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In 2008, the Company entered into an amended agreement with the previous stockholder of Syscon to amend the Syscon
Purchase Agreement. Pursuant to the new agreement, the fonner stockholder's Employment Agreement with Syscon was
terminated and Syscon entered into a Consulting Agreement with a company controlled by the former owner. The Consulting
Agreement covers certain management and advisory and other services to be provided over a period of three years, for which
Syscon will pay a total of approximately $1,090,000 in fees. In 2008, the Company paid $0.5 million to an affiliate of the
former stockholder for professional software development consulting services. In 2009, the Company paid $0.2 million to the
former stockholder related to the provisions of the Consulting Agreement.

•

(lO)COMMITMENTS AND CONTINGENCIES

(a) Operating Leases
The Company leases office space and certain office equipment under operating lease agreements. Most of our lease tenns
have escalation clauses and renewal options, typically equal to the lease tenn. The Company accounts for escalating rents on a
straight-line basis over the life of the lease. Rent expense WIder operating lease agreements for the year ended December 31,
2007,2008, and 2009 was approx.imately $2.5 million, $3.4 mimon and $3.8 million, respectively. Future minimum lease
payments under these lease agreements for each of the next five years and thereafter are summarized as follows (in thousands):

Year Ended December 31:
2010

$

20ll
2012
2013
2014
Thereafter
Total minimum lease payments

$

3,518
2,144
2,016
1,779
1,794
450
11,701

(b)Minimum Guaranteed Payments
The Company records a liability for guarantees, including indirect guarantees of indebtedness of others, at the estimated
fair value of the guarantee obligations and discloses the maximum amount that could be paid under the guarantee obligation.

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The Company is required to make the following minimum commission payments to certain of its correctional facility
customers regardless of the level of revenues generated by the Company on those contracts as follows (in thousands):

Year Euded December 31:
2010
2011
2012
2013
2014
Total minimum commission
payments

$

3,367

720
488
98

$

4,673

As of December 31, 2009, the Company did not meet the minimum requirements for certain correctional facilities
customers and therefore, the Company recorded $0.1 million in accrued liabilities. The Company cannot guarantee that it will
generate sufficient revenues from these contracts in future periods to offset these guaranteed minimum payments.

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Accudata Technologies, a fonner affiliated company, provides validation services to the Company. In August 2007,
Accudata purchased the Company's 50% interest in its preferred stock for $1.0 million. In connection with the sale of our
interest in Accudata, the Company agreed to continue to conduct business at market rates with Accudata for at least thirty-six
months. Minimum monthly payments for validation services are $S5,000 for the first twelve months, $56,667 for the second
twelve months, and $28,333 for the third twelve months. The Company paid Accudata $1:0 million and $0.7 million for the
twelve months ended December 31, 2008 and 2009, respectively. The maximum amount of the commitment is $2.0 million, of
which $1.8 million has been paid as of December 31,2009.
In 200S, the Company entered into an agreement with a telecommunications vendor, primarily for local and long distance
services, whereby the Company guaranteed a minimum annual purchase commitment over a three year period. As of
December 31,2009, the minimum purchase commitment is $1.9 million annually. Additionally, the Company entered into an
agreement with another telecommunications provider for the purchase of custom carrier services, whereby the Company
guaranteed a minimum purchase commitment over a one year period. The Company satisfied the minimum purchase
commitment of$3.S million during 2009.

(c)Employment Agreements
As of December 31,2009, the Company had employment agreements with certain key management personnel, which
provided for minimum compensation levels and incentive bonuses along with provisions for termination of benefits in certain
circumstances and for certain severance payments in the event of a change in control (as defined).

(d)Litigation
We have been, and expect to continue to be, subject to various legal and administrative proceedings or various claims in
the normal course of business. We believe the ultimate disposition of these matters will not have a material effect on our
financial condition, liquidity, or results of operations.

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From time to time, inmate telecommunications providers, including the Company, are parties to judicial and regulatory
complaints and proceedings initiated by inmates, consumer protection advocates or individual called parties alleging, among
other things, that excessive rates are being charged witb respect to inmate collect calls, that commissions paid by inmate
telephone service providers to the correctional facilities are too higb, that a call was wrongfully disconnected, that security
notices played during the call disrupt the call, that the billed party did not accept the collect calls for which they were billed or
that rate disclosure was not provided or was inadequate. On occasion, we are also the subject of regulatory complaints
regarding our compliance with various matters including tariffing, access charges, payphone compensation requirements and
rate disclosure issues. In March 2007, the FCC asked for public comment on a proposal from an inmate advocacy group to
impose a federal rate cap on interstate inmate calls. This proceeding could have a significant impact on the rates that we and
other companies in the inmate telecommunications industry may charge. Similar proposals have been pending before the FCC
for more than four years without action by the agency. This newest proceeding remains under review by the FCC and has
received strong opposition from the inmate telecommunications industry. In August 2008, a group of inmate telephone service
providers provided the FCC with an "industry wide" cost of service study for their consideration. That proceeding remains
ongoing and we have no infonnation as to when, if ever, it will be resolved. We cannot predict the outcome at this time.
In June 2000, T-Netix was named, along with AT&T, in a lawsuit in the Superior Court of King County, Washington, in
which two private citizens allege violations of state rules requiring pre-connect audible disclosure of rates as required by
Washington statutes and regulations. T-Netix and other defendants successfully obtained dismissal and a "primary
jurisdiction" referral in 2002. In 2005, after several years of inactivity before the Washington Utilities and Transportation
Commission ("WUTC"), the state telecommunications regulatory agency, T-Netix prevailed at the trial court in securing an
order entering summary judgment on grounds oflack of standing, but that decision was reversed by an intermediate
Washington state appellate court in December 2006. T -Netix's subsequent petition for review by the Washington Supreme
Court was denied in January 2008, entitling plaintiffs to continue to pursue their claims against T-Netix and AT&T. This
matter was referred to the WUTC on the grounds of primary jurisdiction, in order for the WUTC to determine various
regulatory issues. On May 22,2008, AT&T filed with the trial court a cross-claim against T-Netix seeking indemnification. TNeti" moved to dismiss AT&T's cross-claim, but the court denied that motion and deferred resolution of whether
AT&T's belated indemnification claim is within the statute oflimitations for summary judgment. Motions by both T -Netix
and AT&T for summary determination were briefed to the WUTC in September 2009 and remain pending before an
administrative law judge. As merits and damages discovery are not completed, however, we cannot estimate the Company's
potential exposure or predict the outcome of this dispute.

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In July 2009, Evercom filed a complaint against Combined Public Communications, Inc. (~CPC"), alleging tortious
interference with Evercom's contracts for the provision of telecommunications services with correctional facilities in the
Commonwealth of Kentucky and the State ofIndiana. Evercom claims CPC has misrepresented that the correctional facility

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has a statutory right to terminate its contract with Evercorn upon the election ofa new Sheriff. Accordingly, Evercom
seeks a declaration that under Kentucky law its contracts with its customers are not personal services contracts and that under
both Indiana and Kentucky law, its contracts with correctional facilities are not void for not being terminable within thirty
days, as well as an award of compensatory and punitive damages. On July 29, 2009, CPC filed a motion to dismiss for failure
to state a c1aim. On August 14,2009, Evercom filed its response in opposition to dismiss, and on September 9, 2009, the court
denied CPC's motion to dismiss. On January 8, 2009, the court entered a scheduling order setting forth the pre-trial
deadlines. This matter is in its early stages and we cannot predict the outcome at this time.

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In July 2009, the Company filed a petition with the FCC seeking affinnation of the Company's right to block attempts by
inmates to use services, which the Company calls "call diversion schemes," designed to circumvent its secure calling
platforms. These illicit services are not pennitted to carry calls from any correctional facility, and the Company has received
strong support from its correctional authority clients to stop this activity. The FCC has long-standing precedent that permits
inmate telecommunications service providers to block such attempts. The FCC had asked that interested parties file comments
to the Company's petition by August 31 , 2009; and thereafter, the Company filed reply comments. This matter is in its early
stages and we cannot predict the outcome at this time.
In September 2009, T-Netix filed suit against CPC in the United States Federal District Court for the Western District of
Kentucky, for patent infringement of various T-Netil!. patents. The court has scheduled a Rule 26(f) scheduling conference for
February 10, 2010 and the parties are negotiating an agreed discovery plan to present at the hearing. This matter is in its early
stages and we cannot predict the outcome at this time.
In October 2009, T-Netil!. filed suit in the United States Federal District Court for the Eastern District of Texas against
Pinnacle Public Services, LLC for patent infringement of various T -Netix patents. Pinnacle has served its answer and filed a
motion to transfer venue to the Northern District of Texas. This matter is in its early stages and we cannot predict the outcome
at this time.
In October 2009, the Company, along with Evercom and T-Netix, and one of the Company's competitors were sued in the
Federal District Court for the Southern District of Florida by Millicorp d/b/a ConsCallHome. Millicorp, a proprietor of what
the Company has described to the FCC as a call diverter, has sued these companies under the Communications Act of 1934,
alleging that the companies have no right to block attempts by inmates to use the call diversion scheme. The FCC has
pennitted inmate telecommunications service providers to block such attempts since 1991, and the Company had sought reaffirmance of that pennission in the petition for declaratory ruling described above. All defendants have filed motions to
dismiss all claims with prejudice. Discovery has not yet commenced. This matter is in its early stages and we cannot predict
the outcome at this time.

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In October 2009, the Company filed suit in the District Court of Dallas County, Texas, against Lattice Incorporated
("Lattice", formerly known as Science Dynamics Corporation) alleging breach of contract, tortious interference, unfair
competition, damage to goodwill and injunctive relief as a result of Lattice's breach of certain provisions of a December 2003
asset purchase agreement between Evercom and Science Dynamics Corporation. On October 2, 2009, the court issued a
temporary restraining order against Lattice, and ordered Lattice to immediately cease and desist from, among other things, (i)
renewing any customer contracts in the law enforcement industry; (ii) marketing, selling or soliciting, directly or indirectly,
any of its products and/or services to any customers in the law enforcement industry; and (iii) interfering with any of the
Company's business relationships in the law enforcement industry in the United States. On January 4,2010, the parties
entered into a settlement agreement and mutual release, and a patent license agreement wherein Lattice was granted a license
to use one (1) of the Company's patents.
In January 2010, T -Netix and Evercom filed suit in the United States Federal District Court for the Eastern District of
Texas against Legacy Long Distance International, Inc. dba Legacy International, Inc. and Legacy Inmate Conununications for
patent infringement of various T-Netix's and Evercom's patents. This matter is in its early stages and we cannot predict the
outcome at this time.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
During fiscal year 2009, the Company dismissed KPMG LLP ("KPMG") as its principal accountant to audit its financial
statements. The Audit Committee of the board of directors of the Company approved the change in principal accountants. In
April 2009, the Company engaged McGladrey & Pullen, LLP ("McGladrey") as its principal accountant to audit the
Company's financial statements. During the two most recent fiscal years ended December 31,2008 and the subsequent interim
period in 2009, the Company had not consulted with McGladrey regarding any of the following: (1) the application of
accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be
rendered on the Company's financial statements, and neither a written report nor oral advice was provided to the Company
that McGladrey concluded was an important factor considered by the Company in reaching a decision as to the accounting,
auditing or financial reporting issue, or (2) any matter that was either the subject of a disagreement (as defined in paragraph
304(a)(1 )(iv) and tbe related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in ltem 304(a)(1 }(v)
of Regulation S-K).

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During the two most recent fiscal years ended December 31, 2008 and the subsequent interim period in 2009, there were
no disagreements between KPMG and the Company on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to the satisfaction ofKPMG, would have caused it to make a

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reference to the subject matter of any such disagreement with its report. No reportable events, as defined in Item 304(a)(1)
(v) of Regulation S-K, occurred within the Company's two most recent fiscal years ended December 31, 2008 and the
subsequent interim period in 2009.

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ITEM 9A. CONTROLS AND PROCEDURES

1, Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in
the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is
accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as
appropriate to allow timely decisions regarding required disclosure.
As of the end of the period covered by this report, we earned out an evaluation, under the supervision and with the
participation of our Disclosure Committee and management, including the Chief Executive Officer and the Chief Financial
Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act
Rule 13a-15 (b). Based upon this evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that our
disclosure controls and procedures were effective as of the end of the period covered by this report.
2. Management's Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as
defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Our internal control over financial
reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with U.S. generally accepted accounting principles.

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Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with policies and procedures may deteriorate.
Management assessed the effectiveness of our internal control over financial reporting as of December 31, 2009. In
making this assessment, management used the criteria described in Internal C()ntr()/- Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on this assessment, management
concluded that we maintained effective internal control over financial reporting as of December 31, 2009.
The effectiveness of the Company's internal control over financial reporting as of December 31, 2009 has been audited by
an independent registered public accounting firm, as stated in their report which appears herein.
3. Changes in Internal Control over Financial Reporting
There were no changes in the Company's internal control over financial reporting during the period ended December 31,
2009, that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial
reporting.

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Report oflndependent Registered Public Accounting Firm

To the Board of Directors and Stockholders
Securus Technologies, Inc.
We have audited Securus Technologies, Inc. and Subsidiaries' internal control Over financial reporting as of December 31,
2009, based on criteria established in Internal Control- Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Securus Technologies, Inc. and Subsidiaries' management is responsible for
maintaining effective internal control over financial reporting and for its assessment of the effectiveness ofintemal control
over financial reporting included in the accompanying Management's Report on Internal Control over Financial
Reporting. Our responsibility is to express an opinion on the company's internal control over financial reporting based on our
audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective
internal control over financial reporting was maintained in a11 material respects. Our audit included obtaining an
understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included
performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a
reasonable basi.s for our opinion.
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with United
States generally accepted accou.nting principles. A company's internal control Over financial reporting inclu.des those policies
and procedures that (a) pertain to the maintenance ofrecords that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (b) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with United States generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of
management and directors of the company; and (c) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial
statements.

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Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, Securus Technologies, lnc. and Subsidiaries maintained, in all material respects, effective internal control over
financial reporting as of December 31,2009, based on criteria established in Internal Control- Integrated Framework issued
by the Committee of Sponsoring Organizations of the Treadway Commission.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States),
the December 31,2009 consolidated balance sheet and the related consolidated statements of operations, stockholders' deficit
and comprehensive loss, and cash flows for the year then ended of Securus Technologies, Inc. and Subsidiaries and our report
dated March 15,2010 expressed an unqualified opinion.

McGladrey & Pullen, LLP
Dallas, Texas
March 15,2010

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ITEM 9B. OTHER INFORMATION
None.

PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORA TION GOVERNANCE
The following is a list of our executive officers, other senior executives and directors as of March 1, 2010. All of our
directors serve until a successor is duly elected and qualified or until the earlier of his death, resignation or removal. Our
executive officers are appointed by and serve at the discretion of our board of directors. There are no family relationships
between any of our directors or executive officers.

Name
Richard A. Smith
William D. Markert
Dennis J. Reinhold
Arlin B. Goldberg
Robert E. Pickens
Daniel A. Crawford
Joshua E. Conklin
Danny de Hoyos
Kathryn S. Lengyel
Larry V. Ehlers
Patrick W. Brolsma

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Anthony A. Tamer
Brian D. Schwartz
Douglas F. Bennan
Lewis 1. Schoenwetter
SamiW. Mnayrnneh
James Neal Thomas (l)
Rob Wolfson
(I)

AlJe
Position
~~----~~~--.--~~~~~----------------58
Chainnan, Chief Executive Officer and President
45
Chief Financial Officer
49 Vice President, General Counsel and Secretary
53
Chief Infonnation Officer
49
Chief Marketing Officer
63
President, Syscon Justice Systems
35
Vice President, Sales
34
Vice President Service and Technical Operations
41
Vice President, Human Resources
55
Vice President, Applications
47 Director ofEntetprise Program Management Office & Corporate
Development
49 Director
41
Director
43
Director
39 Director
50 Director
64 Director
37 Director

Audit Oversight Director.

The following infonnation summarizes the principal occupations and business experience, during the past five years, of
each of our directors and executive officers.
Richard A. Smith has served as our President and Chief Executive Officer since June 2008, and as Chainnan of the Board
since January 2009. Mr. Smith served as the Chief Executive Officer of Eschelon Telecom Inc., a publicly traded local
exchange carrier, from August 2003 through August 2007. Mr. Smith also served as Eschelon's President, Chief Financial
Officer and Chief Operating Officer during his tenure. Prior to joining Eschelon, Mr. Smith worked for Frontier Corporation
where he held many roles, including Controller, Chief Infonnation Officer, President of Frontier Infonnation Technologies,
Vice President of Midwest Telephone Operations, Network Plant Operations Director, Director of Business Development and
Vice President of Financial Management. Mr. Smith holds an Associate Degree of Applied Science in Electrical Engineering
from the Rochester Institute of Technology, a Bachelor of Science degree in Electrical Engineering from the State University
of New York at Buffalo, a Masters in Mathematics degree from the State University of New York at Brockport, and a Masters
in Business Administration from the University of Rochester's Simon School. Mr. Smith presently serves as a director of
Integra Telecom, a privately held local exchange carrier based in Portland, Oregon.

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William D. Markert has served as our Chief Financial Officer since June 2008. From December 1999 to November 2007,
Mr. Markert held executive level finance positions at Eschelon Telecom, Inc., with his most recent position being Executive
Vice President of Network Finance. During Mr. Markert's employment with Eschelon, he was responsible for revenue and
cost accounting and reporting, network cost management, carrier access billing and revenue and margin assurance. He also
directed various merger and acquisition related projects. Prior to joining Eschelon, Mr. Markert worked for Global Crossing
Limited, a publicly traded communications solutions company, in various financial, regulatory and operational management
roles. Mr. Markert holds a Baccalaureate in Business Administration from the University of Wisconsin-Whitewater and a
Masters in Business Administration from the University of St. Thomas in St. Paul, Minnesota.

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Dennis J. Reinhold has served as our Vice President, General Counsel and Secretary since he joined us in August 2005.
Prior to joining us in August 2005, Mr. Reinhold served as the Associate General Counsel of SOURCE CORP, Inc.
(NASDAQ: SRCP), at the time a public company with approximately 7,000 employees worldwide that specialized in business
process outsourcing of critical data and documents. In that role, he was responsible for the worldwide legal function of the
Business Process Solutions Division, the Statement Solutions Division, the Legal Claims Division and the Direct Mail
Division. While at SOURCECORP, he was the company's Chairman of the Juvenile Diabetes Research Foundation, and
helped propel SOURCECORP to one oftbe largest corporate fundraisers for Juvenile Diabetes in the DFW area. Prior to bis
position at SOURCECORP, Mr. Reinhold served as Division General Counsell Director ofIntemational Legal Affairs and
Assistant Secretary for AAF-McQuay, Inc. Mr. Reinbold has over 20 years oflegal experience, both in law firms and in-house
positions, with an emphasis in practicing in the areas of corporate and intemationallaw. Mr. Reinhold has a J.D. from S1.
Louis University, a B.S. in Marketing and Business Administration from the University of Illinois and has completed the
Advanced Management Program at The Wharton School, University of Pennsylvania. Mr. Reinhold was one of20 finalists in
the 2006 Dallas Business Journal's Best Corporate Counsel Awards, and in 2006, he was awarded a National Leadership
Award by the National Republican Congressional Committee. Mr. Reinhold has served on numerous civic organizations,
including the Board of Directors for the Louisville Ballet.
Arlin B. Goldberg has served as our ChiefInformation Officer since September 2008. Mr. Goldberg has over 30 years of
telecommunication industry experience. Previously, Mr. Goldberg served as the Executive Vice President of Infonnation
Technology for Eschelon Telecom from October 1996 until July 2007. Prior to that, Mr. Goldberg served as Director of
Information Services at Frontier Corporation, and also as Director of Infonnation Services for Enhanced TeleManagement,
Jnc, Early in bis career, Mr. Goldberg served in a variety of roles at Norstan Communications Systems, Inc. Mr. Goldberg
received his Bachelor of Science in Business degree in Accounting from the University of Minnesota Carlson School of
Management.

