Prison Phone Justice

-,-,-------

Agreement for Offender Telephone Services
THIS AGREEMENT (Agreement) is made by and between Public Communication Services,
with an address at 2609 Cameron Street, Mobile, AL 36607 (Contractor or PCS) and the
Idaho Department of Correction, with an address at 1299 N. Orchard St., Ste. 110, Boise, 10
83706 (Department or IDOC) for the provision of telephone services to an incarcerated adult
offender population under the jurisdiction of the IDOC housed in prison facilities and
community work centers. The Department and the Contractor, in consideration of the terms
and conditions herein, agree as follows:
1. Authority
This Agreement is entered into pursuant to Idaho Code §67 -5717 and 67-5732; Idaho
Administrative Procedures Act (IDAPA) Rule 38.05.01.032 of the Idaho Department of
Administration, Division of Purchasing (DOP); and applicable policies of the IDOC. If
there is a conflict between this Agreement and Idaho Code or IDAPA Rules applicable to
DOP, the Idaho Code and IDAPA shall take precedence.
2.

Background
a) The Department has contracted with Public Communication Services (PCS) for the
provision of telephone services to an incarcerated offender population since January
19, 2006 under CP001936.
b) CP001936 expires on January 18, 2012, with no further renewal options.
c) The Department has deemed these services to be concession services as defined in
IDAPA Rule 38.05.01.032, and is therefore entering into this Agreement with PCS to
continue the provision of telephone services congruent with the specifications in
CP001936, as amended, and defined herein.
d) Telephone services will be provided to an incarcerated adult offender population in
the State of Idaho, under the jurisdiction of the IDOC, in ten (10) prison facilities and
four (4) Community Work Centers (CWC).

3. Definitions
Terms, whether capitalized or not, in this Agreement and any exhibits and attachments
shall have the meanings set forth in this Agreement and the exhibits and attachments
unless the context requires otherwise. Where a term is not defined in this Agreement or
its exhibits and attachments, or the definition is inadequate, the parties shall come to
agreement on a definition in good faith.

a) CAPP - Correctional Alternative Placement Program: a prison facility privately
operated by Management & Training Corporation (MTC) located in Kuna, Idaho
b) Contract Monitor - The person(s) designated by the IDOC, Contract Services Bureau
to monitor the Contractor's performance in carrying out the terms and conditions of
this Agreement and providing a fully functional, operating telephone system in order
to determine contract compliance and coordinate communication and interactions
between the Contractor and the IDOC.
c) Contractor - Public Communication Services (PCS) and all of its, parents,
subsidiaries, affiliates, employees, and subcontractors
d) EBCWC - East Boise Community Work Center: an IDOC operated work center
located in Boise, Idaho
e) Fully Burdened - The cost structure for all calling options available through the
telephone system must include all costs associated with the Contractor's operations,
including the provision of all services and materials as provided for in this Agreement
including, but not limited to, wages, administrative overhead, travel, transportation,

f)

g)
h)
i)

j)
k)
I)
m)
n)
0)

p)
q)
r)

s)
t)
u)
v)
w)
x)
y)

z)

lodging, and costs associated with telephone system start up, maintenance, repairs,
replacements, software, hardware, and commissions.
ICC - Idaho Correctional Center: a prison facility privately operated by Corrections
Corporation of America (CCA) located in Kuna, Idaho
ICI-O - Idaho Correctional Institution - Orofino: an IDOC operated prison facility
located in Orofino, Idaho
IFCWC - Idaho Falls Community Work Center: an IDOC operated work center
located in Idaho Falls, Idaho
IMSI - Idaho Maximum Security Institution: an IDOC operated prison facility located
in Kuna, Idaho
Inter-LATA - Telecommunications between a point located in a local access and
transport area and a point located outside such area
Intra-LATA - A connection between 2 telephone companies within the same region
ISCI - Idaho State Correctional Institution: an IDOC operated prison facility located in
Kuna, Idaho
LATA - Local access and transport area means a contiguous geographic area
LEC - Local Exchange Carrier Any person that is engaged in the provision of
telephone exchange service or exchange access
NCWC - Nampa Community Work Center: an IDOC operated work center located in
Nampa, Idaho
NICI - North Idaho Correctional Institution: an IDOC operated prison facility located in
Cottonwood, Idaho
Offender - A person under the legal care, custody, supervision, and authority of the
IDOC that the Department assigns to a prison facility or CWC facility for custody
Pre-existing Intellectual Property - Any trade secret, invention, computer code,
software, work of authorship, or other intellectual property that related to any
products or services provided under this Agreement that has already been conceived
or developed by the Contractor before the service commencement date of this
Agreement.
PWCC - Pocatello Women's Correctional Center: an IDOC operated prison facility
located in Pocatello, Idaho
SAWC - St. Anthony Work Camp: an IDOC operated prison facility located in St.
Anthony, Idaho
SBWCC - South Boise Women's Correctional Center: an IDOC operated prison
facility located in Boise, Idaho
SICI - South Idaho Correctional Institution: an IDOC operated prison facility located
in Boise, Idaho
SICI CWC - South Idaho Correctional Institution Community Work Center: an IDOC
operated work center located in Boise, Idaho
State - The State of Idaho including each agency unless the context implies other
states of the United States
Workmanlike Manner - Executed in a skilled manner; e.g. generally plumb, level,
square, undamaged and without marring adjacent work, and installed in accordance
with manufacturer's guidelines
Work Product - All written reports, data, documents, books, pictures, videos, movies,
computer programs, computer source code and documentation, software, policies
and procedures, and anything else the Contractor produces or develops in
connection with rendering any performance under this Agreement, but shall
expressly exclude Pre-Existing Intellectual Property and any licensed property
belonging to a third party.

4. Term
This Agreement shall be in effect from January 19, 2012 through June 30, 2013 upon full
execution of this Agreement. Upon mutual agreement of the Parties, this Agreement
may be renewed for one (1) additional one (1) year term.
5. Compensation
The Contractor shall pay the IDOC a commission based on the total gross billings for all
calls made on the telephone system. Total gross billings shall be defined as total calls
made on or through the telephone system billed at the rates defined herein or
subsequ entlIy mo dT
lIe.
d C om mIssIon ra t es are d elne
f d as f 0 II 0 ws:
Call Type
Commission Amount
for Prison Facilities
Debit call
$2.25 per call
Pre-paid collect call
$2.00 per call
Collect call
$1.75 per call
Call Type Commission Amounts for CWC facilities will be 20% of all revenues generated
from Debit calls, Pre-paid collect calls, and Collect calls.
Commission checks shall be submitted to the IDOC on a monthly basis and shall be
accompanied by a report that itemizes total number of calls per call type, minutes of
usage, gross billings, and commission amounts for each prison and CWC facility.
The Contractor must be able to interface with the commissary system to facilitate the
purchasing of debit phone time. The Contractor shall manage offender telephone
accounts and allow IDOC unobstructed access to all financial and account information
related to purchases, offender telephone accounts, and. related financial transactions.
The telephone system should have the capability of detecting and preventing dialing
patterns that could be attempts at fraud. The Contractor is responsible to have protocols
in place to identify and minimize fraudulent activity. The IDOC will bear no responsibility
for loss of revenue as a result of fraudulent use of the telephone system or service.
All commission payments shall be considered final and binding upon the IDOC unless
written objection is received by the Contractor within sixty (60) days of receipt of
commission payment by the IDOC.
Commission payments will be delivered to the address listed in this Section, which may
be changed by IDOC from time to time upon notice to Contractor in accordance with
terms of the notice provision of this Agreement.
Idaho Department of Correction
1299 N. Orchard St., Ste. 110
Boise, 10 83706
Attn: Business Support Manager, Contract Services Bureau
6. Scope of Work
6.1 Purpose
The purpose of this Agreement is for the Contractor to provide telephone services to an
incarcerated adult offender population in ten (10) prison facilities and four (4) CWC
facilities within the State of Idaho for the 100C. Two of the prison facilities, ICC and
CAPP, are operated by private contractors. The remaining prison facilities and CWC

