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HomeMy WebLinkAboutPD13-141 - Original - Securus Technologies, Inc. - Inmate Phone Provider - 04/29/2013 Records M } _ gerneAnt� KENT Document WA9HINGTON ' CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: Securus Technologies Vendor Number: ID Edwards Number Contract Number: U 13- I q This is assigned by City Clerk's Office Project Name: Inmate Phone Provider Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: 04/29/13 Termination Date: 04/29/16 Contract Renewal Notice (Days): 90 Number of days required notice for termination or renewal or amendment Contract Manager: Diane McCuistion Department: Police - Corrections Detail: (i.e. address, location, parcel number, tax id, etc.): S Public\RecordsManagement\Forms\ContractCover\adcc7832 1 11/08 SECURUS Master Services Agreement it '"M11(,A"' City of Kent Police Department (WA) This Master Services Agreement(this"Agreement")is by and between City of Kent Police Department("you"or"Customer") and Securus Technologies, Inc, ("we,""us,"or"Provider") This Agreement supersedes any and all other agreements (oral, written, or otherwise) that may have been made between the parties and shall be effective as of the last date signed by either party(the"Effective Date") Whereas the Customer desires that Provider install an inmate telecommunication system and provide telecommunications and maintenance services according to the terms and conditions in this Agreement according to the Schedule and Work Orders,which are incorporated by reference into this Agreement; Whereas the Provider agrees to Install the inmate telecommunications system and provide telecommunications and maintenance services according to the terms and conditions In this Agreement and the Schedule and Work Orders, which are Incorporated by reference into this Agreement; Now therefore, in consideration of the mutual promises and covenants contained herein,the parties agree as follows, 1 Applications This Agreement specifies the general terms and conditions under which we will perform certain inmate- related services and applications (the "Application(s)") for you. Additional terms and conditions with respect to the Applications will be specified in the schedules entered into by the parties and attached hereto (the "Schedules"), The Schedules are incorporated Into this Agreement and are subject to the terms and conditions of this Agreement In the event of any conflict between this Agreement and a Schedule, the terms of the Schedule shall govern In the event of any conflict between any two Schedules for a particular Application,the latest in time shall govern 2, Use of Applications You grant us the exclusive right and license to install,maintain,and derive revenue from the Applications through our Inmate systems(including,without limitation,the related hardware and software)(the"System") located in and around the inmate confinement facilities identified on the Schedules (the"Facilities") You are responsible for the manner in which you use the Applications Unless expressly permitted by a Schedule or separate written agreement with us, you will not resell the Applications or provide access to the Applications(other than as expressly provided in a particular Schedule),directly or indirectly,to third parties During the term of this Agreement and subject to the remaining terms and conditions of this Agreement, Provider shall be the sole and exclusive provider of existing and any future inmate telecommunications, including phone calls, prepaid calling cards and debit calling at the Facilities in lieu of any other third party providing such Inmate communications. 3. Compensation. Compensation for each Application, if any, and the applicable payment addresses are as stated in the Schedules. 4 Term The obligations of the parties shall be effective as of the Effective Date and shall end on the date that Is thirty-six (36)months thereafter This Agreement shall automatically renew for successive periods of twelve(12) months each. This Agreement may be terminated by either party upon ninety(90)days advance written notice Notwithstanding anything to the contrary,the terms and conditions of this Agreement shall continue to apply to each Schedule for so long as we continue to provide the Application to you after the expiration or earlier termination of this Agreement 5 Service Level Agreement and Limited Remedy We are committed to providing you with reliable, high quality Applications, and we offer certain assurances about the quality of our Applications (the "Service Level Agreement"), The Service Level Agreement for each Application is as set forth in the applicable Schedule THE SERVICE LEVEL AGREEMENT SETS FORTH THE SOLE AND EXCLUSIVE REMEDIES FOR FAILURE OR DEFECT OF AN APPLICATION WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTY ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, AND NONINFRINGEMENT. 