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Robert E. Pickens has served as our Chief Marketing Officer since September 2008. Mr. Pickens has over 18 years of
senior level telecommunications experience. Before joining Securus Technologies, Mr. Pickens was Chief Operating Officer
of Esche Ion Telecom. During his eleven year tenure with that organization, he held leadership positions in marketing,
operations, and mergers & acquisitions integration management. Mr. Pickens has a Bachelor of Science in Business degree in
Marketing and Management from the University of Minnesota Carlson School Of Management.
Daniel A. Crawford has served as President of Syscon Justice Systems since July 2007. Prior to this position Mr.
Crawford held the role of Senior Vice President of Corporate Development for us from December 2006 to June 2007. In 2005,
Mr. Crawford held the role of Chairman, CEO and President of Tiburon, Inc. and has held such roles with a number ofleading
companies in the public safety and criminal justice industries. In 1992, Mr. Crawford founded EPIC Solutions, Inc., which was
named an INC 500 fastest growing company. Mr. Crawford has been named Business Leader of the Month by the National
Foundation for Enterprise Development, and One of the Most Influential Technology Leaders by the San Diego Business
Journal. Mr. Crawford began his professional career in the military as a Naval Aviator. After leaving active duty, Mr.
Crawford remained in the Naval Reserves and retired in 1996 with the rank of captain. Mr. Crawford received a Bachelors of
Sciencc degree in Business Administration from California State University, Northridge in 1970 and a Masters in Business
Administration from Chapman University in 1975. Mr. Crawford also holds a law degree from National University School of
Law, and has served on multiple boards of directors.
Joshua E. Conklin has served as our Vice President of Sales since December of2009. Mr. Conklin has the responsibility
for all new and existing facility sales for Securus Technologies, Inc. prior to joining Securus, Mr. Conklin was Senior Vice
President and General Manager of California and Nevada for Integra Telecom Inc. In this role, Mr. Conklin had full
operational responsibility for Integra Telecom of California and Nevada including sales, customer service, network operations,
new customer provisioning, and long haul network operations for the bulk ofIntegra's network in the western United States.
Prior to joining Integra, Mr. Conklin served with Eschelon Telecom Inc. as Senior Director of Network Sales for Colorado,
Minnesota, and Utah. In this capacity, Mr. Conklin was responsible for new acquisition sales in over 40% of Eschelon
Telecom's network footprint. Mr. Conklin also held several other sales roles within Eschelon including Sales Director, Sales
Manager, and Sales Training Manager over his 10-year career with Eschelon. Mr. Conklin holds a Bachelor of Business
Administration degree from West Texas A&M University.

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Danny de Hoyos has served as Vice President of Customer Service since September 2008. Prior to joining Securus
Technologies, Mr. De Hoyos served as Director of Customer Operations for Medica lcx:ated in Minneapolis, Minnesota. From
2001 through the end of2007 Mr. de Hoyos was employed by Eschelon Telecom and served as Vice President of Customer
Service and Service Delivery. Prior to joining Eschelon, Mr. de Hoyos was Director of Support Services for One World Online
in Provo, Utah. Mr. de Hoyos has also held Customer Operations and Call Center Management leadership roles for other
technology companies such as Big Planet and Marketing Ally. Me. de Hoyos has a Bachelor of Science degree from Brigham
Young University.
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Kathryn S. Lengyel has served as Vice President of Human Resources since June 2007. Prior to joining Securus in July,
2007, Ms. Lengyel held the position of Vice President of Human Resources at Excel Telecommunications from October 2005,
where she was an integral part ofthe company's acquisition ofVartec Telecom. Ms. Lengyel acted in a leadership capacity at
Stone Holdings, Inc. where she was the Director of Human Resources from November 1991 until 2005. She has created a
sucl;essful track record of employee initiatives, leadership and organizational change management. Ms. Lengyel has diverse
Human Resources experience in start-ups, growth and M&A situations. Ms. Lengyel holds both a Bachelor of Science degree
in Human Development and a Masters of Education degree in Human Resource Development from Vanderbilt University in
Nashville, Tennessee.
Larry V. Ehlers has served as the Vice President of Applications since January of 2009. Prior to joining Securus
Technologies he was Vice President of OSS & Applications at Eschelon Telecom in Minneapolis, Minnesota from 2005
thrOugh 2008 and served as Vice President of Corporate Systems at Advanced Telcom in Salem, Oregon from 2000 through
2005 prior to its acquisition by Eschelon. He was the Director oflnformation Technology and Operations at Quintessent
Communications and a consultant with Network Designs Corporation in Seattle, Washington. Prior to Network Designs Mr.
Ehlers served in a variety of Infonnation Technology roles within tile manufacturing industry. Mr. Ehlers received his
Bachelor of Science degree from Iowa State University and holds several technical certifications.
Patrick W Bro/sma has served as our Director of Enterprise Program Management Office and Corporate Development
since November of2008. Mr. Brolsma has over 15 years of senior level telecommunications experience. Prior to joining
Securus, Mr. Brolsma spent eight years with Eschelon Telecom where he held leadership positions in Operations, Marketing,
and Mergers & Acquisitions. Before Eschelon Mr. Brolsma held various management positions at US West (Qwest), Sprint
Communications and Unisys. Mr. Brolsma has a B.S. degree in Computer Science and Marketing from Minnesota State
University in Mankato, Minnesota.

•

AnthonyA. Tamer has served as a memberoftbe board of directors since February 2004. Mr. Tamer is a co-founding
Partner ofH.I.G. Capital, LLC and serves as a Managing Partner ofthe firm. Mr. Tamer has been an active investor in a
number of industries throughout H.I.O. 's life. Prior to founding H.I.O. in 1993, Mr. Tamer was a partner at Bain & Company,
one of the world's leading management consulting firms, and, through Bain Capital, one of the most successful private equity
funds in the United States. Mr. Tamer has ex.tensive opemting experience particularly in the communications and
semiconductor industries, having held marketing, engineering and manufacturing positions at Hewlett-Packard and Embarq
(fotmerly Sprint) Corporation. Mr. Tamer holds an M.RA. degree from Harvard Business School, and a Masters degree in
Electrical Engineering from Stanford University. His undergraduate degree is from Rutgers University. He currently serves on
the board of directors of several H.I.G. portfolio companies, none of which are registered filers.
Brian D. Schwartz has served as a member of the board of directors since February 2004 and served as President from
February until September 2004. Mr. Schwartz is a Managing Director ofH.l.O. Capital Management and HIO Ventures.
Since 1994, Mr. Schwartz has led numerous transactions in a diverse set of industries including business services (healthcare
and IT), building products, and manufacturing. Prior to joining H.I.O., Mr. Schwartz was a Business Manager in PepsiCo,
Inc.'s strategic planning group. Mr. Schwartz began his career with the investment banking firm of Dillon, Read and Co.
where he advised clients on transactions encompassing initial public offerings, debt offerings and mergers and acquisitions.
Mr. Schwartz earned his M.B.A. from Harvard Business School and his B.S. with honors from the University of
Pennsylvania. He currently serves on the board of directors of several H.I.G. portfolio companies, none of which are
registered filers.
Doug/as F. Berman bas served as a member ofthe Company's board of directors since February 2004. Mr. Bennan is a
Managing Director at H.I.C. Capital. He has made investments in the manufacturing, telecommunications, and business
services industries. Since Joining H.I.G. in 1996, Mr. Berman has led a number of industry consolidations, purchasing more
than 30 businesses creating several industry-leading companies. Prior to joining H.I.G., Mr. Berman was with Bain &
Company, where he managed a variety of projects for Fortune 100 clients, developing expertise in telecommunications,
financial services, and manufacturing. Mr. Berman earned a Bachelor of Arts degree, with Honors in Economics, from
University of Virginia and his M.B.A. from the Wharton School.

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Lewis J. Schoen wetter has served as a member of the board of directors since February 2004 and served as Vice President,
until January 1, 2005. Mr. Schoenwetter is a Managing Director at H.I.G. Capital. With more than 10 years of experience in
private equity investing, Mr. Schoenwetter has played a significant role in more than 30 acquisitions with an aggregate value
in excess of $2 billion. Prior to joining H.I.G. in April 2003, Mr. Schoenwetter was a director with Levine Leichtman Capital
Partners. He currently serves on the board of directors of several H.I.G. portfolio companies, none of which are registered
filers.

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Sami W. Mnaymneh previously served as a member of the Company's board of directors from February 2004 to August
2007 and was re-appointed to the board of directors in July 2008. Mr. Mnaymneh is a co-founding partner and serves as a
Managing Partner ofH.I.G. Mr. Mnaymneh has been an active investor in a number of industries throughout H.I.G.'s life.
Prior to founding H.I.O. in 1993, Mr. Mnaymneh was a Managing Director at The Blackstone Group, where he specialized in
providing fmancial advisory services to Fortune 100 companies. Mr. Mnaymneh has led over 75 transactions with an
aggregate value in excess of$1O billion. Mr. Mnaymneh earned a B.A. degree from Columbia University and subsequently
received a lD. degree and an MBA degree, with honors, from Harvard Law School and Harvard Business School,
respectively. He currently serves on the board of directors of several H.I.O. portfolio companies, none of which are regislered
filers.

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James Neal Thomas has served as a member of the board of directors since May 9, 2005. Mr. Thomas served on the board
of directors of Haggar Corp. and chaired its audit committee until November 2005. Until 2000, Mr. Thomas was a senior audit
partner ofEmst & Young, LLP, where he began his career in 1968. While at Ernst & Young, Mr. Thomas served mostly
Fortune 500 companies including Wal-Mart Stores, Inc., The Williams Companies, Inc. and Tyson Foods, Inc. Mr. Thomas is
a retired certified public accountant and holds a degree in accounting from the University of Arkansas.
Rob Wolfson has served as a member of the board of directors since April 2008. Mr. Wolfson has served as Managing
Director at H.I.G. Capital, a private equity investment firm that is an affiliate of the Company's majority stockholder, H.I.G. TNetix, Inc., since October 2008. Mr. Wolfson has more than 10 years of investment, financial services, and senior deal
leadership experience across many industries, most notably telecommunications, healthcare and business services. Prior to
joining H.I.G. Capital, he was Vice President of Business Development for IPWireless. a wireless infrastructure start-up
purchased by Nextwave Wireless. Mr. Wolfson began his career in mergers and acquisitions as a consultant with LEK
Consulting, a leading worldwide strategy consulting firm where he worked with Fortune 500 companies, private equity finns
and private equity portfolio companies. Mr. Wolfson earned his M.B.A. from Harvard Business School and his B.S. Cum
Laude with honors from Northwestern University.
Board Committees
Our board of directors directs the management of our business and affairs as provided by Delaware law and conducts its
business through meetings of the full board of directors and a standing meeting with our newly-appointed Audit Oversight
Director, who replaced the Audit Committee and operates in the same capacity. During 2009, the board of directors approved
the Audit Oversight Charter.
James Neal Thomas serves as the Company's Audit Oversight Director. Mr. Thomas qualifies as a financial expert, as
defined by SEC regulations, and is independent, as defined by the National Association of Securities Dealers Rule 4200. The
duties and responsibilities of the Audit Oversight Director include the appointment and tennination of the engagement of our
independent public accountants, otherwise overseeing the independent auditor relationship, reviewing our significant
accounting policies and internal controls and reporting his findings to the full board of directors.

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In addition, from time to time committees may be established under the direction of the board of directors when necessary
to address specific issues.

Compensation Committee Interlocks and Insider Participation
Our board of directors has not established a compensation committee. Consequently, the entire board of directors
participates in the determination of our executive officers' compensation. No compensation meetings were held in 2009.

Indemnification Agreements
We have entered into indemnification agreements with certain of our officers and directors which provide for their
indemnification and the reimbursement and advancement to them of expenses, as applicable, in connection with actual or
threatened proceedings and claims arising out oftheir status as a director or officer.

Code of Ethics
We have adopted a written code of ethics that applies to our principal executive officer, principal financial officer, and
principal accounting officer or controller, or persons performing similar functions. Our code of ethics, which also applies to
our directors and all of our officers and employees, is filed as exhibit 14.1 to this report.

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ITEM 11. EXECUTIVE COMPENSATION
Compensation Committee Report
We, the members of the Board of Directors ofSecurus Technologies, Inc., have reviewed and discussed the Compensation
Discussion and Analysis with our Company's management. Based upon this review and discussion, the Board recommends
that the Compensation Discussion and Analysis be included in this Annual Report on Form lO-K.

BOARD OF DIRECTORS
Richard A. Smith
Anthony A. Tamer
Brian D. Schwartz
Douglas F. Berman
Lewis 1. Schoenwetter
Sami W. Mnaymneh
James Neal Thomas
Rob Wolfson
Compensation Discussion and Analysis

Introduction
We have a simple executive compensation program which is intended to provide appropriate compensation that is strongly
tied to our results. The program has only three major components: salary, annual bonus and a restricted stock purchase plan.
The program provides executives with a significant amount of variable compensation dependent on our performance. For
example, for our chief executive officer, more than half of his potential cash compensation is variable and a significant part of
his total potential compensation is via our restricted stock purchase plan.

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The compensation program's overall objective is to enable us to obtain and retain (he services of highly-skilled
executives. The principles of our executive compensation program are reflected in its two variable compensation components:
annual honus and the restricted stock purchase plan. The program seeks to enhance our profitability and value by aligning
closely the financial interests of our executives with those of our stockholders. This alignment is created by strongly linking
compensation to the achievement of important financial goals. Our ability to reach the financial goals is dependent on strategic
activities. However, at the executive level, we measure success in these strategic activities principally by the effect on our
financial performance. The compensation program considers the cash flow, accounting and tax aspects to support the financial
efficiency of the programs.
The compensation program reflects that we operate with a small team of executives. The executives are each given
significant and extensive responsibilities that encompass both our strategic policy and direct day-to-day activities in sales and
marketing, finance, legal and regulatory, customer service, product development and other similar activities. The
compensation program conditions significant portions of management pay on the achievement of annual (for bonuses) and
long term (for restricted stock) financial performance goals.
The compensation packages for executives are designed to promote teamwork by generally using the same performance
goal for the annual bonus for all executives. The individual initiative and achievement of an executive is reflected in the level
of salary and bonus, which is determined annually by our board of directors. Of course, the primary evaluation of individual
perfonnance is made in the decision to retain the services ofthe executive. If an individual executive is not performing to
expe~tations, the executive is not retained.

Elements ofCompensation
OUf compensation program has only three principal elements: salary, annual bonus and a restricted stock purchase plan.
The remaining compensation paid through employee benefits and perquisites are not significant in amount or as a percentage
of any executive's compensation.

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Salary. We recognize that paying a reasonable cash salary is necessary to enable us to obtain and retain the services of
highly-skilled executives. We believe that a reasonable salary is a component of a well-rounded compensation program.
Annual Bonus. We believe that an annual cash bonus provides a means to measure and, if appropriate, reward elements
of corporate performance that are closely related to the efforts of executives. Under the Summary Compensation Table
following this section, the annual bonus is reported in the column labeled "Non-Equity Incentive Plan Compensation" rather
than in the "Bonus" column. This reporting reflects that the annual cash bonus has pre-established and generally nondiscretionary goals that determine whether any amount will be paid. Under the Summary Compensation Table, the "Bonus"
column is used for discretionary payments without pre-established goals. We refer to our annual cash incentive program as a
bonus program.
Because salaries alone would not be sufficient to reach a reasonable level of potential cash compensation to properly
compensate key executives, we believe it is appropriate and necessary to make bonus payments in cash on an annual basis
when earned. We choose to pay bonuses in cash rather than stock because we anticipate that executives would use this
payment to supplement their salaries. Also, if the annual bonus were paid in stock, the total compensation package might be
overweighted in stock. Consequently, executives might discount the future value of the benefit from the stock, which could put
us at a competitive disadvantage. The annual bonus as a percentage of an executive's total potential cash compensation
generally increases with the level and responsibilities of the executive.

Long-term Incentive- Restricted Stock Purchase Plan. We provide a long-teno incentive compensation program that is
based on our stock through the use of a restricted stock purchase plan. For stockholders, the long-term value of our stock is the
most important aspect of our performance. The price of our stock is the principal factor in stockholder value over time. The
value of a restricted share is tied directly and primarily to the ultimate fair value of our stock. Restricted stock is a means of
aligning financial interests of executives and stockholders.
We believe that stock-based incentives through the restricted stock purchase plan ensure that our top officers have a
continuing stake in our long term success. We maintain the 2004 Restricted Stock Purchase Plan to provide executives with
opportunities to acquire our Class B Common Stock, and our policy is to allow only executive officers and key employees to
participate.

Employee Benefits. Our executives participate in all of the same employee benefit programs as other employees and on
the same basis. These programs are a tax-qualified retirement plan, health and dental insurance, life insurance and disability
insurance. Our only active retirement plan for U.s. employees is a 40 1(k) plan in which executives participate on the same
basis as other employees. Additionally, we make a matching contribution to the 401(k) plan. The amount of the matching
contribution depends on the percentage of their own compensation, up to IRS limits, that each executive chooses to defer in
the 401(k) plan. In 2009, the amount of our matching contributions for the named executive officers ranged from $7,769 to
$8,250 as shown in the "All Other Compensation" column on the Summary Compensation Table following this section.

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Perquisites. We provide perquisites only for our chief executive officer, Mr. Smith, which consists ofa bi-annual
reimbur&e of up to 5\0,000 related to direct medical costs and up to $150 per month for borne and wireless internet cbarges.

Key Factors in Determining Compensation
Performance Measures. The annual bonus has been measured prinCipally on our earnings before interest, income taxes,
depreciation and amortization ("EBITDA"). All of our executives have the same EBITDA target for their annual bonus.
EBITDA is used because we believe that it repre&ents the best measurement of our operating earnings. The annual bonus is
intended to be paid primarily based on actions taken and decisions made during that fiscal year. Interest, income taxes,
depreciation and amortization are excluded because those items can significantly reflect our long-teno decisions on capital
structure and investments rather than annual decisions. We believe it is appropriate to determine bonuses based on our •
EBITDA, which measures our performance as an entity, particularly considering there is no public market for our stock.
Because EBITDA for performance purposes is intended to reflect operating earnings, our board of directors may make
adjustments in the calculation ofEBITDA to reflect extraordinary events.
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Th~ bonus based on EBITDA is measured on an annual basis. The use of annual targets fits with our annual business plan
and aIIows us to measure the executive group's performance against targets which we believe can be set in a reasonable
manner,

Th!e estimated fair value of our stock is used for all long-term incentive purposes through the restricted stock purchase
plan. We often estimate the value of our restricted stock by obtaining a valuation by an accredited firm.
We have not had the need to establish a policy for the adjustment or recovery of awards or payments when the relevant
perfonnance measures are restated or adjusted in a way that would reduce the size of the award or payment. The board of
directors has the discretion to waive or reduce a performance goal but this authority has been used infrequently.

Individual Executive Officers. For compensation setting purposes, each named executive officer is considered
individually, however, the same considerations apply to all executives. In setting salary, the primary factors are the scope of
the officer's duties and responsibilities, the officer's performance of those duties and responsibilities, the officer's tenure with
us, and a general evaluation of the competitive mll!ket conditions for executives with the officer's experience.
Fot the named executive officers and other executives, annual bonus potential is set as a percentage of salary. The
percentage of salary amounts used for this purpose reflects the officer's duties and responsibilities. The same measurement,
EBITDA, is used for all officers and executives to encourage them to focus on the same company goals. In setting the salary
and bonus potential, we look at total potential cash compensation for reasonableness and for internal pay equity.
W~ have not looked specifically at amounts realizable from prior year's compensation in setting compensation for the
current year. We believe that the amount of compensation for each year should be reasonable for that year.

Determining the Amount 0/Each Type o/Compensation

•

Roles in Sening Compensation. Mr. Smith, as Chairman, President and Chief Executive Officer, makes recommendations
to the Board of Directors with respect to compensation of executives (including the named executive officers) other than
himself for each of the Company's compensation elements. The Board of Directors reviews, and in some cases revises, the
salary and bonus potential recommendations for these executives. The Board of Directors makes the determination about all
restricted stock issuances.
The Board of DirectoTS makes an independent determination with respect to the compensation for Mr. Smith as Chairman,
President and Chief Executive Officer. This determination involves all elements of his compensation. Mr. Smith's
employment agreement establishes the minimum salary and bonus potential.

Timing o/Compensalion Decisions. Compensation decisions, including decisions on restricted stock issuances, are
generally made periodically by the Board of Directors, typically in March of each year.
Salary. We intend for the salary levels of our executives to be in the competitive market range but do not engage in a
formal market analysis. Executives are generally considered for salary adjustments annually.
Bonus. Cash bonus opportunities are established annually in accordance with our incentive plan. The amount of annual
bonuses earned or unearned is not a major factor in base salary decisions.
Restricted Stock. The restricted stock purchase plan is designed primarily to provide incentives to those executives who
have the most potential to impact stockholder value. The restricted stock purchase plan gives consideration to reasonable
compensation levels. Generally, the restricted stock is set initially and then periodically reviewed by the Board of Directors.
Other Compensation. Other types of compensation, including employee benefits and perquisites, do not impact other
compensation decisions in any material way. The employee benefits are changed for executives at the same time and in the
same Illanner as for all other employees.

•

Bfllancing Types o/Compensation. As noted above, we do not maintain any supplemental retirement plans for executives
or other programs that reward tenure with us more than our actual performance. Our restricted stock grants are our method of
providing a substantial part of an executive's retirement and wealth creation. In contrast, we expect that most executives will
use their salary and annual cash bonus primarily for current or short-term expenses. Since the restricted stock plan is our
primary contribution to an executive's long-term wealth creation, we determine the size ofthe restricted stock purchase plan
with that consideration in mind. We intend that our executives will share in the creation of value in the Company but will not
have substantial guaranteed benefits upon their termination if value has not been created for our stockholders.

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Other Matters Related to Compensation
Tax and Accounting Considerations. We are covered by Internal Revenue Code section I 62(m) that may limit the
income tax deductibility to us of certain fonns of compensation paid to our named executive officers in excess of $1,000,000
per year. If these limits should become of broader applicability to us, we will consider modifications to our compensation
practices, to the extellt practicable, to provide appropriate deductibility for compensation payments.
We record the grant date fair value of all stock issued to employees as an expense over the related vesting period. We
apply the standards required for share based payments in the accounting for issuances of stock under our 2004 Restricted Stock
Purchase Plan.

Change of Control Triggers. We provide a change in control benefit under the 2004 Restricted Stock Purchase Plan,
which provides for immediate vesting upon a change in control. Additionally, our employment agreements with Mr. Smith and
Mr. Markert and severance agreements with the other named executives, which were effective in January 2010, provide that
they will receive certain compensation if they are terminated without cause. (See "Employment Agreements" for a description
of compensation and benefits provided to named executives upon termination without cause, including a change in
control.) We believe this benefit will help protect stockholders' interests during any negotiations relating to a possible
business combination transaction by encouraging our top executives to remain with us through a business combination
transaction.
No Stock Ownership Guidelines. We have not adopted any stock ownership requirements or guidelines, but each holder.
of our restricted stock is subject to the terms of his or her respective stock purchase agreements, the 2004 Restricted Stock
Purchase Plan and a stockholders' agreement. We have not adopted any policies about hedging the economic risk of our stock.
We believe that no executives have engaged in hedging or similar activities with our stock.

•

Compensillion In/ormation. We have engaged a consultant to conduct a benchmarking study of compensation pricing for
all employees, including the named executives. Salary market data was assimilated from various sources for the
telecommunication and software industries to ensure compensation ranges were in line with external market pricing. The study
was completed in June 2009.
Management of Compensation Risk. Our board of directors has discussed the impact our compensation policies and
practices for all of our employees may have on our management of risk and has concluded that our programs do not encourage
excessive risk taking. The board considered that the policies have been designed and consistently and effectively applied over
a substantial period oftime. There is a balance of fixed and variable compensation with both cash and equity components, and
employees are required to adhere to the Code of Business Conduct and Ethics.
Fiscal 2009 Compensation
For the 2009 fiscal year, the compensation of executives was set and administered consistent with the philosophy and
polices described above. Because we met our performance objectives for 2009, we awarded annual bonuses to our named
executive officers. The salaries and bonuses for the named executive officers are shown on the Summary Compensation Table
following this section.
For the named executive officers during the 2009 fiscal year, the potential bonus as a percentage of base salary ranged
from 50% to III %. The 2009 annual expense for restricted stock is shown in the "Stock Awards" column on the Summary
Compensation Table following this section. There were no restricted stock sales to named executives in 2009.

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The following table sets forth the summary compensation for each of our named executive officers for the years ended
December 31> 2007> 2008 and 2009:
Summary Compensation Table
Name and
Principal
Position

Year

Bonus

All Other
Compensation

p~

Salary

Non-Equity
Incentive Plan
Compensation

Stock
Awards

p~

!4}
Richard A. Smith - Principal
Executive Officer, Chairman,
Chief Executive Officer and
President
William D. Markert - Principal
Financial Officer, Chief
Financial Officer
Dennis J. Reinhold - Vice
President, General Counsel and
Secretary
Daniel A. Crawford President, Syscon Justice
Systems
Robert E. Pickens - Chief
Marketing Officer
(1)
(2)

(3)
(4)
(5)

2009

$

465,231 $

$

2008

$

216,346 $

2009

$

2008

S

2009
2008
2007
2009
2008
2007
2009
2008

$

$
$
$
$

$
$
$

Total

S 939,718

$

464,995

$

9,38:5

$

54(3) $

204,948

$

134,853

$,

556,206

223,269 $

$

19

$

99,975

S

76,437

$

399,700

99,231 S

$

223:269
215.000
203.616
269.462
224,923
\08 1327
223 1269
45 1481

107

10(3) $

$
$
$
11°00
$ \OOIOoo!S~ $
$
$
S
$
$
$
S
$
$
$

1,207

44,064

39,437

$

182,742

$
$
$
$
$
$
$
$

7,769
6 1480
7,750
8,250
6,748
3,388
51,708
6 1783

$
$

128,661
96,940

4 z082Pl $
5,569
$
18
$
12Pl $
$
3
10
$
3
$

$,

99.975
88.128

$

332,220
314,690
316,935
406,391
328,623
HI,7\8
3741962
74,299

991975
22,032

$
$

S
$

$
$

Includes the discretionary matching contributions by the Company for our 401(k) savings plan, reimbursed relocation e){penses and relocation bonuses
of$55,719 to Mr. Marken and $40,000 to Mr. Pickens in 2009, and $100,000 to Mr. Smith and $19,281 10 Mr. Markert in 2008.
Includes bonuses paid in 2010 for attainment ofEBITDA objectives in 2009.
In 2008, Mr. Smith, Mr. Markert, Mr. Reinhold, Mr. Pickens and Mr. Crawford wcroawarded 57,013 shares, 11,415 shares, 10,273 shares, 5,707 shares
and 5,707 shares, respectively.
2009 salaries included 27 bi·weekly pay periods compared tn 26 in 2008.
Bonus paid in July 2007 related to the consummation of the Syscon acquisition in June 2007.
The following table represents outstanding equity awards, or restricted stock grants that were unvested as of December 31,

2009:

Name
Richard A. Smith
William D. Markert
Dennis 1. Reinhold
Daniel A. Crawford
Robert E. Pickens
Totals
(1)
(2)

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Outstanding Equity Awards at December 31, 2009
Equity Incentive
Market or
Plan
Payout
Awards: Number
Number of
Market Value
of
Value of
Shares That
Unearned
or Shares That Unearned Shares
Shares That
Have Not
That Have Not
Have
Have Not
Vested (1)(a)
Vested(2)
Vested(1)(b)
Not Vested(2)

17,835
2,378
2,226
1,237
11287
24,963

178

24
22
12
13
$

249

23,186
6,182
5,652

232
62
57

3,141

31

3,189

32

41,350 =$====4 14
......

All shares were purchased by the executives for $.01 per share. Restricted stock vests (a) ratably over a period or periods, or (b) based upnn either a
change in control of the Company or pcrfonnanee criteria as provided in the related restricted stock purchase agreement.
Assumes a market value ofS.OI per share, which we estimated to be the fair value of the stock as of the last grant date.

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The following table details the Class B restricted stock shares and the fair value of stock-based compensation to our
directors and named executive officers for the year ended December 3), 2009:

Number of
Name
Richard A. Smith
William D. Markert
Dennis 1. Reinhold
Daniel A. Crawford
Robert E. Pickens
James Neal Thomas
Totals

Value Realized

Shares Vested
On Vesting(l)
16,052 $
161
2,854
29
2,401
24
1,334
13
1,231
12

4,183
42
28,055 ;;;,$====2;,;8=1

(J)Thc fairvaluc is representative of the most reeent fair value orS.OI per share limes the
number of shares vested during 2009. None of the directors or named executive officers
received eash or other property as their restricted shares vested. Because of the transfer
restrictions on our Class B Common Stock, the holders nf such shares cannot freely transfer
them.

Employment Agreements

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On June 11, 2008, we entered into an employment agreement with Richard A. Smith to appoint him as our President and
Chief Executive Officer. The employment contract extends through July 1,2012 and provides that Mr. Smith will receive (i) a
minimlUn base salary of $450,000 per year; (ii) the potential to earn an annual bonus of $500,000, which is earned upon
achievement of objectives mutually agreed upon by Mr. Smith and our board of directors each year; (iii) eligibility to receive
restricted stock shares of the Company's Class B common stock; and (IV) other benefits, such as life and health insurance, paid
vacation, and reimbursement of business expenses. Additionally, in 2008 Mr. Smith received a one-time bonus of $ 100,000 in
conjunction with the sale of his primary residence and reimbursement of his moving expenses. Mr. Smith will also receive a
$200,000 bonus payable at the end of the contract term .
Mr. Smith reports directly to the board of directors and must secure the board's written consent before consulting with any
other entity or gaining more than a 5% ownership interest in any enterprise other than ours, Wlless such ownership interest will
not have a material adverse effect upon his ability to perform his duties under this agreement. We may terminate Mr. Smith's
employment for cause, in which case we will pay him any base salary accrued or owing to him through the date of tennination,
less any amounts he owes to us. We may also terminate Mr. Smith's employment without cause or Mr. Smith may tenninate
his own employment due to the occurrence of events constituting constructive discharge. If Mr. Smith is terminated without
cause Or is constructively discharged, including upon a change of control, we will pay Mr. Smith an amount equal to (i) the
lesser <If (I) two times his annual base salary or (2) the amount of remaining base salary that would have been payable to him
from the date of such tennination of employment through the agreement expiry date provided that amount is not less than Mr.
Smith's base annual salary, plus (ii) the benefits which were paid to him in the year prior to the year in which his employment
was terminated, plus (iii) a pro-rated bonus for the year in which Mr. Smith's employment was terminated.
During Mr. Smith's employment and for the two-year period immediately following the expiration or earlier termination
of the employment period, Mr. Smith is prohibited from competing with us anywhere in the United States, including locations
in which we currently operate and plan to expand, and must abide by customary covenants to safeguard our confidential
information.

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In 2008, we entered into an employment agreement with William D. Markert to appoint him as our Chief Financial
Officer. The employment contract extends through July 1,2012 and provides that Mr. Markert will receive (i) a minimum
base salary of$215,000 per year; (ii) the potential to earn an incentive bonus of$107,000, which is earned upon achievement
of objectives determined by our board of directors each year; (iii) eligibility to receive restricted stock shares of the
Company's Class B common stock; and (iv) other benefits, such as life and health insurance, paid vacation, and
reimbursement of business expenses. Additionally, Mr. Markert received a one-time bonus ofS75,000 in conjunction with the
sale of his primary residence and reimbursement of his moving expenses.IfMr. Markert is terminated without cause,
including upon a change in control, he will be entitled to receive up to twelve months of compensation and benefits from the
effective date of his termination.
In January of 20 lOwe entered into severance agreements with other named executives, which provide for continued
payment of their base salaries and heath care benefits for a period of one year from their termination date should they be
terminated without cause, including a change in control.
2004 Restricted Stock Purchase Plan
We have a 2004 Restricted Stock Purchase Plan under which our employees may purchase shares of our Class B common
stock. In August 2008, we authorized an additional 65,000 shares of Class B Common Stock. In September, 2008, we filed a
Third Amended and Restated Certificate ofIncorporation which authorized 165,000 shares of Class B common stock for
issuance. Our board of directors administers the restricted stock purchase plan.
On March 25,2009, we filed a Fourth Amended and Restated Certificate ofIncorporation, which authorized 175,000
shares of Class B Common Stock for issuance. All issued shares of Common Stock are entitled to vote on a one share/one vote
basis. The Restricted Stock Purchase Plan is designed to serve as an incentive to attract and retain qualified and competent
employees. The per share purchase price for each share of restricted stock is determined by our board of directors. Generally,
restricted stock will vest based on performance criteria, ratably over a period or periods, or upon a change of control of the
Company, as provided in the related restricted stock purchase agreements and the plan.

Director Compensation
Except for Messrs. McCarthy and Thomas, our directors receive no compensation for serving on the board; however, they
receive reimbursement of reasonable expenses incurred in attending meetings. In June 2009, Mr. McCarthy resigned from the
Audit Committee and board of directors of the Company. Mr. McCarthy received $48,750 for serving on the board and Audit
Committee in 2009. Mr. Thomas receives $74,000 annually for serving on the board and as the Audit Oversight Director.
Additionally, Mr. Thomas and Mr. McCarthy each purchased 1.335 shares of restricted stock for $10.00 per share and 4,561
shares of restricted stock for $.01 per share in 2006 and 2008. No shares were purchased during 2007 and 2009. OUf outside
director compensation for the year ended December 31, 2009 is as follows:

•

Director Compensation Table(l)
Fees Earned
Total
or Paid
Stock
Name
In Cash
Awards
Compensation
8 $ I
74,008
James Neal Thomas
$
74,000 $
8 $
48,758
$
48,750 $
Jack McCarthy
(1) Our only equity compensation plan is our 2004 restricted stock plan which has lx:cn
approved by shareholders. As of December 31, 2009, there were 175,000 shares authorized
under the plan.

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ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
The following sets forth certain infonnation, as of March 1,2010, with respect to the beneficial ownership of shares of our
common stock by;
•

each person who is known to us to beneficially own more than 5% of the outstanding shares of common stock;

•

each of our directors;

•

each of the principal executive officer, principal financial officer and the three other most highly compensated executive
officers who were serving as executive officers on December 31, 2009; and
all current directors and executive officers as a group.

There is no established public trading market for our common stock. The number of shares of Common Stock beneficially
owned by each person is detennined under rules promulgated by the SEC. Under these rules, a person is deemed to have
"beneficial ownership" of any shares over which that person has voting or investment power, or shares such power, plus any
shares that the person may acquire within 60 days, including through the exercise of stock options. Unless otherwise indicated,
each person in the table has sole voting and investment power over the shares listed. The inclusion in the table of any shares
does not constitute an admission of beneficial ownership of those shares by the named stockholder. For each person, the
''Number of Shares Beneficially Owned" column may include shares of common stock attributable to the person due to that
person's voting or investment power or other relationship.

•

•

Preferred
Name and Address of Beneficial Owner

!ll

5% StockboJders
H.I.G.-TNetix, Inc.(4)
1001 Brickel! Bay Drive, 27th Floor
Miami, Florida 33131
AIF Investment Company(4)
1001 Brickell Bay Drive, 27 th Floor
Miami, Florida 33131
Directors
Richard A. Smith(5)
Anthony A. Tamer(6)
Brian D. Schwartz(6)
Douglas F. Bennan(6)
Lewis 1. Schoenwetter(6)
Sami VV. ~naymneh(6)
James Neal Thomas(5)
Rob VVo1fson (6)
Other Named Executive Officers
William B. ~arkert(5)
Dennis 1. Reinhold(5)
Robert E. Pickens(5)
Daniel A. Crawford(5)
Directors and executive officers as a group
--(15 persons) (7)

Stock !2l

Number of Shares
BeneficiaJlI Owned ill
Class B Percentage
of
Common Common Common
Stock

Stock

Stock !3l

5,081

495

86.93%

1,558

152

26.66%

5,081
5,081
5,081
5,081
5,081

495
495
495
495
495

5,081

495

57,073

4,563

495

'"

86.93%
11,415
10,279
5,707
5,712

5,081

4.88%
86.93%
86.93%
86.93%
86.93%
86.93%

]25,290

...

'"
...
...
97.65%

.

Denotes less than 1%
(1) Unless otherwise indicated, the address of each beneficial owner listed above is c/o Securus Technologies, Inc.,
14651 Dallas Parkway, Suite 600, Dallas, TC1las 75254-881 S

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(2) The Series A Redeemable Convertible Preferred Stock converts into 200 shares of Common Stock, as adjusted
for certain events.
(3) RCllrescnts the aggrega1e ownership of OUT Common Stock and Class B Common Stock on a fully diluted basis.
Cakula1ed b!:Scd on 149,353 shares of Common Stock and Class B Common Stock outstanding as of March I,
2010, giving effect to immediately exercisable options and warrants to purchase an aggregate of 51.011 shares of
Common Stock granted in conncction with our senior subordinated debt financing and conversion of preferred
stock.
(4) Includes an aggregate of 152 shares of Common Stock and 1,558 shares of prefelTcd stock beneficially owned by
AIF Investment Company. AIF Investment Company is wholly-owned by H.1.G.-TNeti)(. Mr. Tamer currently
serves as a director and officC'l' ofH.l.G.-TNclix, Inc.
(S) Represents shares of Class B Common Slock issued in connection with our 2004 Restricted Stock Purchase Plan.
(6) RepTCsents shares beneficially owned by H.I.O.-TNetix, Inc. and AIF Investment Company. H.LO. Capital
Partncrs Ill, L.P. is the controlling stockholder ofH.I.O.-TNetix, Jnc. and H.1.0. - TNeti" is the controlling
stockholder of AIF Investment Company. Mr. TamC'l' is a member ofH.1.0. Advisors III, L.LC., the general
partner ofH.I.O. Capital Partners III, LP., the ultimate parent entity ofH.1.0.-TNctix,lne. and AIF Investment
Company. Messrs. Tamer, Schw;l.rtz, Wolfson, Mnaymneh, Bennan and Sehoenwctter may, by virtue ofthcir
respective relationships with either H.I.O.- TNetix, Inc., AIF Investment Company or H.I.O. Capital, L.L.c., be
deemed to beneficially own the securities held by H.1.0.-TNelix, Inc. and AIF Investment Company, and to share
voting and investment power with respect to such securities. Each of Messrs. Tamer, Schwartz, Wolfson,
Mnaymnch, Berman and Schocnwcttcr disclaim beneficialowncrship of the securities beneficially o'l'>'ncd by
H.I.O.-TNetiK and AIF Investment Co. The address of each of Mcssrs. Tamer, Schwartz, Wolfson,Mnaymneh,
Berman and Schoenwetter is c/o H.I.G. Capital, LLC, 1001 Brickell Bay Drive, 27th Floor, Miami, Florida
33131.
(7) Represents (a) 125,290 shucs beneficially owned by Richard A. Smith, William B. Markert, Dennis J. Reinhold,
Dan A. Cmwford, Steve Viefaus, James Neil Thomas, Kathryn S. Lengyel, Danny de Hoyos, Arlin B. Goldberg,
Robert E. Pickens, Larry Ehlers, Patrick W. Brolsma, Joshua E. Conklin and Byron Cantrall and (b) 495 Common
Stock and 5,081 Preferred Stock beneficially owned by H.I.G.-TNetix, Inc. and AIF Investment Company and
attributable to each of the Messrs. Tamer, Schwartz, Wolfson, Mnaymneh, Berman and Schoenwettcr.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Related Party Transaction Policy
We expect our directors, officers and employees to act and make decisions that are in our best interests and encourage
them to avoid situations which present a conflict between our interests and their own personal interests. Under our code of
ethics, our directors, officers and employees are prohibited from taking any action that may make it difficult for them to
perform their duties, responsibilities and services to us in an objective and fair manner.
The entire board of directors is responsible for reviewing and approving or ratifying all material transactions between us
and our subsidiaries with any related party. To identify related party transactions, each year we require our directors and
officers to complete Director and Officer Questionnaires identifying any transactions with us in which the officer or director or
their immediate family members have an interest. Related parties include any of our directors or executive officers, and their
immediate family members. The types of transactions that must be reviewed and approved include extensions of credit and
other business relationships.
We reviewed related party transactions for a conflict of interest. A conflict of interest occurs when an individual's private
interest interferes, or appears to interfere, in any way with our interests. Our Code of Ethics requires all directors, officers and
employees Who may have a potential or apparent contlict of interest to immediately notify the Audit Oversight Director. Other
than our Code of Ethics, our related party transaction policy is not in writing.
Restricted Stock Purchase Agreements

•

We have a restricted stock purchase agreement with Mr. Smith and other members of our management pursuant to our
2004 Restricted Stock Plan. The maximum number of shares of Class B Common Stock available under the 2004 Restricted
Stock Purchase Plan was 175,000 as of December 31,2009, subject to adjustment. As of December 31,2009, an aggregate of
140,792 shates were issued under the plan to executives, employees and members of our board of directors. Pursuant to the
terms of the plan and the applicable restricted stock purchase agreements, shares of Class B Common Stock are subject to time
and performance vesting based upon the length of service such executive has with us and other vesting criteria including
obtaining a ~pecified sales price in connection with our sale to an independent third party. Shares of Common Stock issuable
pursuant to restricted stock purchase agreements are subject to certain rights of repurchase and certain restrictions on transfer.
Generally, ifan executive's employment is terminated, shares of restricted stock that have not vested prior to or in connection
with a sale of us to an independent third party are forfeited to us without consideration.

Equity Inv~stment by Richard A. Smith
In June of 2008 Mr. Richard A. Smith, Chairman, Chief Executive Officer and President, was issued 57,072.61 shares of
the Company's Class B Common Stock pursuant to a restricted stock purchase agreement. These restricted shares are subject
to forfeiture pursuant to the terms of our 2004 Restricted Stock Purchase Plan and the restrictions described hereafter. With
respect to 2$ .0% of the restricted stock, the restriction period ends upon the sale of our stock by certain of our other
stockholder~. The restriction period for 50.0% of the restricted stock ends upon the lapse oftime each December 31 and
June 30. With respect to the remaining shares, the restriction period ends upon our attainment of certain performance measures
determined by our board of directors and Mr. Smith. Further, upon a change of control, the restriction period will end for all of
Mr. Smith's restricted shares that have not previously vested. The restricted shares are entitled to dividends, if declared, which
will be distributed upon termination of the restriction period with respect to any such restricted shares.
Stockholders' Agreement
We and our stockholders have entered into a stockholders' agreement to assure continuity in our management and
ownership, to limit the manner in which our outstanding shares of capital stock may be transferred, and to provide certain
registration rights. The stockholders' agreement provides for customary transfer restrictions, rights of first refusal for us and
our stockholders, preemptive rights, drag-along and tag-along rights, and registration rights. The stockholders' agreement also
provides that as long as H.I.O.-TNetix, Inc., or its affiliates owns more than 50% of our Common Stock, H.I.O.-TNetix or its
affiliate may designate the majority of our board of directors. We have also agreed to pay an aggregate of $0.1 million
annually on a pro rata basis to those previous Evercom stockholders who invested in our Company contemporaneously with
the closing IJfthe Evercom acquisition.

