2012 Global Management Incentive Plan

Sitel’s incentive plans are designed to attract, reward and retain designated associates for performance that has a significant impact on Sitel’s overall success. They are intended to motivate plan participants by linking incentive compensation to reaching designated performance goals.

Incentive Plan:

The General Terms and Conditions, the Incentive Performance Award Metrics set out in Appendix A and the country specific exceptions/terms and conditions set out in Appendix B, shall constitute the Sitel 2012 Global Management Incentive Plan (“Plan”).

Sitel:

Sitel as referenced in this Incentive Plan shall mean Sitel Operating Corporation or its subsidiaries or affiliates.

Associates must be hired into an eligible position prior to October 1, of each Plan year in order to participate in any component of the Plan for that year. Associates become eligible the first day of the month following their hire into an eligible position. Associates promoted or transferred internally become eligible the first day of the month following their promotion or transfer into an eligible position.

Associates becoming eligible for the Plan as a result of promotion or transfer into an eligible position during a Plan year will be eligible for a pro-rated award tied to the number of full months the associate was eligible to participate in the Plan. Associates moving from or between positions covered by different incentive plans will be eligible for a pro-rated award tied to the number of full months in each plan.

(Example: A Director hired on April 15, 20xx becomes eligible for the 20xx Plan on May 1, 20xx. His/her payout is prorated for two months of the 1^st half semi-annual 20xx award and for eight months of the 20xx annual award).

Eligible for Single Plan:

Associates are eligible to participate in only one incentive plan at a time. Associates in Director and above positions who participate in the Plan are not eligible to participate in any other company or client sponsored incentive plans, contests, project or spot bonuses or other similar program. See “Dates of Eligibility” for situation where associate moves into/between plans.

Performance Requirements:

Associates are not eligible to participate in this Plan while on a written Performance Improvement Plan (PIP).

Termination:

Participation in the Plan terminates immediately on the date of termination which shall mean the last day of active employment regardless of whether voluntary or involuntary or whether the individual is provided advance notice of the termination of employment. Associates are not eligible for any payouts under a Plan if they are not employed on the payout date, unless otherwise set out herein, required by law or employment agreement.

Death:

In the event of a Participant’s death during the performance period, any bonus earned during that period will be paid to the legal representative of the Participant.

Leave of Absence:

Participants on approved leaves are eligible only in those full months in which they are actively working. For example, a Participant is on leave of absence in November and December of 20xx, his/her annual award payout would be prorated for ten (10) months and his second half award payout would be prorated for four (4) months.

If Plan goals are met, earned awards will be calculated using the Participant’s annualized base pay in effect on the last day of the performance period. Base pay does not include any non-standard payments such as overtime, hiring bonuses, special incentive awards, travel allowances, expatriate allowances, mobility allowances, 13^th month bonuses or other payments. Plan awards are not a part of salary.

Earned awards will be paid as soon as administratively possible following publication of each performance period’s financial results and awards earned for a calendar fiscal year (or calendar fiscal quarter) will be paid no later than March 15 of the calendar year following the calendar year for which the bonus is earned (or in which the calendar fiscal quarter bonus was earned).

Any Participant who manipulates or attempts to manipulate the Plan for personal gain is not eligible to participate in this Plan, will forfeit any potential awards, and will be subject to appropriate disciplinary action up to and including termination of employment.

Sitel retains the right to adjust, amend, terminate, suspend or make exceptions to the Incentive Plan at its discretion where legally allowed, based on factors including, but not limited to, compliance with laws and/or the Sitel Code of Conduct. In the event of such action, written notification will be provided to Participants. Sitel retains the right to resolve all decisions, questions and issues arising under the Plan and all decisions shall be final. All exceptions to the Plan shall be approved in writing by the Compensation Committee of the Board of Directors of SITEL Worldwide Corporation (the “Compensation Committee”).

Participation in this Plan does not imply nor constitute a contract of employment for a definite term. Payment on any particular occasion of any award amount in accordance with this Plan shall not create the presumption that any further bonus amount will be paid to the Participant thereafter under this Plan or otherwise or that any amount paid should in any way be considered a part of salary.

The information in the Plan, including the Incentive Performance Award Metrics, are confidential and proprietary, and shall not be disclosed unless allowed or required by law, other than to the Associate’s spouse(or legal equivalent) and/or tax advisor.

Participants must sign to acknowledge their understanding and acceptance of the Plan. Please retain a copy and return the signed Plan to Global Compensation at ###-###-####.

Annual Total Target Incentive Opportunity is the annual value of incentive earned at 100% achievement of all performance metrics.  This value is expressed as a percentage of annual base pay (as set forth in the Participant’s employment agreement, if applicable). Base pay shall be as defined in the Plan.

Performance measures represent the objectives of the compensation plan.  Each performance measure is assigned a weight that indicates the percentage of the Total Target Incentive Opportunity that is allocated to each measure. Weights are zero-sum within the Total Target Incentive Opportunity and will always add to 100%.

Plan Type: Global Management Incentive Plan (General Manager)

For all metrics – interpolate attainment and payout within the ranges above. Attainment will be rounded down to the closest tenth of a percent (e.g. 90.15 rounds down to 90.1).

Goals for the annual global and regional performance measures are set by the Compensation Committee.  No award under this Plan shall be paid unless 90% of the Annual Global Adjusted EBITDA goal is met.  Exception to or revision of annual global performance goals, where allowed by law, may be made only by approval of the Compensation Committee.

Rehired Associates: Associates eligible to participate in the Plan during their last employment are considered as follows: