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SECOND AMENDMENT
TO
MASTER SERVICES AGREEMENT
This SECOND AMENDMENT ("Second Amendment") is effective as of the last date signed by a party ("Second
Amendment Effective Date") and amends and supplements that certain Master Services Agreement by and between
Pottawattamie County Iowa Jail ("you" or "Customer") and Securus Technologies, Inc. ("Provider", "we", or "Securus") dated
April 28, 2006, as subsequently amended by that certain First Amendment dated August 5, 2010 (the Master Services
Agreement and the First Amendment are collectively referred to as the "Agreement").
WHEREAS Customer and Provider are parties to the Agreement and desire to amend the terms as stated herein;
NOW, THEREFORE, as of the Second Amendment Effective Date and in consideration of the mutual promises and
covenants contained herein, the parties agree as follows:
1. Term. This Second Amendment shall commence on the Second Amendment Effective Date and shall remain in
effect through the Term of the Agreement. Further, the Agreement is hereby amended to reflect that the Term shall be
extended by three (3) additional years with a modified end date of April 25, 2017. Notwithstanding anything to the contrary,
the terms and conditions of the Agreement shall continue to apply for so long as we continue to provide the Applications to
you after the expiration or earlier termination of this Agreement.
2. Video Visitation. ln addition to the installation, maintenance and services of telecommunications equipment at the
Facility(s) pursuant to the Agreement, Company will deploy a Video Visitation System at the Facilities during the Term of the
Agreement as more fully set forth in. Exhibit B, attached hereto and incorporated herein by reference.
3. Except as expressly amended by this Second Amendment, all of the terms, conditions and provisions of the
Agreement shall remain in full force and effect.
EXECUTED as of the Second Amendment Effective Date.
PROVIDER:
Securus Technologies, Inc.
By:
By:
Title:
Date:
&·,,29-/2
Name:
Robert Pickens
Title:
Chief Operating Officer
Date:
'7 - >" ·
I'-
Please return signed contract to:
14651 Dallas Parkway
Sixth Floor
Dallas, Texas 75254
Attention: Contracts Administrator
Phone: (972) 277-0300
Page 1 of 4
© SECURUS Technologies, Inc. - Proprietary & Confidential
Exhibit B: SECURUS VIDEO VISITATION
Pottawattamie County Iowa Jail (IA)
This Exhibit B is made part of and governed by the Master Services Agreement (the "Agreemenf') executed between
Securus Technologies, Inc. ("we" or "Provider" or "Securus") and Pottawattamie County Iowa Jail ("you" or "Customer"). The
terms and conditions of the Agreement are incorporated herein by reference. This Exhibit B shall be coterminous with the
Agreement.
In addition to the Applications currently being provided to you pursuant to the Agreement, Provider shall deploy a Video
Visitation System at the Facility(s) named in the chart below during the Term of the Agreement (see Attachment 1).
TERMS: (Paid Remote Video Visitation Only)
The parties acknowledge that a session fee of $20.00, plus applicable taxes/surcharges will apply to each remote Video
Visitation session; provided, however, a session fee of $10.00 will apply to each Public Defender visitation session. As used
herein, a "remote" Video Visitation session means any session where Video Visitation traffic is routed over the internet.
Session duration shall not exceed thirty (30) minutes unless agreed to by both parties, and Video Visitation must be available
for a minimum of fifty (50) hours per Video Visitation terminal per week. Provider agrees to provide a network that will be
used to support the Video Visitation sessions. If applicable, all recorded Video Visitation sessions will have a standard
retention of thirty (30) days from recording date.
COMPENSATION: (Paid Remote Video Visitation Only)
Provider shall pay Customer the commission percentage that Provider earns through the completion of paid remote Video
Visitation sessions placed to Customer's Facilities as specified in the chart below (the "Video Visitation Commission").
1
Provider shall remit the Video Visitation Commission for a calendar month to Customer on or before the 30 h day after the
end of the calendar month in which the video visitation sessions were held (the "Payment Date"). All Video Visitation
Commission payments shall be final and binding upon Customer unless we receive written objection within sixty (60) days
after the Payment Date.
Pottawattamie County Iowa Jail
1400 Big Lake Road
Council Bluffs, IA 51501
1 Oo/o
Remote Paid
--SAME--
On or about two (2) years after the deployment of the Video Visitation System as set forth herein, Provider and Customer
agree that they will revisit the financials for the Video Visitation sessions and the related commissions.
Customer is responsible for all Jail Management System (JMS) and Commissary integration fees, as well as electrical
installation, unless otherwise specified in Attachment 1.
WARRANTY: We warrant that the services provided by us as contemplated in and by this Exhibit B will be performed in a
good and workmanlike manner consistent with industry standards and practices. Provider further warrants that its agent(s)
and/or employee(s) utilized by it in the performance of its obligations under this Exhibit B will be qualified to perform the
contracted services. Should any errors or omissions arise in the rendering of the services under this Exhibit B, Provider will
undertake to correct such errors or omissions within a reasonable time period. If Customer purchases from Provider any
hardware components in connection with the services hereunder ("Hardware Components"), Provider warrants such
components to be free from material defects under normal use, maintenance and service for a period of twelve (12) months
from the date of installation of the Hardware Components. This warranty shall be conditional on Customer's compliance with
the pfovisions of this Warranty section.
Provider makes no warranty with respect to low performance, damages or defects in any Hardware Component caused by
misuse, misapplication, neglect or accident, nor does Company make any warranty as to any Hardware Component that has
been repaired or altered in any, which, in the sole judgment of Provider affects the perfonmance or purpose for which the
Hardware Component was manufactured.
When applicable, Provider shall provide the required replacement parts and components free of charge.
THE WARRANTY OBLIGATIONS OF PROVIDER WITH RESPECT TO THE HARDWARE COMPONENTS ARE STRICTLY
LIMITED TO THE REPLACEMENT OF ANY DEFECTIVE HARDWARE COMPONENT. IN NO EVENT AND UNDER NO
Page 2 of4
© SECURUS Technologies, Inc. - Proprietaiy & Confidential
CIRCUMSTANCES SHALL THE LIABILITY OF PROVIDER EXCEED THE UNIT PRICE PAID BY CUSTOMER FOR ANY
DEFECTIVE HARDWARE COMPONENT OR PART THEREOF.
EXCEPT AS EXPRESSLY SET FORTH HEREIN OR IN A SCHEDULE TO THE AGREEMENT, THE SERVICES AND ANY
HARDWARE COMPONENT TO BE PROVIDED HEREUNDER ARE PROVIDED WITHOUT ANY OTHER WARRANTY OR
GUARANTY OF ANY KIND AND PROVIDER DISCLAIMS ANY OTHER EXPRESS OR IMPLIED WARRANTY, INCLUDING
BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
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 Video Visitation System
(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 product we obtain on your behalf. You authorize us
to provide or preinstall 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 Video Visitation system at the Facilities. You will not (i) permit any parent, subsidiary, affiliated entity,
or third party to use the Software, (ii) assign, sublicense, lease, encumber, or otherwise transfer or attempt to transfer the
Software or any portion thereof, (iii) 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.
OWNERSHIP AND USE. The Video Visitation System and Software shall at all times remain Provider's sole and exclusive
property. Provider (or Provider's 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, (ii) a!I related documentation, and (iii)
any trade secrets, know-how, methodologies, and processes related to Provider's Applications, the Video Visitation System,
and Provider's 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.
LEGALITY/LIMITED LICENSE AGREEMENT: For services related to applications which may allow Customer to monitor
and record inmate visitation sessions, by providing the application, we makes no representation or warranty as to the legality
of recording or monitoring such sessions.
Further, Customer retains custody and ownership of al! recordings; however
Customer grants Provider a perpetual limited license to compile, store, and access recordings for purposes of (i) complying
with the requests of officials at the Facility, (ii) disclosing information to requesting law enforcement and correctional officials
as they may require for investigative, penologica! or public safety purposes, (iii) performing billing and collection functions, or
(iv) maintaining equipment and quality control purposes. This license does not apply to recordings of inmate visitation
sessions with their attorneys or to recordings protected from disclosure by other applicable privileges.
IN WITNESS WHEREOF, the parties have caused this Video Visitation Exhibit to be executed as of the Second Amendment
Effective Date by their duly authorized representatives.
PROVIDER:
CUSTOMER:
Securus Technologies, Inc.
By:
/~~
Name:
Robert Pickens
Title:
Chief Operating Officer
Date:
Please return signed contract to:
14651 Dallas Parkway
Sixth Floor
Dallas, Texas 75254
Attention: Contracts Administrator
Phone: (972) 277-0300
Page 3 of 4
© SECURUS Technologies, lnc. - Proprietary & Confidential
l
Video Visitation Schedule
Pottawattamie County Iowa Jail (IA)
Attachment 1
Securus Video Visitation Pricing
One Time/
Recurring
QTY
Network Wiring Installation
One time
22
Electrical Wiring Installation
One time
Software App!ication Setup, including JMS import
mapping
One time
Type
installation and
Implementation
Description
•
•
•
.
Hardware
Securus Video Visitation Application Setup
One time
Inmate lnfonnation Application Setup
One time
Commissary Ordering Application Setup
One time
Sick Form Application Setup
One time
$33,000.00
Facility
1
$5,875 OD
Video Visitation Terminals - single handset
(inmate side)
One tlme
14
$56,000.00
Video Visitation Terminals - single handset
(visitor side)
One time
8
$32,000.00
Video Visitation Termlnals - dual handset (visitor
side)
One time
0
$0.00
Recording
Software
Responsible
Party
Total
30 Day Purge
Total Video Visitation Terminal lnstallation
One time
22
$11,000.00
Annual Terminal Extended Hardware
Maintenance (optional)
One time
22
$4,378.00
Software Licensing Fee
Recurring
22
$7,920.00
2
$4,000.00
4
$49, 192.00
.
•
.
.
Securus Video Visitation
Recurring
Inmate Information
Recurring
Commissary Ordering
Recurring
Sick Form
Recurring
Software Maintenance Fee
Recurring
Miscellaneous
Misc.
.
Training
•
Mobile Cart, including UPS Battery Back Up
Per day
Term
One time
Recurring
Total Value:
$191,067.00
Secu rus Discount
I
Customer Pays:
$191,067.00
$0.00
* If the Agreement is terminated for any reason, other than for cause, before the end of the Term, Customer will refund to
Provider the prorated amount of the Video Visitation system expense. You shall pay any such refund within ten (10) days
after any such termination, or at our election, we may deduct the refund from any commission we owe you.
Page 4 of 4
© SECURUS Technologies, Inc. - Proprietary & Confidential