•

Additionally, we have agreed to indemnify our stockholders (as sellers ofsecurities, not as officers or directors), their
officers and directors, and each person who controls such stockholder for losses which the indemnified person may sustain,
incur or assume as a result of our violation of the Securities Act, the Exchange Act or any state securities law, or any untrue or
alleged untrue statement of material fact contained in any document we file with the SEC.

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H.I.G. Capital, LLC Consulting Agreements
Consulting Services Agreement
We have a consulting services agreement with H.I.G. pursuant to which H.I.G. is paid an annual fee of $750,000 for
management, consulting and financial advisory services.

Professional Services Agreement
We also have a professional services agreement with H.1.G., pursuant to which H.I.G. is paid investment banking fees
equal to 2% of the value of any transaction in which we (i) sell all or substantially all of our assets-or a majority of our stock,
(ii) acquire any other companies, or (iii) secure any debt or equity financing. In connection with the refinancing of our
revolving credit facility (See Note 5), H,I.G. received a professional service fee equal to 2% of the transaction value, or
$0.8 million, in 2008. No professional service fee was paid in 2009.

Management
Certain of our directors are affiliated with H.I.G. Mr. Tamer and Mr. Mnaymneh are managing partners ofH.I.G. and
Mr. Berman, Mr. Schwartz, Mr. Wolfson and Mr. Schoenwetter are managing directors ofH.I.G.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Audit Fees

•

The following table represents the aggregate fees paid or accrued for services rendered by McGladrey & Pullen LLP, our
independent registered public accounting firm, for the year ended December 31, 2009 and by KPMG, our previous
independent registered public accounting firm, for the year ended December 31, 2008 (in thousands) .

2009

2008
Audit fees
Audit-related fees
Tax fees
Total fees

$

725 S

$

29
754 $

477
49
526

Audit fees consist of fees for the audit of our financial statements, the review of the interim financial statements included
in our quarterly reports on Form 10-Q. and other professional services provided in connection with statutory and regulatory
filings or engagements. Fees were paid to KPMG LLP related to the audit of our 2008 financial statements and to McGladrey
& Pullen LLP related to the audit of our 2009 financial statements.

Audit-Related Fees
These are fees for assurance and related services and consisted primarily of audits of employee benefit plans, specific
internal control process reviews and consultations regarding accounting and financial reporting. There were no audit-related
services provided by our principal accountants in 2008.
Tax Fees
Tax fees consist of fees for tax compliance and tax advice services associated with the preparation of original tax returns
and requests for technical advice from taxing authorities. Tax services are provided by an outside firm for our tax
related matters within the United States and by KPMG LLP Canada for tax services related to our foreign jurisdisctions.

Audit Oversight Director's Pre-approval Policy and Procedures

•

The Audit OverSight Director (formerly the Audit Committee) has adopted policies and procedures relating to the
approval of all audit and non-audit services that are to be perfozmed by 0lU' independent auditor. This policy generally
provides that we will not engage our independent auditor to render audit or non-audit services unless the service is specifically
approved in advance by the Audit Oversight Director or the engagement is entered into pursuant to one of the pre-approval
procedures described below.

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From time ttl time, the Audit Oversight Director may pre-approve specified types of services that are eKpected to be
provided to us by our independent auditor during the next 12 months. Any such pre-approval would be detailed as to the
particular service or type of services to be provided and would be generally subject to a maximum dollar amount.
All of our 2009 audit and audit-related services were approved by the Audit Oversight Director pursuant to our Audit
Oversight Charter. No other services were provided by our independent auditor that were not approved by the Audit Oversight
Director pursuant to the de minimis exception to the pre-approval requirement set forth in paragraph (c){7)(i){C) of Rule 2-01
of Regulation S-X.
During fiscal year 2009, the Audit Committee of the board of directors of the Company approved the change in principal
accountants. In April of2009, the Company engaged McGladrey & Pullen, LLP ("McGladrey") as its principal accountant to
audit the Company's financial statements. During the two most recent fiscal years ended December 31, 2008 and the
subsequent interim period in 2009, the Company had not consulted with McGladrey regarding any of the following: (I) the
application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that
might be rendered on the Company's financial statements, and neither a written report nor oral advice was provided to the
Company that McGladrey concluded was an important factor considered by the Company in reaching a decision as to the
accounting, auditing or financial reporting issue, or (2) any maUer tbat was either the subject ofa disagreement (as defined in
paragraph 304(a)(1)(iv) and the related instructions to Item 304 of Regulation S-K) or a reportable event (as defined in Item
304(a)(1)(v) of Regulation S-K).
During the two most recent fiscal years ended December 31, 2008 and the subsequent interim period in 2009, there were
no disagreements between KPMG and the Company on any matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure which, if not resolved to the satisfaction of KPMG, would have caused it to make a
reference to the subject matter of any such disagreement with its report. No reportable events, as defined in Item 304(a)(1)(v)
of Regulation S~K, occurred within the Company's two most recent fiscal years ended December 31,2008 and the subsequent
interim period in 2009.

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PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Index to Consolidated Financial Statements

Financial Statements: The following financial statements and schedules ofSecurus Technologies, Inc. are included in this
I. report:
Consolidated Balance Sheets - As of December 31, 2008 and December 31, 2009.
Consolidated Statements of Operations -For the Years Ended December 31, 2007, 2008 and 2009.
Consolidated Statements of Stockholders' Deficit -For the Years Ended December 31,2007,2008 and 2009.
Consolidated Statements of Cash Flows - For the Years Ended December 31,2007,2008 and 2009.
Notes to Consolidated Financial Statements

2. Finan(:iai Statement Schedules; None.

3. Exhibits: The exhibits which are filed with this report or which are incorporated herein by reference are set forth in the
Exhibit Index on page 86 which is incorporated herein by reference.

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Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized, on March 15,2010.
SECURUS TECHNOLOGIES, INC.
By: ______~/~s/~ru~C~H~A~RD~A~.~S~M~IT~H~------Richard A. Smith,
Chairman of the Board. Chief Executive Officer
and President
(Principal Executive Officer)

Pursuant to the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities below on the dates indicated.
Capacity

Signature

lsi RICHARD A. SMITH

Date

Chairman, Chief Executive Officer, President, and
Director (principal Executive Officer)

March 15,2010

Director

March 15, 2010

Director

March 15, 2010

Director

March 15,2010

Director

March 15,2010

Director

March 15,2010

Director

March 15,2010

Director

March 15,2010

Chief Financial Officer
(principal Financial Officer)

March 15,2010

Vice President, Corporate Controller
(Principal Accounting Officer)

March 15,2010

Richard A. Smith

lsI ANTHONY A. TAMER

•

Anthony A. Tamer

lsi BruAN D. SCHWARTZ
Brian D. Schwartz

lsI DOUGLAS F. BERMAN
Douglas F. Berman

lsi LEWIS 1. SCHOENWETTER
Lewis J. Schoenwetter

lsi SAMI W. MNAYMNEH
Sami W. Mnayrnneh

Is! ROB WOLFSON
Rob Wolfson

lsi JAMES NEAL THOMAS
James Neal Thomas

lsi WILLIAM D. MARKERT
William D. Markert

lsi MARY F. CLEAR
Mary F. Clear

•

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Exhibit Index
2.1

Stock Purchase Agreement, dated April 11,2007, by and among Securus Technologies, Inc., Appaloosa Acquisition
Company, 0787223 B.C. Ltd, and 0787223 B.C. Ltd's sole stockholder, incorporated by reference from Form 8-K
filed April 16, 2007.

2.1.1

Settlement Agreement, dated November 12,2008, by and among Securus Technologies, Inc., Syscon Justice
Systems Canada, Ltd., 0787223 B.c. Ltd., and 0787223 B.C. Ltd's sole stockholder incorporated by reference from
Form IO-Q filed November 14,2008.

2.1.2

Consulting Agreement, dated November 12,2008, by and among Securus Technologies, Inc., Syscon Justice
Systems Canada, Ltd., 0787223 B.C. Ltd., and 0787223 B.C. Ltd's sole stockholder incorporated by reference from
Form IO-Q filed November 14,2008.

3.1

Fourth Amended and Restated Certificate ofIncorporation of Securus Technologies, Inc., incorporated by reference
from Form IO-K filed March 31, 2009.

3.2

•

Amended and Restated Bylaws ofSecurus Technologies,lnc., incorporated by reference from Form S-4 filed May
16,200S.

3.3

Certificate ofIncorporation ofT-Netix, Inc., filed on September 7, 2001, as amended, incorporated by reference
from Form S-4 filed May 16,2005.

3.4

Bylaws ofT-Netix, Inc, incorporated by reference from Form S-4 filed May 16,2005.

3.5

Articles ofIncorporation of Telequip Labs, Inc., filed on November 9,1987, as amended, incorporated by reference
from Form S-4 filed May 16,2005.

3.6

Amended and Restated Bylaws of Telequip Labs, Inc., incorporated by reference from Form S-4 filed May 16,2005.

3.7

Articles oflncorporation ofT-NETIX Telecommunications Services, Inc., filed on February 11, 1988, as amended,
incorporated by reference from Form S-4 filed May 16,2005.

3.8

Bylaws ofT-NETIX Telecommunications Services, Inc., incorporated by reference from Form S-4 filed May 16,
2005.

3.9

Certificate ofIncorporation of Evercom Holdings, Inc., filed on November 25,2002, as amended, incorporated by
reference from Form 8-4 filed May 16,2005.

3.10

Bylaws of Evercom Holdings, Inc., incorporated by reference from Form S-4 filed May 16,2005.

3.11

Amended and Restated Certificate of Incorporation of Evercom, Inc., filed on February 19, 2003, incorporated by
reference from Form S-4 filed May 16,2005.

3.12

Bylaws of Evercom, Inc., incorporated by reference from Form S-4 filed May 16,2005.

3.13

Certificate oflncorporation of Evercom Systems, Inc., filed on August 22, 1997, as amended, incorporated by
reference from Form S-4 filed May 16,2005.

3.14

Bylaws of Evercom Systems, Inc., incorporated by reference from Form S-4 filed May 16, 2005.

3.15

Certificate of Incorporation of Syscon Justice Systems Canada Ltd., incorporated by reference from Form S-4 filed
August 1,2007.

3.16

Articles of Syscon Justice Systems Canada Ltd., incorporated by reference from Form 8-4 filed August 1,2007.

3.17

Articles oflncorporation of Syscon Justice Systems, Inc., incorporated by reference from Form S-4 filed August I,
2007.

3.18

Bylaws of Syscon Justice Systems, Inc., incorporated by reference from Form S-4 filed August 1,2007.

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Operating Agreement of Modeling Solutions LLC incorporated by reference from Form S-4 filed August 1, 2007.

