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EXHIBIT 10.33
August 6, 2000
Margot O'Dell
4221 Preserve Parkway South
Littleton, CO 80121
Dear Margot:
We are pleased to extend to you an offer of employment as Executive Vice
President, Chief Financial Officer of TeleTech Holdings Inc. The position will
be located at our corporate office in Denver, Colorado. You will start no later
than September 11, 2000 and will report to Scott Thompson, Chief Executive
Officer and President. Your annual base salary will be $250,000 with a target
annual bonus opportunity of 100% of your base. Your bonus will be based upon
both TeleTech performance and your individual achievement of MBO goals to be set
jointly by yourself and Scott. For 2000 the pro-rated portion of your on-target
annual bonus will be guaranteed.
You will receive vacation as per TeleTech's policy, which is accrued each pay
period to a maximum of four (4) weeks per year. You will be eligible for
TeleTech's executive medical and dental insurance, as well as a term Life
Insurance policy in the amount of $4,000,000 on your start date (subject to
standard physical exam). You will be eligible for a Long-Term Disability policy
that provides 50% of your base salary and annual bonus (calculated at 80%) on
the 91st day of your disability. Eligibility for the 401(k) plan begins during
the enrollment period following six (6) months of service. You will be eligible
to participate in the Employee Stock Purchase Plan during the enrollment period
following three (3) months of service.
TeleTech requires all employees to acknowledge the terms and conditions of their
employment by signing agreements regarding at-will employment, arbitration,
confidentiality, non-competition, non-disclosure, trade secrets, and invention
protection. These agreements will be provided by TeleTech and must be signed at
or before the start of your employment.
You will receive a sign on bonus of 250,000 stock options with an exercise price
equal to the closing price on your first day of employment. These options will
vest in equal annual installments over four (4) years.
In addition TeleTech will pay you the sum of $50,000 as a signing bonus within
30 days of your start date. If you voluntarily leave TeleTech or are terminated
for cause within the first two (2) years of employment this sum will be
repayable to TeleTech on a pro-rata basis.
You will be eligible to participate in a Management Stock Option Program, which
is designed to grant options at the end of each year. This is a discretionary
plan which awards options based upon personal achievements of business
objectives.
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Margot O'Dell
August 6, 2000
Page 2 of 3
If you cease to be employed by TeleTech or any of its subsidiaries or affiliates
(collectively, the "subsidiaries") for any reason other than (i) for "Cause" (as
defined in TeleTech's 1999 Stock Option and Incentive Plan), (ii) your death, or
(iii) your mental, physical or emotional disability or condition, the Options
shall be exercisable at any time prior to the date three months after the date
of termination of your employment.
Your option agreements will also provide that upon a "Change of Control" any
unvested portion of the options that are scheduled to vest within 24 months
following the date the Change of Control becomes effective shall vest and become
immediately exercisable as of the effective date of the Change of Control. If
your employment is terminated other than "For Cause" (as defined in TeleTech's
1999 Stock Option and Incentive Plan) within 24 months following a Change of
Control, 100% of your options will become immediately exercisable.
If your employment is terminated by TeleTech (or by a successor organization
that has acquired TeleTech) within the first two years of employment, other than
for "Cause," or your position or salary materially changes, you shall receive
(upon condition of executing and delivering a legal release in a form
satisfactory to TeleTech), a payment of 18 months of your on-target earnings
(base salary plus annual bonus) and the accelerated vesting of any unvested
options that would otherwise have vested at the next vesting date under your
option agreements. If you are terminated after the first two years of employment
other than for "Cause" the severance arrangements will be consistent with
TeleTech's protocol for severance at the senior executive level.
This offer is in effect until 5 PM MST August 8, 2000 and is contingent upon
your successful clearance of TeleTech's reference, background and drug screens.
I'd like to personally welcome you to TeleTech. We look forward to working with
you.
Sincerely,
/s/ David Gilbert
David Gilbert
Vice President, Human Resources
DG/emsf
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Margot O'Dell
August 6, 2000
Page 3 of 3
Please execute two copies of this Agreement, return the original to me and
retain one for your files. Please fax me a signed copy to 303 839 4731.
I agree to the terms and conditions of this offer of employment and will begin
working as Executive Vice President, Chief Financial Officer of TeleTech
Holdings Inc. on September 11, 2000 in our Denver office.
Signed: /s/ Margot O'Dell
Date: 8/6/2000
This offer is extended dependent upon reference checking, passing a drug test,
presentation of appropriate documentation to meet current Immigration and
Naturalization requirements, and the receipt of a signed
Non-Disclosure/Non-Compete Agreement. UPON YOUR ARRIVAL, A SOCIAL SECURITY CARD
AND ONE OF THE FOLLOWING DOCUMENTS IS REQUIRED: A VALID DRIVER'S LICENSE, ID
CARD, ORIGINAL OR CERTIFIED COPY OF BIRTH CERTIFICATE, CURRENT INS EMPLOYMENT
AUTHORIZATION, VALID U.S. PASSPORT, OR CERTIFICATE OF NATURALIZATION.
