Prison Phone Justice

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INMATE TELECOMMUNICATIONS AGREEMENT

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This
~elecomm ications Agreement (hereinafter "Agreement"), made and entered into
this
- day of ·
, 199 by and between Morgan County and the Sheriff of
Morg County of the one part, ereinafter collectively "Sheriff," and Pay Tel Communications,
Inc. of the other part, hereinafter "Pay Tel."

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WHEREAS, Sheriff and Pay Tel desire to enter into a long term relationship pursuant to which
Pay Tel will act as the exclusive agent and provider of inmate telecommunications equipment
and services (hereinafter sometimes "Services"); and
WHEREAS, Sheriff understands the financial commitment on the part of Pay Tel in providing
equipment associated with such services and agrees to cooperate and assist Pay Tel as set forth
below.
NOW THEREFORE, in consideration of the mutual promises and obligations hereunder, the
parties to this Agreement do hereby agree as follows:
1.0 AUTHORITY TO CONTRACT
1.1
Sheriff warrants that he/she has the exclusive authority over the Premises, and has been
delegated the authority on behalf of the County which owns the Premises in order to enter into
this Agreement. Sheriff further warrants that he/she has the authority to execute this Agreement
and has been delegated the right to license the use of the Premises in accordance with the
provision of this Agreement.

2.0 Location
2.1
This Agreement is for Services at or connected to the premises at the location or locations
described in Exhibit A attached hereto (the "Premises").

3.0 Term
3.1
The term of the Agreement shall commence on the date fust written above and shal1
continue for a period of five (5) years from that date. This Agreement shall be automatically
renewed for successive five (5) year terms unless written notice of intent to terminate is given by
either party no more than 120 days and not less than 60 days prior to the expiration of the then
current term. Such notice shall be given in strict conformance with Paragraph 8.1 below.
3.2
During the original or any renewed term of this Agreement, Sheriff shall not grant the
right of installing Services upon the Premises to any other company or person. If during the
original or any renewed term of this Agreement Sheriff commences operations at any location
other than Premises described herein, Pay Tel shall have the exclusive right to provide Services
at such new location(s) in accordance with the terms and conditions of this Agreement.
3.3
In addition to Services, Pay Tel shall have the exclusive right during the original or
renewed term of this Agreement, to act as inmate telecommunications agent for Sheriff and the
County as to all inmate telecommunication Services upon the Premises. In this regard, Sheriff
agrees that it will not authorize any party other than Pay Tel to act as its agent for the purposes of
negotiating, obtaining, renewing, or terminating contracts or agreements relating to the
installation, operation and provision of inmate telecommunications equipment and services at the
Premises.

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4.0 COMMISSIONS
4.1
The commission payment shall be the following percentages of gross billable revenues:
thirty-five percent (35%) of the local collect calls, thirty-five percent (35%) of intra-lata collect
calls, thirty-five percent (35%) of the inter-lata intra-state calls, and thirty-five percent (35%) of
the inter-lata inter-state calls. Pay Tel shall provide Sheriff monthly accounting of revenues
received from the inmate telephone system. During the term of this Agreement, such
commission shall be paid monthly after Pay Tel receives payment for such calls. Upon signing of
the Agreement, Pay Tel will pay a signing bonus of three thousand five hundred dollars
($3500.00).
4.2
Sheriff shall not be responsible for any losses due to fraudulent calls. Sheriff agrees to
assist Pay Tel in any efforts to prevent such fraud and further agrees to aid in the prosecution of
any perpetrators of fraudulent calls.
5.0 EQUIPMENT AND SERVICES PROVIDED BY PAY TEL
5.1
Pay Tel will provide, install and operate equipment, including but not limited to coinless
inmate telephones, which Pay Tel may operate now or in the future at the Premises.
5.2
The quantity and the placement of the equipment to be provided at the Premises shall be
determine by Pay Tel in consultation with the Sheriff and may be adjusted as necessary.
5.3
Pay Tel agrees to provide Services in fuJl compliance with all applicable rules and
regulations of the Georgia Public Service Commission and the Federal Communications
Commission
5.4
All of the Services will be provided by Pay Tel at its expense and Sheriff hereby
authorizes Pay Tel to contact the local telephone company in accordance with the attached
"Agency Agreement" in order to arrange for removal of existing telephone equipment and the
provision of Pay Tel Services. Sheriff will provide space and a dedicated 24-hour 120 volt
electrical service line to the equipment in connection with the provision of Services. Pay Tel
shall pay all line and other charges imposed by any telephone company with respect to the
Services.
5.5
Sheriff hereby grants to Pay Tel the e?{clusive right and authority to contract with a long
distance carrier to handle all inmate long distance calls at the Premises. Pay Tel agrees to charge
operator assisted rates for inmate phone calls that are equal to or less than the tariffed rates
regulated by the Georgia Public Service Commission and the Federal Communications
Commission.
5.6
Any equipment provided hereunder and all telephones and their enclosures and/or
pedestals, and other equipment associated with their operation are agreed by Sheriff to be
personal property and not fixtures and it is the express intention of both Sheriff and Pay Tel that
such equipment described herein are and shall continue to be personal property of Pay Tel. All
equipment installed by Pay Tel at the Premises shall remain the property of Pay Tel. Upon
termination of this Agreement for any reason including, without limitation, termination of this
Agreement pursuant to § 6.1 hereof, Pay Tel shall have the absolute right to enter upon the
Premises at any reasonable time to remove its equipment. Pay Tel shall repair any and all
damage to the Premises by reason of removal of Pay Tel's equipment.
5.7
Pay Tel agrees to maintain the equipment in good operating condition. Pay Tel shall
have the right during normal business hours to enter the Premises to examine the equipment for
purposes of inventory control and to perform necessary maintenance and repairs. Sheriff shall
notify Pay Tel of any malfunctions or loss of equipment.