~---~--~~----

~--~---,-------~

facilities are operated by the IDOC. The IDOC operated facilities are PWCC, SAWC,
SICI, ISCI, IMSI, SBWCC, ICIO, NICI, NCWC, EBCWC, IFCWC, and SICI CWC.
The term "telephone system" is used throughout this Agreement to represent the entire
telephone service (inclusive of hardware, software, and data) provided by the Contractor
to offenders housed in prison and CWC facilities statewide. The web based platform for
the telephone system is currently referred to by the Contractor as the Inmate Calling
Manager (lCM) system. The telephone system currently in place and operated by PCS
shall remain in place in accordance with the specifications herein, until the expiration of
this Agreement. The Contractor is responsible to maintain the telephone system, all
hardware and software, and all calling options for the duration of this Agreement. The
telephone system must be a fully operational and reliable system(s) that will provide outgoing, monitored telephone calls made by offenders. The safety and security of the
prison and CWC facilities is of the utmost importance, and the telephone system shall be
operated and maintained in a manner that protects the public, protects the security and
safety of staffs and offenders; and includes call control capabilities, monitoring and
recording of calls (as allowed by law), reports, and investigative technology.
During the term of this Agreement, including any renewal period(s), IDOC agrees to:
(a) Reasonably protect Contractor's Equipment against willful abuse and promptly report
any damage, service failure, or hazardous conditions to the Contractor.
(b) Provide, at its expense, necessary power and power source, and provide suitable
space, accessible to the users.
(c) Permit reasonable access to its respective facilities without charge or unreasonable
prejudice to Contractor employees or representatives, patrons, or consignees.
(d) IDOC represents and warrants that it has legal authority to enter into this Agreement
and to make all decisions concerning the providing of space and the installation and use
of the Equipment at the Facility; and agrees that during the term of this Agreement,
including any renewal period(s), the Contractor shall have the exclusive right to provide
inmate phone service at the Facility provided, however, that the Contractor may choose
not to exercise this exclusive right.

(e) During the term of this agreement, IDOC agrees it will not allow other pay
telephones or inmate telephones to either remain or be installed at the facility's property.
This is to include any additional inmate telephones required to facilitate IDOC's
expansion at its present or future location(s) during the term of this Agreement and any
extensions of this Agreement.
(f) Stipulate that Contractor has no responsibility to advise IDOC with respect to any law,
regulation, or guideline that may govern or control telephone call recordation or
monitoring by IDOC, or compliance therewith. IDOC has its own legal counsel to advise
it concerning any and all such applicable law, regulation, or guideline, and compliance
therewith, and makes its own determination on when and how to use the inmate call
monitoring and recording capabilities provided under this Agreement. Contractor
disclaims any responsibility to provide, and in fact has not provided, IDOC any legal
advice concerning such applicable law, regulation, or guideline, or compliance therewith.
IDOC agrees to indemnify, defend, and hold Contractor harmless from any liability,

------------~--------.~.-~.--~~-.--~.------------------------

claims, suits, proceedings, damages, costs, and expenses (including attorney's fees)
relating to any claims made against Contractor by any person arising out of failure of
IDOC (or the Contractor at the direction of IDOC) to comply with such applicable law,
regulation, or guideline.
(g) Acknowledge that all call detail records (CDRs) and call recordings contained in the
inmate telephone system equipment provided by Contractor to IDOC are the exclusive
property of IDOC; provided, however, that Contractor shall have the right to use the
CDRs and recordings to respond to legal requests, to provide the services under this
Agreement, and for other lawful business purposes.

The telephone system shall include providing dial tone for local, intra-LATA, inter-LATA,
interstate, and international calls. Additionally, call detail records shall be available for
the entire telephone system. Each prison and CWC facility will be provided access to call
recordings and call detail records, "real-time" call monitoring, and investigative features
of the telephone system platform. Calling options will include debit calls, pre-paid calls,
and collect calls in a thirty (30) minute call duration. IMSI shall be allowed up to a fortyfive (45) minute call duration. This call duration may be shortened or lengthened upon
mutual agreement between the Contractor and IDOC.
This Agreement shall include, but is not limited to, the Contractor providing:
• A complete and fully functioning telephone system(s) to include hardware, software,
and wiring suitable for a prison environment
• Customer service for IDOC, the public, and offenders
• All local access required connecting IDOC locations to the vendor's network and any
related network hardware
• All recording and monitoring equipment and data storage
• Attorney number database administration
• PIN administration
• Call recording and data retention
• On-going support, repair, and maintenance of the telephone system and network
• Compliance with all Public Utility Commission (PUC) rules, Federal Communications
Commission (FCC), and all other applicable standards and regulations as required
over the duration of this Agreement
6.2 Operating Standards

For the duration of this Agreement the Contractor must adhere to all FCC, Americans
with Disabilities Act (ADA), and PUC Regulations, as well as all applicable federal law,
state law, Idaho Code, IDAPA, IDOC policies, and industry standards. The Contractor
must maintain a current FCC registration. During the term of this Agreement, the
Contractor shall comply with and implement any and all changes arising from any and all
changes to the operating standards, as defined now or amended in the future.
The Contractor must adhere to the IDOC policies and Standards Operating Procedures
(SOP) identified in this Agreement, or made applicable to the Contractor at a later date
in writing by the IDOC. The IDOC policies and SOP applicable to the Contractor are as
follows: SOP 114.04.02.001 Funds: Offender, policy 503 Use of Telephones by
Offenders, SOP 503.02.01.001 Offender Telephone Monitoring and Recording, policy
510 Searches of PersonsNehicles Entering Correctional Facilities, and SOP
510.02.01.001 Facility Access. When a policy or SOP is made applicable to the

Contractor in writing by the IDOC, the Contractor must implement said IDOC policy or
SOP no later than thirty (30) days after the date of notification is made by the IDOC.
6.3 Telephone Services for the Disabled
The telephone system must meet all state and federal requirements concerning
telephone services for the disabled. All systems must meet all current and future ADA
requirements, including providing telephones that are accessible to persons in
wheelchairs, locating and mounting telephones properly, and providing telephones that
are compatible with TOO devices that are currently commercially available.
Full TO DITTY access must be supported throughout the telephone system in all
facilities. The Contractor's call processor must be able to be configured to allow up to
thirty (30) minutes per TOO connection. The Contractor shall also program the system to
allow only a certain number of attempts and/or connections per day, week, or month.
The system must connect to a circuit that has the capability of accessing a TOO relay
center. The system must have a centrally managed database with all relay centers'
contact information. These numbers allow offenders to process messages without voice
overlays. This exception table must be kept current. Any number not in this list will have
a voice overlay.
The Contractor must work closely with the IDOC to ensure that the security features
designed into standard calling practices are incorporated into the calls made by
offenders through the relay centers. This includes recordings, blocked numbers, PINs,
and PANs. The Contractor must ensure that disabled offenders have the same calling
privileges and security features designed into their calling patterns as all other offenders.
The Contractor shall provide telephones to accommodate wheelchair access as needed
in each facility. In locations with four or more telephones in one housing unit, one (1) of
the telephones must be mounted at a height necessary to meet ADA specifications.
Most other phones should be located at a 48" height.
6.4 Grade of Service
All telephone lines must provide simultaneous service at all times, with no blockages at
the network level due to insufficient access, processing capacity, database interaction,
or any other limitation of provider equipment or services. All systems and equipment will
use DTMF rather than rotary dialing. Some called parties may have rotary phones, the
telephone system must be able to interact with those phones in order to allow called
parties to accept or block calls. The Contractor must provide a fully redundant network.
Every level of the system must have surplus and backup capacity with failover in the
event of an anomaly. Should a trunk fail or develop problems, it must be able to be
busied out either manually or automatically so that calls will be automatically routed to
the available trunks.
The Contractor must utilize redundant call managers, routers, trunks, and load
monitoring throughout the network. The Contractor must also utilize a real-time remote
monitoring of each facility to identify any anomalies and correct them before they can
affect service. Both hardware and software must be checked at least hourly, including
environmental diagnostics (temperature and humidity), and network diagnostics. The net
result of this aggressive system must be a Mean Times To Failure and Mean Times to
Repair (MTTF & MTTR) consistently in the 99.999% range.