6 Software License We grant you a personal, non-exclusive, non-transferable license(without the right to sublicense)to access and use certain proprietary computer software products and materials in connection with the Applications (the "Software") The Software includes any upgrades, modifications, updates, and additions to existing features that we implement in our discretion (the "Updates") Updates do not include additional features and significant enhancements to existing features You are the license holder of any third-party software products we obtain on your behalf. You authorize us to provide or premstall the third-party software and agree that we may agree to the third-party End User License Agreements on your behalf Your rights to use any third-party software product that we provide shall be limited by the terms of the underlying license that we obtained for such product The Software is to be used solely for your internal business purposes in connection with the Applications at the Facilities, You will not (I) permit any parent, subsidiary, affiliated entity, or third party to use the Software, (j)assign, sublicense, lease, encumber, or otherwise transfer or attempt to transfer the Software or any portion thereof, (Irl) process or permit to be processed any data of any other party with the Software, (iv) alter, maintain, enhance, disassemble, decompile,reverse engineer or otherwise modify the Software or allow any third party to do so, (v)connect the Software to any products that we did not furnish or approve in writing, or(vi)ship,transfer, or export the Software into any country, or use the Software in any manner prohibited by the export laws of the United States We are not liable with regard to any Software that you use in a prohibited manner 7 Ownership and Use The System, the Applications, and related records, data, and information shall at all times remain our sole and exclusive property unless prohibited by law, in which event, we shall have the unlimited right to use such Master Services Agreement-Page 1 of 9 ©Securus Technologies,Inc -Proprietary&Confidential-Form 11.10 I records,data, and information for investigative and law enforcement purposes. However, during the term of this Agreement and for a reasonable period of time thereafter, we will provide you with reasonable access to the records We (or our licensors, if any)have and will retain all right, title, interest, and ownership in and to(I)the Software and any copies,custom versions, modifications, or updates of the Software, (o) all related documentation, and (iii) any trade secrets, know-how, methodologies,and processes related to our Applications, the System,and our other products and services(the"Materials") The Materials constitute proprietary information and trade secrets of Provider and its licensors, whether or not any portion thereof is or may be the subject of a valid copyright or patent 8 Legality/Limited License Agreement. For services related to Applications which may allow you to monitor and record inmate or other administrative telephone calls,or transmit or receive inmate electronic messages("e-mail"); by providing the Application, we make no representation or warranty as to the legality of recording or monitoring inmate or administrative telephone calls or transmitting or receiving inmate e-mail messages Further, you retain custody and ownership of all recordings, and inmate e-mail messages, however you grant us a perpetual limited license to compile, store, and access recordings or inmate calls and access inmate e-mail messages for purposes of(i)complying with the requests of officials at the Facility, (ti) disclosing information to requesting law enforcement and correctional officials as they may require for investigative, penological or public safety purposes, (n) performing billing and collection functions, or (iv) maintaining equipment and quality control purposes This license does not apply to recordings of inmate calls or e-mail messages with their attorneys or to recordings or e-mail messages protected from disclosure by other applicable privileges 9, Confidentiality and Non-Disclosure The System, Applications, and related call records and information (the "Confidential Information") shall at all times remain confidential to Provider You agree that you will not disclose such Confidential Information to any third party without our prior written consent Because you will be able to access confidential information of third parties that is protected by certain federal and state privacy laws through the Software and Applications, you shall only access the Software with computer systems that have effective firewall and anti-virus protection. Customer shall not disclose any confidential information of Provider unless required to do so by law. Before disclosure of confidential information. Customer agrees to notify Provider so that it may assert any rights to non-disclosure that It may have under the applicable