5.8
Pay Tel agrees to conform with all applicable local, state and federal requirements
concerning the provision of Services to those with disabilities as defined by the Americans With
Disabilities Act (hereinafter the "ADA"). Sheriff shall cooperate with Pay Tel to ensure
compliance with all access requirements contained in applicable local, state and federal
regulations relating to those with disabilities as defined in the ADA.

6.0 TERMINATION

6.1

Sheriff may terminate this Agreement in the event that Pay Tel materially fails to .perform
its obligations under this Agreement and said material failure shall continue for a period of thirty
(30) days after written notice to Pay Tel of said failure is given pursuant to Paragraph 8.1.

6.2
Pay Tel may terminate this Agreement at any time upon thirty (30) days written notice to
Sheriff in the event that regulations governing the operation of the Services prevent Pay Tel from
performing its obligations under this Agreement.

7.0 SUCCESSORS IN INTEREST

7.1
Sheriff agrees that Pay Tel shall have the right to assign this Agreement and that Pay Tel
shall have the right to grant a security interest in this Agreement and in any of Pay Tel's
equipment on the Premises including any and all telephones and their enclosures and/or
pedestals, or other equipment associated with Pay Tel's Services. This Agreement shall be
binding upon the successors and assignees of both Sheriff and Pay Tel, including, without
limitation, any financial institution providing financial accommodations to the County or Pay
Tel.
8.0 MISCELLANEOUS PROVISIONS
8.1
All notices required to be given under this Agreement and the attached exhibits shall be
sent to Pay Tel and to Sheriff addressed as shown on the signature page of this Agreement.
Notices shall be sent by certified mail, return receipt requested. The date of mailing shall be
deemed to be the date of giving such notice.
8.2
This written document, including Exhibit A and the Agency Agreement, shall constitute
the entire understanding of the parties and all prior agreements and understandings are merged
herein. This Agreement shall not be modified, changed or altered in any respect except in
writing signed by Sheriff and Pay Tel. The following additional Exhibits, Addenda or Riders, if
any, are hereby incorporated by reference into this Agreement:
Initials
_ _ _ _ __ _ ____,,N_.:.;o~A:..::d:..::d~it~io~D;:.::S:,___ _ _ _ _ _ _ _Initials
8.3

This Agreement shall be construed in accordance with the laws of the State of Georgia.

8.4
In the event that any paragraph or part of the agreement is held to be void or
unenforceable under any law or regulation, all other paragraphs and subparagraphs hereof shall
be deemed severable and remain in full force and effect.
8.5
The plural number as used herein shall equally include the singular and the masculine,
feminine, and neuter genders are interchangeable as required by context.
8.6
Any and all claims or disputes arising out of or relating to this Agreement or the breach
thereof shall be decided by binding arbitration in accordance with the rules governing arbitration
of the Private Adjudication Center, an adjunct to the Duke University School of Law. Venue for
such arbitration shall be Greensboro, North Carolina unless otherwise agreed by the parties. At
the conclusion of this arbitration, the award may be confirmed by order of any court having
jurisdiction over the parties.

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EXHIBIT A

PROPERTY DESCRIPTION
The Premises which are the subject of the Agreement dated _ _ _---'-/g
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Morgan County Jail
2380 Athens Hwy
Madison, Georgia 30650

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This Agreement entered into as of the day and year first written above.

MORGAN COUNTY

PAY TEL COMMUNICATIONS, INC.:

SHERIFF OF MORGAN COUNTY
By:

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By:

tfAl'~/ptl dctJ/Jmi::..(Printed)
Authorized Agent for Sheriff and County

Date:

By: Vincent Townsend

(Printed)

4-4-97

Attest: ~ f./w~
Account Representative: Jim C. Higgs
Address: 2380 Athens Hwy
Madison, Georgia 30650

Address: Post Office Box 8179
Greensboro, North Carolina 27419

Phone: 706-342-2164
Fax: 706-

Phone:
Fax:

910-85207419 or 800-729-8355
910-854-0496 or 800-776-8423