The telephone system must be able to handle and sustain growth in call volume and/or
offender population. The telephone system must be fully modular and able to be
expanded as needed. Additional processing capacity, cabling, and trunks must be able
to be added to ensure a consistent level of service. The Contractor must provide at least
a P.01 Grade of Service for all types of calls (local, Inter-lata, etc.). This means that less
than 1 call in 100 would be blocked even during the busiest hour.
The Contractor shall provide the IDOC with access to reports showing the Grade of
Service for any facility for both the local and long distance carriers. Percentage Grade of
Blocking reports must be able· to be run at any time. The Contractor must proactively
monitor the system to ensure Grade of Service requirements are being met.
6.5 Hardware Requirements
All equipment provided must be suitable for use in a prison facility, considering
environment, usage, and security factors. Telephones must be tamperproof, with
protected cords, housings, finishes, mountings, etc. Steel housings and water/fire/
shockproof keypads must be used. All telephones must be user friendly, secure, not
easily disassembled, no removable parts (without a special security removal device),
resistant to physical abuse, and not be used as weapons. The Contractor must provide
telephones that are consistent with industry standards, and replace outdated phones as
necessary.

A special "suicide prevention" model shall be available for high security areas or for
general use wherever the IDOC requests.
The Contractor must recognize the diverse needs of the IDOC from maximum security to
the work camp environment. PCS will, where appropriate, offer the IDOC various
telephone options, such as: lanyard configuration and length, hands-free phones, mobile
carts, and other items that may be needed based on the needs of an area or facility.
The Contractor must support and maintain the inventory of telephone hardware for the
duration of this Agreement, to include replacements, repairs, and preventative
maintenance at its sole cost. The Contractor must provide additional telephones, wiring,
and wired outlets, as needed to support calling and population increases. The Contractor
must provide at least one (1) telephone for each 15 offenders within one (1) housing unit
or housing area.
Each facility will have access to call recordings and call detail records via the ICM. All
call recordings, call detail records, and other telephone system data must be retained for
a period of no less than three (3) years.
6.6 Wiring
The Contractor is responsible for all inside and outside wiring or cabling for a complete
installation from the telephone instruments to the point of demarcation. The state owns
all existing inside wiring, but cannot warrant the continuing performance or suitability of
this wiring. All wiring must be of sufficient quality and quantity to support all requirements
and must meet industry standards. The Contractor will be responsible for any upgrades
to wiring required to support the Contractor's system. Any cabling or wiring installed by
the Contractor will become the property of the State at the end of this Agreement. The
responsibility for all cable or wire repairs and maintenance from the telephone
instrument to the point of demarcation, including any that is State-owned and reused by

the Contractor, will be borne by the Contractor at its sole cost. Any damage to a prison
or CWC facility caused by the Contractor's employees or subcontractor will be repaired
at the sole cost of the Contractor.

6.7 Electrical And Backup Power Requirements
All current telephones are line-powered and no separate power supply is required. Any
additional telephones must meet this requirement. Lightning and transient protective
devices must be installed on each telephone and central office port, including the
modem. Surge protection and brownout tolerance must be built into each UPS power
supply module. This effectively manages power to the systems and minimizes the
impact of common power fluctuations. The central processor and all required ancillary
equipment must be connected to a UPS back-up system that provides both electrical
conditioning and battery back-up in case of a power outage. Electrical surge and ground
protection must be provided for all new equipment in accordance with applicable codes
and industry standards.

6.8 Audio Quality and Noise Control
The telephone system must allow offenders to hear their own calls clearly. Privacy must
be maximized as much as possible without visually obstructing or preventing staffs from
observing offenders using the telephones. The precise configuration at each site will be
determined in concert with the IOOC. All telephones must provide audio quality such as
clarity, cross talk levels, interference, etc. at least equal to that required for all commoncarrier customers, and the IOOC will be the sole judge of the acceptability of the quality
of transmission throughout this Agreement.
The telephones provided by the Contractor must provide audio quality that meets or .
exceeds industry standards enacted by standards organizations, such as Bellcore and
IEEE, for transmitted and received levels, noise, cross talk, and frequency range.
Amplified volume control must be a built-in feature of all the telephones. The telephone
handsets must be hearing aid compatible and meet E.I.A. Standard RS-504 for
compatibility.

6.9 Signage
All telephones must have a label or sign affixed to them, or in close proximity for
visibility, indicating that all calls made, other than properly placed attorney calls, are
subject to being recorded and monitored. These signs or labels must list the calling rates
and the Idaho PUC contact information. These must be in both English and Spanish,
and be vandal resistant and niaintained in legible condition during the term of this
Agreement.
6.10 Call Control
The telephone system must have, at a minimum, the ability to control the length of an
individual call, announce randomly in either English or Spanish during the call that it is
coming from a specific prison or CWC facility, and provide call termination
announcements to both called and calling parties. Additional languages must be
provided at the request of the IOOC. These features must be programmable on a
network-wide, facility-wide, individual call, individual PIN, or range-of-telephones basis.

Announcements must be able to be customized for each facility. The frequency of these
repeated warnings must be able to be set at an interval requested by the IOOC. These
announcements must be loud enough for both the caller and called party to hear, but not

so loud as to interfere with conversation. The telephone system must have the capability
to be turned on or off on a time-of-day schedule, set daily or weekly call limits, by PIN,
orland to set a "time-out" period between consecutive calls using the same PIN number.
The telephone system must be equipped and designed with "setup times, voice
announced messages" for total conversation time available, as well as, "second and
third messages" informing user of minutes remaining. These call control functions must
be able to be programmed at a telephone system workstation where authorized users
can classify and define the functions of individual telephones andlor groups of phones.
Efficient initial call set-up is required. The interval of time between the offender dialing a
valid PIN and the commencement of a ring tone must be ten (10) seconds or less on the
telephone system. The offender must initiate calls.
The telephone system must be set up with a customized prerecorded announcement
with voice prompts reflecting the name of the facility, the offender's name, and
instructions for accepting, declining, or blocking the call. This announcement also states
that the call will be monitored and recorded, and that the use of three-way or call waiting
will disconnect the call. The announcement can be further customized to meet the
IDOC's specific needs. The prompt must be able to be automatically delivered in the
offender's language of preference (English, Spanish, or additional languages at IDOC's
option), or the called party can be allowed to select their language of preference during
the prompt. The called party must be notified of the caller's name, as recorded during
the set-up process, and that the call is originating from a specific prison or CWC facility.
To accept a call, the called party must be prompted to dial a single digit before both
parties are connected.
The same case applies for a called party wishing to deny charges and not accept the
call. Additionally, the called party must have the ability to deny the call and block the
specific line from ever receiving another call from the entire telephone system. The
choice selected by the called party must be communicated back to the offender before
the connection is established or the call is disconnected.
During the call set-up process, the cost of the setup and rates for the call must be
announced to the called party, before call acceptance, so this can be considered in
accepting a call. The called party may be given the option to bypass the calling rate
function by being prompted to dial a single digit. The called party must also be informed
that all calls, other than properly placed attorney calis, are subject to being monitored
and recorded. Attorney calls must be kept confidential and not recorded or monitored.
The offender should be informed by the system if the call is not accepted, for whatever
reason.
During the call set-up process the offender must be given the option to use one of the
three calling options available, to include call rates and the balance remaining in the
debit account.
When the called party answers, both the offender and called party will hear an
announcement similar to the following: "This is a PCS collect call from "offender name"
at (IDOC facility name). This call will be monitored and recorded. The use of three-way
or call waiting will disconnect the call. To hear the cost of this call, dial 8 now. If you wish
to block any future collect calls, dial 7-7. To refuse this call, hang up. If you wish to
accept and pay for this call, dial 5 now".

Offender debit account balances can be checked prior to placing a call. Whenever an
offender's attempt to place a call does not succeed, the offender should always be
informed of the reason. This is true whether the call was blocked or rejected by the
called party. The offender and the called party must be completely isolated during the
announcement, and not connected until called party has accepted the call. Positive
acceptance of the call by the called party is required. If there is no response by the
called party, this must be automatically interpreted as a denial, and the call must be
immediately disconnected.
The telephone system must be able to allow live monitoring of phone calls, the
placement of call alerts, and the ability to listen to a conversation without either of the
other parties becoming aware a staff member is listening to the call. Staff must also have
the ability to disconnect a call during live monitoring, if necessary.
The telephone system must permit the automatic, regular, and immediate disconnection
of all offender telephones at once, entire facility, group(s) of telephones (e.g. an entire
building or wing), or individual telephones; and the ability to pre-select hours of operation
by telephone or group(s) of telephones. The IDOC must have the ability to enable or
disable telephones on demand through any system workstation. Phone shutdown may
be accomplished "gracefully" (Le. shutting down all phones once the current
conversation is complete) or abruptly (Le. terminating all calls and performing telephone
shut down immediately). This function must be able to be performed from a remote
and/or on-site workstation.
6.11 Blanket and Limited Restrictions
The telephone system must be able to establish blanket restrictions for all calls in a
prison or CWC facility (or group thereof), to include without limitation:
• Operator and directory service numbers, including 0, 00, 411, NPA-555, etc.
• Specific NPA's, such as 550, 700, 900, and 976
• 911 and other emergency service numbers
• Other long distance carriers, via 950, Toll Free, 10XXX, or other means
• International calls
• "Wild-Card Numbers" - allowing all callers to dial specific, approved telephone
numbers regardless of location or any other restrictions. Although any offender can
call these numbers, the calls are still subject to being recorded and monitored and
will appear in call detail recordings.
• Offender PIN numbers
• Access to an unrestricted outside line or live operator
• Specific numbers as identified by IDOC staffs, to include telephone numbers for
prison and CWC facilities, offender telephones, state officials' telephones, and other
numbers that may be restricted upon request

Offenders attempting a call that is not allowed will hear an announcement explaining that
the number they have dialed is not allowed. The telephone system must be capable of
blocking calls in any configuration as requested by the IDOC or a specific facility. The
IDOC must be able to control the following call parameters:
• Hours of operation (for example, services shut down during the night hours.)
• Maximum call duration
• Assignment of offender identifiers

~

~~-~----~-

~~--~---------

•
•
•
•
•

--~--------

--~-----~~---~---

~-

-~--~~------

--

----~

-~-

---

English and/or Spanish commands
Branding Announcements
Disconnect Announcements
Three-way call detection
All functions also controllable by a facility

At a minimum, a prison and CWC facility should be able to perform programming
changes on-site or be able to request changes in programming of functions by
submitting the requested changes to the Contractor by telephone, e-mail, or facsimile.
The Contractor shall make every attempt to make requested changes in a reasonable
time frame. Software functions, including such items as control of call parameters,
offender database changes, and generating reports should be as simple for staff to learn
and operate as possible. The following list of programmable functions, while not all
inclusive, must be able to be programmed on-site or by submitting requested changes to
the Contractor:
• Hours of operation by telephone or group of telephones
• Three-Way call detection treatment
• Specific call length
• Allowed Call Lists
• Specific system cut-off timers
• Daily or weekly call limits (not counting properly placed attorney calls)
• Time-Out between calls, by PIN, including any switch hook activity attempted by an
offender placing a call
• Call blocking
• All 011, 683, 800, 888, 900, and 976 area codes will be blocked
6.12 Calling Options and Rates
There shall be no costs whatsoever charged directly to the IDOC for the services
identified herein. The Contractor assumes all responsibility and costs to include fees,
billing and collections, uncollectible charges, refunds, and fraudulent activity. The rates
charged by the Contractor shall be a fully burdened rate in the form of a flat rate per call
unless otherwise identified herein. Offenders shall be provided with the following
outbound call types: debit, pre-paid collect, and collect calls. Debit calls are typically
purchased by offenders via the commissary. Pre-paid calls are typically purchased by
constituents through the establishment of a pre-paid account set up directly between the
called party and the Contractor. Collect calls are collected from the called party by the
Contractor through a third party phone carrier.

The rate s per ca II t 0 be char
Debit
Local
Intra-LATA
Inter-LATA
Interstate
International
Pre-paid Collect
Local
Intra-LATA

ed at th e prison f aCITf
lies are as follows:
Surcharge
Per Minute
-$3.40
$3.40
-$3.40
-$3.40
$5.00
$1.00

--

Surcharge
$3.60
$3.60

Per Minute

--

--

Inter-LATA
Interstate
International

$3.60
$3.60

--

N/A

N/A

Collect
Local
Intra-LATA
Inter-LATA
Interstate
International

Surcharge
$3.80
$3.80
$3.80
$3.80

N/A

$0.80

Per Minute

---

-$0.85

N/A

The rates per call to be charged at the CWC facilities are as follows:
Debit
Surcharge
Per Minute
Local
$1.00
-Intra-LATA
$1.00
-Inter-LATA
$1.00
Interstate and
$3.00
-Canada

--

Pre-paid Collect
Local
Intra-LATA
Inter-LATA
Interstate and
Canada

Surcharge
$3.60 + taxes
$3.60 + taxes
$3.60 + taxes
$3.60 + taxes

Collect
Local
Intra-LATA
Inter-LATA
Interstate and
Canada

Surcharge
$3.80 + taxes
$3.80 + taxes
$3.80 + taxes
$3.80 + taxes

Per Minute

---

-$0.80

Per Minute

---

-$0.85

6.13 Personalldentificatioli Numbers (PIN)
The telephone system must provide the ability to assign a unique Personal Identification
Number (PIN) to each offender. This PIN must be a combination of the offenders IDOC
number and a unique four-digit PIN number provided by the Contractor. It must be
possible to assign these numbers at the central intake processing stage, and for the
same number to be associated with an offender for his or her entire stay at any prison or
CWC facility, whether continuous or not. The establishment and maintenance of the
PINs will be borne by the Contractor. Care should be taken to ensure an offender's PIN
is secure and not easily discovered by other offenders to prevent theft of telephone time.
6.14 Attorney Calls
.
Offenders shall be allowed to contact their legal counsel through the telephone system.
These calls must appear in the call detail records but must automatically be blocked
from being monitored and recorded. The Contractor will be responsible for administering
and maintaining this database on a system-wide basis.

The legal counsel telephone numbers should be taken from a list of all Idaho Attorneys
received from the Idaho State Bar Association and/or Tucker's Legal Directory for Idaho
and must be entered into a database. The Contractor must keep this list current and
must add additional attorney telephone numbers to this database when requested by the
IDOC. Rates charged for calls made to an offender's legal counselor attorney may be
waived and calls provided free of charge at the sole discretion of the IDOC. Three-way
calls may be allowed only for legal counsel phone calls.
Attorneys may request addition to the database by supplying the IDOC with the request
on company letterhead. The IDOC will notify the contractor in writing of the request to
add the attorney. The Contractor must certify that properly placed attorney calls are not
being recorded.
6.15 Training
The Contractor must provide initial and on-going training for identified telephone system
users to include all telephone system functions, system administration functions, report
generation and use, recording and monitoring functions, vendor support procedures, and
other topics as needed. The Contractor shall provide to the IDOC any and all training
materials or in-person training in order to facilitate a comprehensive understanding of the'
telephone system for the staff that use the system in any capacity. The Contractor must
also allow its employees to attend IDOC training as requested by the IDOC at the
Contractor's sole expense. This training will typically be delivered in the Boise area, and
may include security practices, access to facilities, tool control, safety protocols, and
emergency preparedness.
6.16 Staffing and System Support Requirements
The Contractor shall provide at least one (1) full time telephone system administrator to
be located on-site at a prison facility in the South Boise Complex. This person must be
able to conduct all tasks necessary to manage the telephone system and facilitate any
and all repair, maintenance, customer service, training, and reporting that needs to occur
on the system statewide. The system administrator will serve as the local single point of
contact statewide between the IDOC and the Contractor. The Contractor shall also
provide at least two (2) maintenance/repair technicians that can respond to any and all
repair and maintenance needs statewide within four (4) hours of a request. The
Contractor's employees must work collaboratively with IDOC contract staff and facility
staff to provide excellent customer service, be transparent in handling contract and
operational matters, and address any and all issues and needs that arise from
performance of this Agreement and the operation of the telephone system.

All Contractor's employees and subcontractor employees must pass an IDOC
background check as conducted by the IDOC to be eligible to have access to any prison
or CWC facility. The background check forms to be used will be provided to the
Contractor by the IDOC and must be completed prior to access to any facility. The IDOC
may charge the Contractor a fee of $25.00 for each background check conducted.
The Contractor's employee(s) must conduct a "walk through" of all CWC and prison
facilities no less than once per month. The "walk through" must include a comprehensive
review of the telephones within a facility, an analysis of the functionality of the system,
address any operational or maintenance issues, and maintain positive working
relationships with the staff at the facility. The system administrator must have remote
capability so that they can quickly analyze, identify, and resolve any problems within

minutes of being notified. The Contractor must be authorized to provide service and
repair, and individual maintenance technicians must be fully trained and certified as
qualified by the manufacturers of the telephone system equipment in use at IDOC
facilities.
The Contractor must warrant the qualification and certification of all technicians, whether
provided by the prime or a sub-contractor, and must provide evidence of manufacturer
authorizations, upon request. Should subcontractor relationships change during the term
of this Agreement, the IDOC must be notified prior to the change and reserves the right
to approve the change before it occurs. Any approved change must come with the
assurance of no loss of performance during the change or for the remainder of the term
of this Agreement.
The Contractor's employees must complete all work in a Workmanlike Manner.
Maintenance and repairs shall typically be performed during the business hours of 7:30
a.m. to 4:30 p.m. Monday through Friday MST. All repair and maintenance services
must be available from 6:30 a.m. to 10:30 p.m. MST, seven (7) days a week, three
hundred and sixty five (365) days a year. In addition, the IDOC reserves the right to
declare an emergency and to require repair or support services at any time. All customer
service and system support must be available 24 hours a day, 365 days a year. All major
system outages must be handled expediently and have as minimal impact on access to
the telephone system as possible.
The Contractor must provide comprehensive maintenance for all parts of the telephone
system, including but not limited to labor, parts, materials, software, repair or
replacement of equipment, and transportation for the term of this Agreement.
Maintenance, repairs, and replacements must be provided at no cost to the IDOC at any
time, to include charges from Local Exchange Carriers. Any telephone system
infrastructure, equipment, or material that is part of the physical plant of a CWC or prison
facility shall become the property of the IDOC at the conclusion of this Agreement at no
cost to the IDOC.
6.17 Software and Data Administration
Initial and ongoing management and updating of all telephone system and/or related
software, records, and data created, developed, or used for the performance of this
Agreement must be fully supported and maintained by the Contractor at its sole cost. All
software upgrades, data storage needs, and new or enhanced system features that
become availabl.e or necessary based on new software releases, or other factors, shall
be implemented at no cost to the IDOC. Any changes or upgrades that change the
functionality of the telephone system, to include call recording and monitoring functions,
must be approved by the IDOC prior to implementation.
6.18 Records and Reports
All records, recordings, documentation, and reports pertaining to the performance of this
Agreement and the operation of the telephone system in IDOC prison and CWC facilities
shall be made available to the IDOC immediately upon request. Administrative rights to
data shall be provided to no less than two IDOC staffs. The Contractor shall provide the
reports listed below, and ad hoc or new reports as requested by the IDOC.

Facility Walk-through Reports - this report shall be provided monthly to the IDOC. This
report shall include data demonstrating the requirement for a monthly walk-through of

each prison and CWC facility is met, and identify the status and functionality of the
telephone system in each facility. The report shall include a summary of the repairs and
maintenance conducted at each facility.
Refunds Reports - this report shall be provided monthly to the IOOC. This report shall
include information about refunds provided to offenders, dropped call data, and other
related information.
Idaho Health Check - this report shall be provided to IOOC as requested. This report
shall include information about contract goals and performance, ticket resolution times,
and offender concern forms data.
Performance Reports - this report is typically provided annually to IOOC. This report
captures the Contractor's performance over the last year and the goals for performance
for the upcoming year.
The telephone system must be able to produce call detail reports to include the following
data, without limitation: an itemized list of all calls made by an offender during a
specified time frame, the number called, offender's name and IOOC number, date, time,
call duration, call type, and investigative data. Reports must be able to be sorted using a
variety of factors, and must be viewable electronically and able to be printed in hard
copy. The telephone system must be able to produce call recordings as well, from the
beginning of the dialing to the termination of the call, and be burnable to portable data
storage and able to be listened to/played without restriction.
The telephone system must also be able to produce financial reports showing offender
accounts, transactions, and adjustments. These reports must show date and time
information for transactions and activities, offender IOOC number, and offender name.
The Contractor must provide the IOOC unobstructed access to all telephone system
offender data, call detail records, call recordings, investigative functions and information,
and any and all related data, records, and documents (inclusively considered work
product under the performance of this Agreement). This access will not be restricted in
any manner. This access does not pertain to the Contractor's employee wage and
benefit information, and/or personnel files.
6.19 Meetings
At its sole cost the Contractor shall attend meetings with IOOC staff, stakeholders, and
constituents as needed and/or requested. The system administrator shall meet with the
IDOC contract monitor on a monthly basis to discuss system and operational issues. At
least annually the Contractor's corporate representative shall meet with IOOC contract
staff to discuss the performance of the contract and set performance goals, if any, for the
upcoming year.
7. Idaho Department of Correction Terms and Conditions
7.1 Entire Agreement
This Agreement, and any and all exhibits or attachments, constitute the entire
agreement between the parties with respect to the subject matter hereof. This
Agreement may not be released, discharged, changed, or modified except by an
instrument in writing signed by a duly authorized representative of each party. Time is of
the essence to this Agreement; therefore, all times for performance stated herein or as
reasonably requested by IOOC will be strictly followed by the parties.

7.2 Priority of Documents
This Agreement consists of and precedence is established by the order of the following
documents:
1. An amendment to this Agreement executed as provided for herein, with the more
recent amendment taking precedence over a less recent amendment
2. This Agreement
7.3 Changes/Modifications
Changes or modification to this Agreement in any particular must be affected by written
amendment to this Agreement as agreed upon by the parties hereto.
7.4 Governing Law and Severability
This Agreement shall be construed in accordance with and governed by the laws of the
State of Idaho. Any action to enforce the provisions of this Agreement shall be brought in
State district court in Ada County, Boise, Idaho. In the event any term of this Agreement
is held to be invalid or unenforceable by a court, the remaining terms of this Agreement
will remain in force. The failure of any party, at any time, to enforce a provision of this
Agreement shall in no way constitute a waiver of that provision, nor in any way effect the
validity of this Agreement, any part hereof, or the right of such party to enforce each and
every provision hereof.
7.5 Compliance with Law, Licensing, and Certifications
The Contractor shall comply with ALL requirements of federal, state, and local laws and
regulations applicable to Contractor or to the property/services provided by Contractor
pursuant to this Agreement. For the duration of the Agreement, the Contractor shall
maintain in effect and have in its possession all licenses and certifications required by
federal, state, and local laws and rules.
7.6 Contractor Responsibilities
The Contractor shall coordinate the successful execution of this Agreement and direct all
performance activities on a day-to-day basis. The Contractor shall be responsible for all
communications regarding the progress of performance of this Agreement and shall
discuss with the IDOC Contract Monitor any issues, recommendations, and decisions
related to this Agreement. The Contractor is responsible for furnishing and delivery of all
property and services included in this Agreement, whether or not the Contractor is the
manufacturer or producer of such. Further, the Contractor will be the sole point of
contact on all matters related to the performance of this Agreement. The Contractor
represents and warrants that it has the necessary and requisite skill to perform the work
required under this Agreement and that the personnel assigned by the Contractor to
perform any such work will be qualified to perform the assigned duties.
7.7 Contract Relationship (relation of parties)
It is distinctly and particularly understood and agreed between the parties hereto that the
State and the IDOC are in no way associated or otherwise connected with the
performance of any service under this Agreement on the part of the Contractor or with
the employment of labor or the incurring of expenses by the Contractor. Said Contractor
is an independent contractor in the performance of each and every part of this
Agreement, and solely and personally liable for all labor, taxes, insurance, required
bonding and other expenses, except as specifically stated herein, and for any and all
damages in connection with the operation of this Agreement, whether it may be for

personal injuries or damages of any other kind. The Contractor shall exonerate, defend,
indemnify and hold the State and the IOOC harmless from and against and assume full
responsibility for payment of all federal, state and local taxes or contributions imposed or
required under unemployment insurance, social security, workman's compensation and
income tax laws with respect to the Contractor or Contractor's employees engaged in
performance under this Agreement. The Contractor will maintain any applicable
workman's compensation insurance as required by law and will provide certificate of
same if requested. There will be no exceptions made to this requirement and failure to
provide a certification of workman's compensation insurance may, at the IOOC's option,
result in cancellation of this Agreement or in a contract price adjustment to cover the
State's cost of providing any necessary workman's compensation insurance. The
Contractor must provide either a certificate of workman's' compensation insurance
issued by a surety licensed to write workman's' compensation insurance in the State of
Idaho, as evidence that the Contractor has in effect a current Idaho workman's
compensation insurance policy, or an extraterritorial certificate approved by the Idaho
Industrial Commission from a state that has a current reciprocity agreement with the
Industrial Commission. The State of Idaho and the IOOC does not assume liability as an
employer.
The IOOC has an interest in providing a healthy and safe environment in all prison and
CWC facilities, and ensuring that the operation and management of the performance of
this Agreement is carried out in an efficient, professional, legal, and secure manner. The
IOOC, therefore, may, in its sole discretion, require that Contractor reassign or otherwise
remove from performing services under this Agreement, any staff member,
subcontractor, or subcontractor staff member reasonably found unacceptable to the
IOOC in light of above referenced principles.
7.8 Subcontracting
The Contractor shall not, without written prior approval from the IOOC, enter into any
subcontract relating to the performance of this Agreement or any part thereof. Approval
by the IOOC of the Contractor's request to subcontract or acceptance of or payment for
subcontracted work shall not in any way relieve the Contractor of any responsibility
under this Agreement. The Contractor shall be and remain liable for all damages to the
State and the IOOC caused by negligent performance or non-performance of work under
the Agreement by Contractor's subcontractor or its sub-subcontractor.
7.9 Assignments
No Agreement or service or any interest herein shall be transferred by the Contractor
to any other party without the prior, written approval of the IOOC. Transfer of this
Agreement without approval shall cause the annulment of the Agreement so transferred,
at the option of the IOOC. All rights of action, however, for any breach of such
Agreement are reserved to the IOOC.
7.10 Ownership of Work Product
All information furnished to the Contractor for its use pursuant to this Agreement shall
belong to the IOOC and shall be returned to the IOOC in good order upon completion of
the Agreement or upon the 100C's request. Contractor retains all right, title, and interest
in and to equipment, software, and work product and proprietary information of every
type, provided or created by Contractor pursuant to the Agreement, with the exception of
inmate call recordings and call detail records, which would be owned by the IOOC.

Work Product shall mean all written reports, data, documents, books, pictures, videos,
movies, computer programs, computer source code and documentation, computer
software, and any anything else which the Contractor produces or develops in
connection with rendering any performance under this Agreement.
Contractor agrees to negotiate in good faith with any future Inmate Phone Contractor to
provide a stand-alone system or other solution acceptable to the IDOC to ensure that the
IDOC retains access to call recordings and call detail records after termination or
expiration of this Agreement.
The Contractor shall indemnify and hold the State and the IDOC harmless and shall
defend at its own expense (subject to the right of the IOOC and the State of Idaho to
provide additional legal counsel at their own expense) any claim or action brought
against the State and the IOOC, its officers, agents, and employees arising out of or
related to IDOC's use of the Work Product, the Pre-Existing Intellectual Property, and all
other goods and services described in this Agreement based upon a claim of
infringement of a United States patent, copyright, trade secret, or trademark.
7.11 Force Majeure
Neither party shall be liable or deemed to be in default for any delay or failure in
performance under this Agreement or interruption of service occasioned by
unforeseeable causes beyond the control and without the fault or negligence of the
parties, including, but not restricted to, acts of God or the public enemy, civil or military
authority, acts of war, riots, or insurrections provided that in all cases the Contractor
shall notify the IDOC promptly in writing of any cause for delay and the IOOC concurs
that the delay was beyond the control and without the fault or negligence of the
Contractor. The period for the performance shall be extended for a period equivalent to
the period of the Force Majeure delay. It is agreed and understood that this Agreement
will be subject to termination by either party upon sixty (60) days notice to the other
should there be imposed upon IDOC or Contractor any rule or regulation by any state,
federal, or local regulatory agency which would substantially adversely affect the
operation of the equipment or service provided hereunder. Matters of the Contractor's
finances shall not be a Force Majeure. The Contractor shall not be liable for interruption
of telephone service from any cause outside of its control or for system maintenance.
7.12 Use of the State Of Idaho Name
Contractor shall not, prior to, in the course of, or after performance under this
Agreement, use the State's name in any advertising or promotional media, including
press releases, as a customer or client of Contractor without the prior written consent of
the State. Contractor may use the IDOC as a reference on its response to a Request for
Proposal.
7.13 Confidential Information
Pursuant to this Agreement, Contractor may collect, or the IOOC may disclose to
Contractor, financial, personnel, offender, or other information that the IDOC regards as
proprietary or confidential ("Confidential Information"). Confidential Information shall
belong solely to the IDOC. Contractor shall use such Confidential Information only in the
performance of its services under this Agreement and shall not disclose Confidential
Information to any third party, except with the IOOC's prior written consent or under a
valid order of a court or governmental agency of competent jurisdiction and then only
upon timely notice to the IOOC. The IOOC may require that Contractor's officers,

employees, agents or subcontractors agree in writing to the obligations contained in this
section. Confidential Information shall be returned to the IDOC upon termination of this
Agreement. The confidentiality obligation contained in this section shall survive
termination of this Agreement. Confidential Information shall not include data or
information that:
1. Is or was in the possession of Contractor before being furnished by the IDOC,
provided that such information or other data is not known by Contractor to be subject to
another confidentiality agreement with or other obligation of secrecy to the IDOC or
State of Idaho;
2. Becomes generally available to the public other than as a result of disclosure by
Contractor; or
3. Becomes available to Contractor on a non-confidential basis from a source other than
the IDOC, provided that such source is not known by Contractor to be subject to a
confidentiality agreement with or other obligation of secrecy to the IDOC.
7.14 Official, Agent, and Employees of the State not Personally Liable
Official, officer, employee, or agent of IDOC entering into this Agreement on behalf of
IDOC represents and warrants that they have legal authority to enter into this Agreement
on behalf of IDOC. In no event shall any official, officer, employee, or agent of the State
or the IDOC be in any way personally liable or responsible for any covenant or
agreement herein contained whether expressed or implied, nor for any statement,
representation, or warranty made herein or in any connection with this Agreement unless
made without proper authority.
7.15 Anti-Discrimination/Equal Employment Opportunity Clause
Acceptance of this Agreement binds the Contractor to the terms and conditions of
Section 601, Title VI, Civil Rights Act of 1964 in that "No person in the United States
shall, on the grounds of race, color, national origin, or sex, be excluded from
participation in, be denied the benefits of, or be subject to discrimination under any
program or activity receiving Federal financial assistance." In addition, "No otherwise
qualified handicapped individual in the United States shall, solely by reason of his
handicap, be excluded from the participation in, be denied the benefits of, or be
subjected to discrimination under any program or activity receiving federal financial
assistance" (Section 504 of the Rehabilitation Act of 1973). Furthermore, for contracts
involving federal funds, the applicable provisions and requirements of Executive Order
11246 as amended, Section 402 of the Vietnam Era Veterans Readjustment Assistance
Act of 1974, Section 701 of Title VII of the Civil Rights Act of 1964, the Age
Discrimination in Employment Act of 1967 (ADEA), 29 USC Sections 621, et seq., the
Age Discrimination Act of 1975, Title IX of the Education Amendments of 1972, U.S.
Department of Interior regulations at 43 CFR Part 17, and the Americans with Disabilities
Action of 1990, are also incorporated into this Agreement. The Contractor shall comply
with pertinent changes to such laws made during the term of this Agreement and with all
federal and state rules and regulations implementing such laws. The Contractor shall
include this provision in every subcontract relating to this Agreement.
7.16 Save Harmless
Each party shall exonerate, indemnify, and hold harmless the other from any loss, cost,
damage, expense, or liability arising out of the performance of this Agreement and
caused, in whole or in part, by the acts or omissions, negligence or fault, of the
indemnifying party, except to the extent such loss, cost, damage, expense, or liability
arises from the acts of omissions, negligence or fault of the other party.

Indemnification of the State and the IDOC shall not be construed to deny the State or the
IDOC any of the benefits of any law that limits exposure to liability or damages and the
State and the IDOC do not waive any immunity otherwise extended by law.

7.17 Patents and Copyright Indemnity
The Contractor shall indemnify and hold harmless the State and the IDOC and shall
defend at its own expense any action brought against the State or the IDOC based upon
a claim of infringement of a United States' patent, copyright, trade secret, or trademark
for Property purchased under this Agreement. Contractor will pay all damages and costs
finally awarded and attributable to such claim, but such defense and payments are
conditioned on the following:
1. The Contractor shall be notified promptly in writing by the IDOC of any notice of such
claim; and
2. IDOC has not made trade secret disclosures even if required by law without promptly
notifying the Contractor of the requirement and allowing the Contractor the opportunity to
oppose the disclosure; and
3. The Contractor shall have the sole control of the defense of any action on such claim
and all negotiations for its settlement or compromise and IDOC may select at its own
expense advisory counsel; and
4. The IDOC shall cooperate with Contractor in a reasonable way to facilitate settlement
or defense of any claim or suit.
Should the property become, or in Contractor's opinion be likely to become, the subject
of a claim of infringement of a United States' patent, the Contractor shall, at its option
and expense, either procure for the IDOC the right to continue using the property, or to
replace or modify the property so that it becomes non-infringing.

7.18 Attorney's Fees
In the event of a legal proceeding of any kind Instituted under this Agreement or to
obtain performance of any kind under this Agreement, the prevailing party shall be
entitled to recover reimbursement for reasonable attorney's fees, court costs, costs of
investigation, and other related expenses incurred in connection herewith in addition to
any other available remedies.
7.19 Restrictions on and Warranties -Illegal Aliens
The Contractor warrants that this Agreement is subject to Executive Order 2009-10; it
does not knowingly hire or engage any illegal aliens or persons not authorized to work in
the United States; it takes steps to verify that it does not hire or engage any illegal aliens
or persons not authorized to work in the United States; and that any misrepresentation in
this regard or any employment of persons not authorized to work in the United States
constitutes a material breach and shall be cause for the imposition of remedial actions
and/or termination of this Agreement.
7.20 Taxes
The IDOC is generally exempt from payment of state sales and use taxes and from
personal property tax for property purchased for its use. The State of Idaho is generally
exempt from payment of federal excise tax under a permanent authority from the District
Director of the Internal Revenue Service (Chapter 32 Internal Revenue Code [No. 82-730019KD. Exemption certificates will be furnished as required upon written request by the
Contractor. If the Contractor is required to pay any taxes incurred as a result of doing

business with the IDOC, it shall be solely and absolutely responsible for the payment of
those taxes.

7.21 Public Records
Pursuant to Idaho Code Section 9-335, et seq., information or documents received from
the Contractor may be open to public inspection and copying unless exempt from
disclosure. The Contractor shall clearly designate individual documents as "exempt" on
each page of such documents and shall indicate the basis for such exemption. The
IDOC will not accept the marking of an entire document as exempt. In addition, the
IDOC will not accept a legend or statement on one (1) page that all, or substantially all,
of the document is exempt from disclosure. The Contractor shall indemnify and defend
the State and the IDOC against all liability, claims, damages, losses, expenses, actions,
attorney fees and suits whatsoever for honoring such a designation or for the
Contractor's failure to designate individual documents as exempt. The Contractor's
failure to designate as exempt any document or portion of a document that is released
by the IDOC shall constitute a complete waiver of any and all claims for damages
caused by any such release. However, if the IDOC receives any request for materials
provided by the Contractor, IDOC may make disclosures as required by law as long as,
before any disclosure, IDOC promptly notifies the Contractor of the requirement and
allows the Contractor reasonable opportunity to oppose the disclosure.

7.22 Notices
Any notice that may be or is required to be given pursuant to the provisions of this
Agreement shall be in writing and shall be hand delivered, sent by electronic mail with
receipt confirmation, United States mail, or pre-paid overnight courier as follows:
Idaho Department of Correction
Contract Services Bureau
1299 N. Orchard st. Ste. 110
Boise, 1083706
Phone 208-658-2000
Facsimile 208-658-2160

Public Communications Services
12021 Sunset Hills Rd, Ste 100
Reston, VA 20190
Attention: Legal Department
Phone 703-955-3911
Facsimile 866-545-2952

Notice shall be deemed delivered immediately upon personal service, sent by electronic
mail with receipt confirmation, overnight courier with receipt confirmation, or five
business days after deposit in the United States' mail. Either party may change its
contact information upon written notice to the other party.

7.23 Invoicing and Payment
Invoices for the debit calling option and commission reports and monies shall be sent to
the IDOC Contract Services Bureau no later than the end of the following month in which
the transactions occurred. The IDOC shall remit payment to the Contractor within thirty
(30) days of receipt of the Contractor invoice, minus assessed liquidated damages or
adjustment decreases as provided for in this Agreement. Payment is contingent on the
Contractor delivering a proper invoice and any other documents required by the IDOC.

7.24 Rates
Rates shall not fluctuate for the period of this Agreement, unless otherwise agreed to by
both parties and executed through a written amendment to this Agreement, except that
any rate changes that are mandated by statute or law shall be made with thirty (30) days
notice to IDOC. All rates shall be a fully burdened rate.

7.25 Compliance and Remedial Action
The Contractor and the IOOC shall comply with all laws, orders, rules, regulations,
terms, and conditions applicable to them that are associated with the performance of
their duties and obligations under this Agreement.