law. 10 Claims. To the fullest extent allowed by applicable law,each party by itself and/or its employees,agents,or contractors agrees to be responsible for any loss, cost, claim, liability, damage, and expense (including, without limitation, reasonable attorney's fees and expenses) (collectively"Claims") arising out of(i)a breach of its own representations,warranties, and/or covenants contained herein, or (ii) gross negligence or willful misconduct, or (iii) actual or alleged intellectual property infringement In any suit filed by either party, each party shall be solely responsible for its own attorneys fees Furthermore,the parties understand and agree that each one is subject to federal, state, and local laws and regulations, and each party bears the burden of its own compliance Provider agrees to install and implement the Inmate Telephone System according to the law governing Provider, the instruction It receives from Customer as to Customer's requirements under the law,and according to Customer's facility's demographics. 11 Insurance We maintain comprehensive general liability insurance having limits of not less than $2,000,000 00 in the aggregate You agree to provide us with reasonable and timely written notice of any claim, demand, or cause of action made or brought against you arising out of or related to the utilization of the Applications and the System in which the Provider is brought in as a co-defendant in the Claim We have the right to defend any such claim, demand, or cause of action at our sole cost and expense and within our sole and exclusive discretion,and you agree to assist us with our defense of any such claim,demand,or cause of action. 12 Default and Termination If either party defaults in the performance of any obligation under this Agreement, then the non-defaulting party shall give the defaulting party written notice of its default setting forth with specificity the nature of the default If the defaulting party fails to cure its default within thirty(30)days after receipt of the notice of default,then the non- defaulting party shall have the right to terminate this Agreement upon thirty (30) days written notice and pursue all other remedies available to the non-defaulting party, either at law or in equity. Notwithstanding the foregoing, the thirty(30) day cure period shall be extended to ninety (90) days if the default is not reasonably susceptible to cure within such thirty (30) day period, but only if the defaulting party has begun to cure the default during the thirty (30) day period and diligently pursues the cure of such default Notwithstanding the foregoing, if you breach your obligations in the section entitled "Software License" or the section entitled 'Confidentiality", then we shall have the right to terminate this Agreement immediately 13 Uncontrollable Circumstance We reserve the right to renegotiate or terminate this Agreement upon sixty (60) days advance written notice if circumstances outside our control related to the Facilities (including, without limitation, changes in rates, regulations, or operations mandated by law, material reduction in inmate population or capacity, material changes in jail policy or economic conditions;acts of God, actions you take for security reasons(such as lock-downs))negatively impact our business; however, we shall not unreasonably exercise such right Further, Customer acknowledges that Provider's provision of the services is subject to certain federal, state or local regulatory requirements and restrictions which are subject to change from time-to-time and nothing contained herein to the contrary shall restrict Provider from taking any steps necessary to perform in compliance therewith 15 Intunctive Relief. Both parties agree that a breach of any of the obligations set forth in the sections entitled "Software License," "Ownership and Use," and "Confidentiality" would irreparably damage and create undue hardships for the other party Therefore, the non-breaching party shall be entitled to immediate court ordered injunctive relief to stop any apparent breach of such sections,such remedy being in addition to any other remedies available to such non-breaching party. i I Master Services Agreement-Page 2 of 9 0 Securus Technologies, Inc -Proprietary&Confidential-Form 11 10 i 16 Force Maleure Either party may be excused from performance under this Agreement to the extent that performance is prevented by any act of God,war,civil disturbance,terrorism,strikes, supply or market, failure of a third party's performance, failure, fluctuation or non-availability of electrical power, heat, light, air conditioning or telecommunications equipment, closure of Customer's tail facility, failure of the electrical system within the Customer facility, other equipment failure or similar event beyond its reasonable control, provided, however that the affected party shall use reasonable efforts to remove ' such causes of