the calls are redirected to one of the other hubs. The hub shutdown schedule and the evidence of its performance (statistics for the day with the number of calls answered at each hub) will be the RESPONSIBILITY OF THE PARTNER (PLANNING/OPERATIONS) Training Strategy: The Call Center Training Strategy consists of a cycle of presentations made to all supervisors and managers of the three attendance hubs. This presentation is based on this document, and will be the RESPONSIBILITY OF THE PARTNER. H-10