During the term of this Agreement and for three (3) years after the Agreement is
terminated, and during customary business hours with reasonable notice, the IOOC may
audit any aspect of the Agreement by examining the Contractor's records and other
related materials. If a request to audit is made after the Agreement is terminated or
expired, the IOOC shall give the Contractor at least ten (10) calendar days written notice.
All audits shall be conducted at the Contractor's place of business at the expense of the
IOOC. After termination or expiration, the IOOC shall audit at the place of business of the
former Contractor, at the sole expense of the IOOC.
Upon completion of an audit, the IOOC shall provide written notice regarding areas of
partial compliance or non-compliance. Any written notice or reports prepared, by either
party, as a result of an audit conducted of Contractors financial documents shall be
considered confidential, trade secrets of the Contractor. For any areas of partial or noncompliance identified during the audit, the Contractor must submit to the IOOC a
corrective action plan within ten (10) calendar days of notification by IOOC. The
corrective action plan shall include time frames and action to be taken to achieve full
compliance. The Parties shall either agree to the plan of corrective action as proposed,
or shall negotiate and modify those areas of the plan so that they are acceptable to the
Parties.
All corrective action items based upon an audit must be remedied by the Contractor
within thirty (30) calendar days of approval of the plan of corrective action by the IOOC.
If the Contractor fails to address areas of partial compliance or non-compliance based
upon an audit and the agreed upon corrective action plan, the IOOC reserves the right to
pursue Liquidated Damages and Remedies as provided for in this Agreement and as
allowed by law. At any time during an audit process, IOOC reserves the right to cease its
efforts in working with the Contractor on a corrective action plan, and issue written notice
of default/breach.
In addition to any remedies available to the IOOC under law or equity, the IOOC may at
its sole discretion require one or more of the following remedial actions, taking into
account the nature of the deficiency, if any of the product/services provided fail to
conform to requirements defined herein: (1) require the Contractor to take corrective
action to ensure that performance conforms to requirements; (2) require Contractor to
subcontract all or part of the service at no additional cost to the IOOC; (3) require
payment of actual damages caused by the deficiency; (4) require payment of liquidated
damages; or (5) terminate the Agreement pursuant to subsection 7.26, Termination.
Requiring of payment by the IDOC for the failure of the Contractor to perform or payment
of liquidated damages by Contractor shall not relieve Contractor from its obligations
under this Agreement and shall not be a basis for termination by the Contractor under
subsection 7.26, Termination.
The IOOC may assess liquidated damages if the Contractor fails to correct areas of
partial compliance or non compliance as provided for herein. The Contractor shall have

ten (10) calendar days from the date of written notification to cure a default/breach. If
after such period, the IDOC is not reasonably satisfied that the Contractor has resolved
the deficiencies, or made substantial progress toward resolution, the IDOC may assess
the sum of one thousand dollars ($1,000.00) per calendar day as liquidated damages for
each day the deficiency remains uncured after expiration of the ten-day period allowed
for cure. It is agreed that this amount,is to be paid as liquidated damages, and not as a
penalty, in view of the difficulty of affixing the amount of actual damages. The Contractor
shall not be liable for liquidated damages for a failure that results from an occurrence
beyond its control. Assessment of liquidated damages shall be in addition to, and not in
lieu of, other remedies available to the IDOC and nothing in this subsection shall
preclude the IDOC from recovering damages or exercising any other remedy at law or in
equity; nor shall the IDOC be precluded from terminating this Agreement for breach as
provided for herein. Withholding of payment as liquidated damages shall not relieve the
Contractor of any of its obligations under this Agreement.

7.26 Termination
1. Termination for Convenience: The IDOC may cancel this Agreement at any time, with
or without cause, upon no less than sixty (60) calendar days' prior written notice to the
Contractor specifying the date of termination.
2. Termination for Cause: The IDOC may terminate this Agreement for the bases set
forth below when the Contractor has been provided written notice of default or noncompliance and has failed to cure the default or non-compliance within a reasonable
time set forth in the written notice of default/breach, not to exceed thirty (30) calendar
days. If the nature of the default or non-compliance is such that the same cannot be
reasonably be cured within thirty (30) calendar days, the Contractor shall not be in
default or non-compliance if the Contractor shall within thirty (30) calendar days
commence cure under a reasonable written cure plan and thereafter diligently prosecute
the cure to completion. The IDOC may terminate this Agreement for cause if at any time:
(a) the Contractor is in material breach of any warranty, term, condition, covenant, or
obligation under this Agreement; (b) judicial interpretation of federal or state laws,
regulations, or rules renders fulfillment of this Agreement infeasible or impossible; or (c)
the Contractor fails to comply with any applicable law, regulation, or rule.
7.27 Insurance
1. Commercial General Liability Insurance with Bodily Injury Liability and Property
Damage Liability Combined Single Limit: One million dollars ($1,000,000.00) per
occurrence and two million dollars ($2,000,000.00) aggregate.
2. Employer's Liability Insurance: one million dollars ($1,000,000.00) per occurrence and
one million dollars (1,000,000.00) per person.
3. C6mmercial Automobile Liability: Combined Bodily Injury and Property Damage
Single Limit: one million dollars ($1,000,000.00) combined single limit for each
occurrence.
4. Workman's Compensation: The Contractor shall comply with all Workman's
Compensation requirements in the State of Idaho.
Upon failure of the Contractor to ,obtain or maintain the required insurance, the IDOC
may obtain the required insurance and hold the Contractor responsible for the costs of
such insurance, including by offset, until proof of the required coverage is provided to the
IDOC. The CGL and Automobile Liability insurance coverages required shall include the
IDOC as additional insureds.

Insurance coverage required under this Agreement shall be obtained from insurers rated
A-VII or better in the latest Bests Rating Guide and in good standing and authorized to
transact business in Idaho. For worker's compensation insurance, the Contractor shall
provide either a certificate of worker's compensation insurance issued by a surety
licensed to write worker's compensation insurance in the state of Idaho or an
extraterritorial certificate approved by the Idaho Industrial Commission from a state that
has a current reciprocity agreement with the Industrial Commission. The Contractor shall
be financially responsible for all deductibles, self-insured retention's and/or selfinsurance included hereunder. The coverage provided by such policy shall be primary to
any coverage of the IDOC on or related to this Agreement and shall provide that the
insurance afforded applies separately to each insured against whom a claim is made,
except with respect to the limitation of liability. All policies shall contain waivers of
subrogation. The Contractor waives all rights against the IDOC and its officers,
employees, and agents for recovery of damages to the extent these damages are
covered by the required policies. Policies may contain deductibles but such deductibles
shall not be deducted from any damages due to the IDOC.
By requiring insurance herein, the IDOC does not represent that coverage and limits
shall necessarily be adequate to protect the Contractor and such coverage and limits
shall not be deemed as a limitation on any of the indemnities granted to the IDOC in this
Agreement.
7.28 Warranties
The Contractor warrants that its performance shall be in accordance with sound
professional standards and the requirements of this Agreement including but not limited
to compliance with the applicable federal, state, and local laws. The Contractor further
warrants that: (1) the Contractor has the right to enter into the contract; (2) the
Contractor has not entered into any other contracts or employment relationships that
restrict the Contractor's ability to perform the contemplated services herein; (3) the
Contractor shall observe and abide by all applicable laws, rules and policies, including
those of the IDOC pertainjng to IDOC's prisons; and (4) the Contractor has good and
marketable title or legal right to use any property to be used under this Agreement.
Each party represents and warrants to the other party it has the authority to enter into
this Agreement, thereby creating a contract legally binding upon it, and to authorize the
installation and operation of equipment at prison and CWC facilities. The representative
executing this Agreement on behalf of each party is empowered to do so and thereby
binds his, her, or its respective party. The Contractor further certifies that it is licensed to
do business in the State of Idaho, and have satisfied all requirements of the Public Utility
Commission of Idaho and the Federal Communications Commission.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties have executed this Agreement by their respective, duly
authorized representatives as of the last date signed below.
CONTRACTOR
Public Communications Services

BY:~

Date: __Z--+-1_1D-l(,--1z-_ _ __

Jeffreys:Haidillgef
President, Services

THE STATE OF IDAHO
Idaho Department of Correction

Date:

J/Jra/,~
J

7

THE STATE OF IDAHO
Idaho Department of Correction

Date:

_d_{_do-J-A_d_O_/)_ __