non-performance i 17 Notices Any notice or demand made by either party under the terms of this Agreement or under any statute shall be in i writing and shall be given by personal delivery, registered or certified U S mad, postage prepaid, or commercial courier delivery service, to the address below the party's signature below, or to such other address as a party may designate by J written notice in compliance with this section Notices shall be deemed delivered as follows. personal delivery — upon receipt, U.S mad—five days after deposit,and courier—when delivered as shown by courier records, 18 No Third-party Beneficiary Rights The parties do not intend to create in any other individual or entity the status of a third-party beneficiary, and this Agreement shall not be construed so as to create such status The rights, duties, and obligations contained herein shall operate only between the parties and shall inure solely to their benefit The provisions of this Agreement are intended to assist only the parties in determining and performing their obligations hereunder, and the parties intend and expressly agree that they alone shall have any legal or equitable right to seek to enforce this Agreement, to seek any remedy arising out of a party's performance or failure to perform any term or condition of this Agreement, or to bring an action for the breach of this Agreement. 19 Miscellaneous This Agreement shall be governed by and construed in accordance with the laws of the State of Washington No waiver by either party of any event of default under this Agreement shall operate as a waiver of any subsequent default under the terms of this Agreement If any provision of this Agreement is held to be invalid or unenforceable, the validity or enforceability of the other provisions shall remain unaffected. This Agreement shall be binding upon and inure to the benefit of Provider and Customer and their respective successors and permitted assigns Except for assignments to our affiliates or to any entity that succeeds to our business in connection with a merger or acquisition, neither party may assign this Agreement without the prior written consent of the other party. Each signatory to this Agreement warrants and represents that he or she has the unrestricted right and requisite authority to enter into and execute this Agreement, to bind his or her respective party, and to authorize the installation and operation of the System Provider and Customer each shall comply, at its own expense, with all applicable laws and regulations in the performance of their respective obligations under this Agreement and otherwise in their operations. Nothing in this Agreement shall be deemed or construed by the parties or any other entity to create an agency, partnership, or joint venture between Customer and Provider This Agreement cannot be modified orally and can only be modified by a written instrument signed by all parties. The parties' rights and obligations, which by their nature would extend beyond the termination, cancellation, or expiration of this Agreement, shall survive such termination, cancellation, or expiration (including, without limitation, any payment obligations for services or equipment received before such termination, cancellation, or expiration). This Agreement may be executed in counterparts, each of which shall be fully effective as an original, and all of which together shall constitute one and the same instrument Each party agrees that delivery of an executed copy of this Agreement by facsimile transmission or by PDF e-mail attachment shall have the same force and effect as hand delivery with original signatures Each party may use facsimile or PDF signatures as evidence of the execution and delivery of this Agreement to the same extent that original signatures can be used This Agreement, together with the exhibits and Schedules, constitutes the entire agreement of the parties regarding the subject matter set forth herein and supersedes any prior or contemporaneous oral or written agreements or guarantees regarding the subject matter set forth herein Master Services Agreement-Page 3 of 9 i ®Securus Technologies,Inc -Proprietary&Confidential-Form 11 10 I EXECUTED as of the Effective Date CUSTOMER PROVIDER. City of Kent P I'ce Depa ent Securus Technologies, Inc !