Waiver Under Credit Agreement
Exhibit 10.39
April 29, 2004
TeleTech Holdings, Inc.
9197 Peoria Street
Englewood, CO 80112
Re: Waiver under Credit Agreement
Ladies/Gentlemen:
Please refer to the Credit Agreement dated as of October 29, 2002 (as amended, the Credit Agreement) among TeleTech Holdings, Inc. (the Borrower), various financial institutions and Bank of America, N.A., as administrative agent (in such capacity, the Administrative Agent). Capitalized terms used but not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
At the request of the Borrower, the Required Lenders hereby waive any Event of Default arising from the failure of the Borrower to comply with Section 7.10(b) of the Credit Agreement (Minimum Fixed Charge Coverage Ratio) for the Computation Period ended March 31, 2004 so long as the Fixed Charge Coverage Ratio is not less than 2.00 to 1.0 for such Computation Period.
This waiver letter is limited to the matters specifically set forth herein and shall not be deemed to constitute a waiver, consent or amendment with respect to any other matter whatsoever. Except as specifically set forth herein, the Credit Agreement shall remain in full force and effect and is hereby ratified in all respects.
This letter agreement shall be a contract made under and governed by the laws of the State of New York applicable to contracts made and to be performed entirely within such state.
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This waiver letter may be executed in counterparts (including by facsimile) and by the parties hereto on separate counterparts. This waiver letter shall become effective when the Administrative Agent has received counterparts hereof executed by the Required Lenders and acknowledged by the Borrower and each Guarantor.
BANK OF AMERICA, N.A., as Administrative Agent | ||||
By | ||||
Name | ||||
Title | ||||
BANK OF AMERICA, N.A., as a Lender | ||||
By | ||||
Name | ||||
Title | ||||
CIBC INC. | ||||
By | ||||
Name | ||||
Title | ||||
THE NORTHERN TRUST COMPANY | ||||
By | ||||
Name | ||||
Title | ||||
WACHOVIA BANK, NATIONAL ASSOCIATION | ||||
By | ||||
Name | ||||
Title | ||||
KEY CORPORATE CAPITAL, INC. | ||||
By | ||||
Name | ||||
Title | ||||
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ACKNOWLEDGED AND AGREED:
TELETECH CORPORATION
By: /s/ Karen Breen
Name Printed: Karen Breen
Title: Treasurer
TELETECH SERVICES CORPORATION
TELETECH CUSTOMER CARE MANAGEMENT (WEST VIRGINIA), INC.
TELETECH CUSTOMER CARE MANAGEMENT (COLORADO), INC.
TELETECH FACILITIES MANAGEMENT (PARCEL CUSTOMER SUPPORT), INC.
TELETECH FACILITIES MANAGEMENT (POSTAL CUSTOMER SUPPORT), INC.
TELETECH CUSTOMER CARE MANAGEMENT (TELECOMMUNICATIONS), INC.
TELETECH CUSTOMER CARE MANAGEMENT, INC.
TELETECH FINANCIAL SERVICES MANAGEMENT, LLC
TELETECH CUSTOMER CARE MANAGEMENT (CALIFORNIA), INC.
TELETECH CUSTOMER CARE MANAGEMENT (PENNSYLVANIA), LLC
CARABUNGA.COM, INC.
By: /s/ Karen Breen
Name Printed: Karen Breen
Title: Treasurer
NEWGEN RESULTS CORPORATION
By: /s/ Karen Breen
Name Printed: Karen Breen
Title: Treasurer
TELETECH CUSTOMER SERVICES, INC.
TTEC NEVADA, INC.
By: /s/ Christy T. OConnor
Name Printed: Christy T. OConnor
Title: President
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