� By By Name Name Robert Pickens Title 0- ,dt C-C Title Chief Operating Officer Date: ti4 3 Date: ' { " .1. - f 3 Customer's Notice Address and Phone Number Provider's Notice Address* 1230 S Central 14651 Dallas Parkway,Suite 600 Kent,WA 98191 Dallas,Texas 75254 Attention General Counsel Phone. (253)856-6964 Phone (972)277-0300 Provider's Payment Address: 14651 Dallas Parkway,Suite 600 Dallas,Texas 75254 Attention: Accounts Receivable Please return signed contract to: 14651 Dallas Parkway Sixth Floor Dallas,Texas 75254 Attention: Contracts Administrator Phone: (972)277-0300 I Master Services Agreement-Page 4 of 9 0 Securus Technologies,Inc -Proprietary&Confidential-Form 11 10 SECURUS Schedule City of Kent Police Department (WA) This Schedule is between Securus Technologies, Inc ("we" or "Provider"), and City of Kent Police Department ("you" or "Customer")and is part of and governed by the Master Services Agreement (the"Agreement")executed by the parties The terms and conditions of the Agreement are incorporated herein by reference This Schedule shall be coterminous with the Agreement("Schedule Effective Date") A Applications. We will provide the following Applications CALL MANAGEMENT SYSTEM DESCRIPTION- Secure Call Platform Secure Call Platform ("SCP")provides through its centralized system automatic placement of calls by inmates without the need for conventional Eve operator services in addition, SCP has the ability to (a) monitor and record inmate calls, (b) automatically limit the duration of each call to a certain period designated by us, (c) maintain call detail records in accordance with our standard practices, (d)automatically shut the System on or off, and (e)allow free calls to the extent required by applicable law We will be responsible for all billing and collections of inmate calling charges but may contract with third parties to perform such functions. SCP will be provided at the Facilities specified in the chart below COMPENSATION Collect Calls We will pay you commission (the "Commission") based on the Gross Revenues that we earn through the completion of collect calls placed from the Facilities as specified in the chart below Gross Revenues shall mean all gross billed revenues relating to completed collect calls generated by and through the Inmate Telecommunications System Regulatory required and other items such as federal, state and local charges, taxes and fees, including transaction funding fees, transaction fees, credits, billing recovery fees, charges billed by non-LEC third parties, and promotional programs are excluded from revenue to the Provider. We shall remit the Commission for a calendar month to you on or before the 30th day after the end of the calendar month in which the calls were made(the"Payment Date") All Commission payments shall be final and binding upon you unless we receive written objection within sixty (60) days after the Payment Date Your payment address is as set forth in the chart below. You shall notify us in writing at least sixty (60)days before a Payment Date of any change in your payment address_ FACILITIES AND RELATED SPECIFICATIONS, Type of Cali Revenue Base for Commission Commission Payment Facility Name and Address Management Calculation of Service Percentage Commission Address City of Kent Police Department 1230 S Central SCP 52%' Gross Revenue --SAME— Kent,WA 98191 'The designated Commission percentage is contingent upon Customer's implementation of all products and payment methods described herein within ninety (90) days of the Effective Date (unless actions of Provider render such implementation within that timeframe impossible, in which case such implementation will be effected as soon as reasonably practicable) Should the Customer fail to implement all such products and payment methods within ninety(90)days of the Effective Date,the commission percentage is subject to renegotiation. CENTRALIZED NET CENTRIC VOIP DIGITAL TRANSMITTED CALL MANAGEMENT SYSTEM DESCRIPTION, Secure Calling Platform User Interface. We will provide you with the Software regarding the Secure Calling Platform Interface ("S-Gate User Interface")which may be used only on computers and other equipment that meets or exceeds the specifications in the chart below, which we may amend from time to time ("Compatible Equipment") Customer represents that (i) it will be responsible for distributing and assigning licenses to its end users, (a) it will use the SCP User Interface for lawful purposes and shall not transmit, retransmit or store material in violation of any federal or state laws or regulation, and (u)it will monitor and ensure that its licensed end users comply as directed herein i WORKSTATION REQUIREMENTS Processor 2 gigahertz(GHz)or higher processor Operating System Windows XP',Windows Vista,Windows 7 Browser Internet Explorer 8 or newer Memory At least 1 gigabyte(GB)of RAM(2GB recommended)-use of Windows 7 may require additional memory Master Services Agreement-Page 5 of 9 ©Securus Technologies,Inc -Proprietary&Confidential-Form 11 10 i Drive CD-RW or DVD-RW drive Display Super VGA(1,024 x 768)or higher resolution video adapter Peripherals Keyboard and Microsoft Mouse or compatible pointing device Internet High speed internet access(dial up is not supported) Microsoft Silveriight 4 0 or newer, Microsoft NET Framework 4, Installed Software Adobe Reader 9 5 or newer,Microsoft Office Excel Viewer,Quick i Time 7 or newer,Windows Media Player, Antivirus,WmZip or other zip utility 'XP Media center edition not supported SERVICE LEVEL AGREEMENT We agree to repair and maintain the System in good operating condition (ordinary wear and tear excepted), including, without limitation, furnishing all parts and labor. All such maintenance shall be conducted in accordance with the service levels in Items 1 through 10 below. All such maintenance shall be provided at our sole cost and expense unless necessitated by any misuse of, or destruction, damage, or vandalism to any premises equipment by you (not inmates at the Facilities), in which case,we may recoup the cost of such repair and maintenance through either a Commission deduction or direct invoicing, at our option You agree to promptly notify us in writing after discovering any misuse of, or destruction, damage, or vandalism to, the said equipment If any portion of the System is interfaced with other devices or software owned or used by you or a third party, then we shall have no obligation to repair or maintain such other devices or software. This SERVICE LEVEL AGREEMENT does not apply to any provided Openworkstation(s) (see below) For the services contemplated hereunder, we may provide, based upon the facilities requirements, two types of workstations (personal computer/desktop/laptop/terminal) The"Openworkstation"is an open non-secured workstation which permits administrative user rights for facility personnel and allows the facilities an ability to add additional third-party software Ownership of the Operworkstation is transferred to the facility along with a three-year product support plan with the hardware provider We have no obligation to provide any technical and field support services for an Openworkstation CUSTOMER IS SOLELY RESPONSIBLE FOR THE MAINTENANCE OF ANY OPENWORKSTATION(S)" 1 Outage Report, Technical Support If either of the following occurs* (a)you experience a System outage or malfunction or (b) the System requires maintenance (each a "System Event"), then you will promptly report the System Event to our Technical Support Department ("Technical Support") You may contact Technical Support 24 hours a day, seven days a week (except in the event of planned or emergency outages) by telephone at 866-558-2323, by email at TechnicalSupport@securustech net, or by facsimile at 800-368-3168 We will provide you commercially reasonable notice, when practical, before any Technical Support outage 2 Priority Classifications Upon receipt of your report of a System Event,Technical Support will classify the System Event as one of the following three priority levels "Priority 1" 30%or more of the functionality of the System is adversely affected by the System Event. "Priority 2" 5%-29%of the functionality of the System is adversely affected by the System Event "Priority 3" 5% or less of the functionality of the System is adversely affected by the System Event. Single and multiple phones related issues 3. Response Time After receipt of notice of the System Event, we will respond to the System Event within the following time periods Priority 1 2 hours Priority 2 24 hours Priority 3 72 hours 4, Response Process In the event of a System Event, where the equipment is located on Customer premises, Technical Support will either initiate remote diagnosis and correction of the System Event or dispatch a field technician to the Facility (in which case the applicable regional dispatcher will contact you with the technician's estimated time of arrival), as necessary In the event a System Event occurs in the centralized SOP system, technical support will initiate remote diagnosis and correction of the System Event 5 Performance of Service. All of our repair and maintenance of the System will be done in a good and workmanlike manner at no cost to you except as may be otherwise set forth in the Agreement Any requested modification or upgrade to the System that is agreed upon by you and us may be subject to a charge as set forth in the Agreement and will be implemented within the time period agreed by the parties. 6 Escalation Contacts Your account will be monitored by the applicable Territory Manager and Regional Service Manager In addition, you may use the following escalation list if our response time exceeds 36 hours: first to the Technical Master Services Agreement-Page 6 of 9 C Securus Technologies,Inc -Proprietary&Confidential-Form 11.10 i Support Manager or Regional Service Manager, as applicable, then to the Director of Field Services, then to the Executive Director, Service 7. Notice of Resolution After receiving internal notification that a Priority 1 System Event has been resolved, a member of our management team will contact you to confirm resolution For a Priority 2 or 3 System Event, a member of our customer i satisfaction team will confirm resolution 8 Monitoring We will monitor our back office and validation systems 24 hours a day, seven days a week. 9 Required IGR You are responsible for providing a dedicated isolated grounded receptacle("IGR")for use in connection with the primary System Upon request we will provide you with the specifications for the IGR If you are unable to or do not provide the IGR, then we will provide the IGR on a time and materials basis at the installer's then-current billing rates, provided that we are not responsible for any delay caused by your failure to provide the IGR 10 End-User Billing Services and Customer Care Our Securus Correctional Billing Services department will maintain dedicated customer service representatives to handle end-user issues such as call blocking or unblocking and setting up end-user payment accounts The customer service representatives will be available 24 hours a day, 7 days a week by telephone at 800-844-6591, via chat by visiting our website www securustech net, by email at CustomerService@securustech.net, and by facsimile at 972-277-0714 In addition, we will maintain an automated inquiry system on a toll-free customer service phone line that will be available to end-users 24 hours a day, 7 days a week to provide basic information and handle most routine activities. We will also accept payments from end-users by credit card, check,and cash deposit(such as by money order,MoneyGram or Western Union transfer). I INSTANT PAYTM PROGRAM DESCRIPTION The Instant PayTM promotional program optimizes the call routing at Facilities by connecting as many calls as possible. If a call is attempted but there is no account or calling card open or in use to pay for the call,the call can be routed to the instant Pay Program The Instant Pay Program will offer the called party additional opbDns to connect the Cali as well as provide information and promotional messaging on how to create a prepaid AdvanceConnect TM Account. COMPENSATION Pay Now TM Pay NowTM is an instant paid payment product available to facilitles that have the Instant Pay promotional calling program installed that allows the called party to instantly pay for a single call using a debit or credit card in real-time as the call is being initiated With Pay NowTM, the called party may immediately pay using a credit or debit card for one single call or may elect to setup and/or fund a prepaid AdvanceConnect account. Provider will compensate Customer at a rate of one and 601100 dollars ($1 60) for each call accepted and paid for using Pay NowTM. Pay NowTM is not subject to any other compensation Text2ConnectTM Text2ConnectTM is a promotional program designed to get inmates in touch with Friends and Family members quickly and to encourage them to set up a prepaid AdvanceConnectTM account If(a)an inmate attempts a call to a mobile phone, (b)the facility allows calls to mobile phones, and (c) the call cannot be billed by Provider, then call control will be assumed by our third-party provider Our third-party provider will prompt the called party to double opt-in to accept and confirm the charges for a premium SMS text message and continue the call. Charges for the message are billed by the called party's mobile provider on their mobile phone bill The called parry receives a text message receipt for the call charges and is given instructions on how to open a prepaid AdvanceConnect TM account Text2ConnectTM is available through our third-party processor who maintains relationships with select mobile phone companies around the country and manages the connection Text2ConnectTM promotional calls are not commissionable, and Provider will pay Customer a bonus payment of thirty cents ($0 30)for each transaction fee billed and collected by the wireless carrier completed through the Text2ConnectTM platform Bonus payments for each applicable connection will be added to your existing monthly commission statement Text2ConnectT10 is not subject to any other compensation CONTINUOUS VOICE VERIFICATION DESCRIPTION Continuous Voice Verification (CVV) reviews inmate call recordings so as to verify the inmate voice(s) appearing in the call as the owner of the correct personal identification number(PIN) CVV provides security regarding inmate telephone PIN use by providing correctional officers the ability to quickly identify PIN stealing and sharing Institutional and public safety is also enhanced by providing investigators the ability to identify and evaluate calls in which there might be found evidence of illegal activities COMPENSATION Where installation of CVV is requested by the Customer, a non-commissionable per call charge of$0.25 will apply to all intrastate calls and $0 40 will apply to all interstate and international calls, which charge will be included in the "surcharge" calling rates and will not be billed separately, Master Services Agreement-Page 7 of 9 0 Securus Technologies,Inc -Proprietary&Confidential-Form 11 10 PREPAID CALLING CARDS DESCRIPTION: i Upon receipt of your written request, we will provide you with inmate Prepaid Calling Cards for resale to inmates at the Facilities specified in the chart below Prepaid Calling Cards are not returnable or refundable, all sales are final Each Prepaid Calling Cards will be valid for no more than six (6) months from the date it is first used The cards are subject to applicable local, state, and federal taxes plus any applicable per call surcharge fee. If you authorize us, we will deal with your third-party commissary operator("Commissary Operator')for the sole purpose of selling Prepaid Calling Cards to you If that is the case, you shall notify us in writing of any change in the identity of the Commissary Operator, which change shall be effective on the date that we receive the notice Notwithstanding anything to the contrary, you will remain primarily liable for the payment for Prepaid Calling Cards sold to Commissary Operator on your behalf TAXES- The face value of the Prepaid Calling Cards does not include any taxes or other fees Provider will invoice Customer for each order of Prepaid Calling Cards. Customer agrees to pay the invoice within thirty(30)days, including all applicable sales taxes and other regulatory charges Customer may provide a Sales and Use Tax Resale Certificate to Provider stating that Customer will be responsible for charging the applicable taxes to the end-users and for remitting the collected taxes to the proper taxing jurisdictions If Provider receives a Sales and Use Tax Resale Certificate from Customer, Provider will not charge applicable sales taxes on Customer invoices for Prepaid Calling Cards purchases COMPENSATION The face value of the Cards less the applicable percentage specified in the chart below plus any applicable sales tax and shipping charges shall be due and payable within thirty (30) days after the invoice date. After such thirty(30) day period, then we reserve the right to charge interest on the overdue amount at the lower of(a)fifteen percent (15%) per annum or (b) the maximum rate allowed by law and to deduct the invoice price of the Cards plus any accrued interest from any amounts we owe you until paid in full If you authorize us in writing we will deduct amounts owed from your earned Commissions If the amounts owed exceed the Commission for the relevant month or if, for any reason, the Agreement terminates or expires during the relevant month, then we will invoice you for the balance which shall be due within thirty(30) days after the date of the invoice All applicable sales taxes will be charged on the invoiced amount of the Prepaid Calling Card sale, unless Customer provides us a valid reseller's certificate before the time of sale FACILITIES AND RELATED SPECIFICATIONS: Facility Name and Address Discount Percentage City of Kent Police Department 1230 S Central 30% Kent,WA 98191 CALLING RATES Provider will charge rates that are in compliance with state and federal regulatory requirements. International rates, if applicable,will vary by country ii Master Services Agreement-Page 8 of 9 0 Securus Technologies, Inc -Proprietary&Confidential-Form 11 10 I I Exhibit A: Customer Statement of Work City of Kent Police Department (WA) This Customer Statement of Work is made part hereto and governed by the Master Services Agreement(the"Agreement") executed between Securus Technologies, Inc. ("we" or 'Provider"), and City of Kent Police Department ("you" or "Customer") The terms and conditions of said Agreement are incorporated herein by reference This Customer Statement of Work shall be coterminous with the Agreement A. Applications The parties agree that the Applications listed in the Service Schedule or below shall be provided and in accordance with the Service Level Agreements as described in the applicable section of the Service Schedule to the Agreement B. Equipment. We will provide the equipment/Applications in connection with the SCP services needed to support the required number and type of phones and other components, up to 3 VPM sets, and storage for 1 Year/ Purge. Additional equipment or applications will be installed only upon mutual agreement by the parties,and may incur additional charges EXECUTED as of the Schedule Effective Date. CUSTOMER. PROVIDER: City of Kent P is tent Securus Technologies, Inc. By: By Name: Name: Robert Pickens Title I t F Title Chief Operating Officer Please return signed contract to: 14651 Dallas Parkway Sixth Floor Dallas,Texas 75254 Attention: Contracts Administrator Phone: (972)277-0300 I I Master Services Agreement-Page 9 of 9 0 Securus Technologies,Inc.-Proprietary&Confidential-Form 11 10 SECURUS W. 14651 Dallas Parkway,Suite 600 Dallas;TX 75254-8815 April 30, 2013 Chief Ken Thomas City of Kent Police Department 1230 S. Central Kent, WA 98191 Chief Ken Thomas: Enclosed, please find an executed copy of the Master Services Agreement between City of Kent Police Department and SECURUS Technologies. We would like to thank you at this time for continuing to choose SECURUS as your inmate phone provider. Should you need further assistance,please contact your SECURUS Representative. Joshua Conklin VP of Sales SECURUS Technologies (972)277-0312