3.21

Articles of Organization of Modeling Solutions, LLC incorporated by reference from Form S-4 filed August 1,2007

3.22

Operating Agreement of Modeling Solutions, LLC incorporated by reference from Form S-4 filed August 1,2007.
Form of 11 % Second-priority Senior Secured Notes due 2011, incorporated by reference from Form S-4 filed
May 16, 2005.
Indenture, dated as of September 9,2004, by and among Securus Technologies, Inc., T-Netix, Inc., T-NETIX
Telecommunications Services, Inc., T-Netix Monitoring Corporation, SpeakEZ, Inc., Telequip Labs, Inc., Evercom
Holdings, Inc., Evercom, Inc., EverConnect, Inc., Evercom Systems, Inc., and The Bank of New York Trust
Company, N.A., incorporated by reference from Form 8-4 filed May 16,2005.

4.2.1

Supplemental1ndenture, dated June 27,2007, by and among Appaloosa Acquisition Company Ltd., T-NETIX, Inc.,
T-NETIX Telecommunications Services, Inc., Te1equip Labs, Inc., Evercom Holdings, Inc., Evercom,lnc., and
Evercom Systems, Inc., as guarantors, and The Bank of New York, as trustee, incorporated by reference from Form
8-K filed July 2,2007.

4.2.2

Supplemental Indenture, dated June 29,2007, by and among Appaloosa Acquisition Company Ltd., Syscon Justice
Systems Canada Ltd., Syscon Holdings Ltd., Syscon Justice Systems, Inc., Modeling Solutions, LLC, Modeling
Solutions LLC, and The Bank of New York, as trustee, incorporated by reference from Form S-4 filed August I,
2007.

4.3

Amended and Restated Security Agreement, dated June 29,2007, by and among Appaloosa Acquisition Company
Ltd., Modeling Solutions, LLC, Modeling Solutions LLC, Syscon Justice Systems International Pty Limited, Syscon
Justice Systems International Limited, Syscon Justice Systems Canada Ltd., and Syscon Justice Systems, Inc., as
guarantors, and The Bank of New York Trust Company, N.A., incorporated by reference from Form S-4 filed
August 1,2007.

4.3.1

Supplement to Amended and Restated Security Agreement, dated June 29,2007, incorporated by reference from
Form S-4 filed August 1,2007.

4.4

Amended and Restated Patent Security Agreement, dated June 29, 2007, by and among Securus Technologies, Inc.,
T-Netix, Inc., T-NETIX Telecommunications Services, Inc., Telequip Labs, Inc., Evercom Holdings, Inc., Evercom,
Inc., Evercom Systems, Inc., Modeling Solutions, LLC, Modeling Solutions LLC, Syscon Justice Systems, Inc., and
The Bank of New York Trust Company, N.A., incorporated by reference from Form S-4 filed August 1,2007.

4.5

Amended and Restated Copyright Security Agreement, dated June 29, 2007, by and among Securus Technologies,
Inc., T-Netix, Inc., T-NETIX Telecommunications Services, Inc., Telequip Labs, Inc., Evercom Holdings, Inc.,
Evercom, Inc., Even;om Systems, Inc., Modeling Solutions, LLC, Modeling Solutions LLC, Syscon Justice
Systems, Inc., and The Bank of New York Trust Company, N.A., incorporated by reference from Form S-4 filed
August I, 2007.

4.6

Amended and Restated Trademark Security Agreement, dated June 29, 2007, by and among Securus Technologies,
Inc., T-Netix, Inc., T-NETIX Telecommunications Services, Inc., Telequip Labs, Inc., Evercom Holdings, Inc.,
Evercom, Inc., Even::om Systems, Inc., Modeling Solutions, LLC, Modeling Solutions LLC, Syscon Justice
Systems, Inc., and The Bank of New York Trust Company, N.A., incorporated by reference from Form S-4 filed
August I, 2007.

4.7

Amended and Restated Pledge Agreement, dated June 29, 2007, by and among Appaloosa Acquisition Company
Ltd., Syscon Justice Systems, Inc., and T-Netix, Inc., Evercom Holdings, Inc., Evercom, Inc., incorporated by
reference from Fonn S-4 filed August 1, 2007.

4.7.1

•

3.20

4.2

•

Articles of Organization of Modeling Solutions LLC incorporated by reference from Form S-4 filed August 1, 2007.

4.1

•

3.19

Supplement No. I to Amended and Restated Pledge Agreement, dated June 29, 2007, incorporated by reference
from Form S-4 filed August 1,2007.

4.8

Credit Agreement, dated September 30,2008, among Securus Technologies, Inc., as Parent and as a Borrower,
certain subsidiaries of Parent party thereto, as Borrowers, the lenders from time to time parties thereto, and Wells
Fargo Foothill, LLC, as the Arranger, Administrative Agent and lender, incorporated by reference from Form 8-K

file:IIZ:\RFP Technician Files\Financials\2009 Financials\2009 fonnlO-khtm

3/29/2010

fonn 1O-k.htm

Page 110 of 112

filed October 7, 2008.
4.9

General Continuing Guaranty;dated September 30,2008, by and between Wells Fargo Foothill, LLC and Syscon
Justice Systems Canada Ltd., incorporated by reference from Fonn 8-K filed October 7, 2008.

4.10

Security Agreement, dated September 30, 2008, among Wells Fargo Foothill, LLC, Securus Technologies, Inc., TNetix, Inc., Telequip Labs, Inc., T-Netix Telecommunications Services, Inc., Evercom Holding, Inc., Evercom. Inc.,
Evercom Systems, Inc., Modeling Solutions LLC, Modeling Solutions, LLC, and Syscon Justice Systems, Inc.,
incorporated by reference from Fonn 8-K filed October 7, 2008.

4.11

Security Agreement, dated as of September 30,2008, between Wells Fargo Foothill, LLC and Syscon Justice
Systems Canada Ltd., incorporated by reference from Form 8-K filed October 7, 2008.

4.12

Trademark Security Agreement, dated September 30, 2008, among Wells Fargo Foothill, LLC, Securus
Technologies, Inc., T-Netix, Inc., Telequip Labs, Inc., T-Netix Telecommunications Services, Inc., Evercom
Holding, Inc., Evercom, Inc., Evercom Systems, Inc., Modeling Solutions LLC, Modeling Solutions, LLC and
Syscon Justice Systems, Inc., incorporated by reference from Fonn 8-K filed October 7, 2008.

4.13

Copyright Security Agreement, dated September 30,2008, among Wells Fargo Foothill, LLC, Securus
Technologies, Inc., T-Netix, Inc., Telequip Labs, Inc., T-Netix Telecommunications Services, Inc., Evercom
Holding, Inc., Evercom, Inc .• Evercom Systems. Inc., Modeling Solutions LLC, Modeling Solutions, LLC and
Syscon Justice Systems, Inc., incorporated by reference from Fonn 8-K filed October 7, 2008.

4.14

Patent Security Agreement, dated September 30,2008, among Wells Fargo Foothill, LLC, Securus Technologies,
Inc., T-Netix, Inc., TeJequip Labs, Inc., I-Netix Telecommunications Services, Inc., Evercom Holding, Inc.,
Evercom, Inc., Evercom Systems, Inc., Modeling Solutions LLC, Modeling Solutions, LLC and Syscon Justice
Systems, Inc., incorporated by reference from Form 8-K filed October 7,2008.

4.15

Trademark Security Agreement, dated as of September 30,2008, between Wells Fargo Foothill, LLC and Syscon
Justice Systems Canada Ltd., incorporated by reference from Fonn 8-K filed October 7, 2008.

4.16

Copyright Security Agreement, dated as of September 30, 2008, between Wells Fargo Foothill, LLC and Syscon
Jllstice Systems Canada Ltd., incorporated by reference from Form 8-K filed October 7, 2008.

4.17

Patent Agreement, dated as of September 30, 2008, between Wells Fargo Foothill, LLC and Syscon Justice Systems
Canada Ltd., incorporated by reference from Form 8-K filed October 7,2008.

4.18

Subordination and Intercreditor Agreement, dated as of September 9,2004, by and among Laminar Direct Capital,
L.P., Securus Technologies, Inc., T-Netix, Inc., T-NETIX Telecommunications Services, Inc., T-Netix Monitoring
Corporation, SpeakEZ, Inc., Telequip Labs, Inc., Evercom Holdings, Inc., Evercom, Inc., EverConnect, Inc.,
Evercom Systems, Inc., and The Bank of New York Trust Company, N.A., incorporated by reference from Form S-4
filed May 16,2005.

4.18.1

First Amendment to Subordination and Intercreditor Agreement, dated as of June 29, 2007, by and among Laminar
Direct Capital, L.P., Securus Technologies, Inc., T-Netix, Inc., T-NETIX Telecommunications Services, Inc.,
Telequip Labs, Inc., Evercom Holdings, Inc., Evercom, Inc., Evercom Systems, Inc., Syscon Justice Systems, Inc.,
Modeling Solutions, LLC, Modeling Solutions LLC, and The Bank of New York Trust Company, N.A.,
incorporated by reference from Form S-4 filed August 1, 2007.

4.19

Amended and Restated Intercreditor Agreement, dated as of September 30,2008, by and among Wells Fargo
Foothill, LLC, as Intercreditor Agent, The Bank of New York Mellon Trust Company, N.A., as Trustee, Securus
Technologies, lnc., and certain subsidiaries ofSecurus Technologies, Inc. incorporated by reference from Form 10Q filed November 14, 2008.

4.20

Note Purchase Agreement, dated as of September 9, 2004, by and among Securus Technologies, Inc., T-Netix, Inc.,
Tclequip Labs, Inc., T-Netix Telecommunications Services, Inc., SpeakEZ, Inc., T-Netix Monitoring Corporation,
Evercom Holding, Inc., Evercom, Inc., Evercom Systems, Inc., FortuneLinX, Inc., and Everconnect, Inc. and
Uminar Direct Capital L.P., incorporated by reference from Form IO-KiA filed September 13,2006.

4.20.1

June 2007 Amendment to Note Purchase Agreement, dated June 29, 2007, by and among Securus Technologies,
Inc., T-Netix, Inc., Telequip Labs, Inc., T-Netix Telecommunications Services, Inc., Evercom Holding, Inc.,
Evercom, Inc., Evercom Systems, Inc., Appaloosa Acquisition Company Ltd., Modeling Solutions, LLC, Modeling

•

file:IIZ:\RFP Technician Files\Financials\2009 Financials\2009 fonnlO-k.hbn

3/29/2010

•

•

form 1O-k.htm

•

Page 111 of 112

Solutions LLC, Syscon Justice Systems International Pty Limited, Syscon Justice Systems International Limited,
Syscon Justice Systems Canada Ltd., Syscon Justice Systems, Inc., and Laminar Direct Capital L.P., incorporated by
reference from Fonn 8-K filed July 2, 2007.

4.21

Form of II % Second-priority Senior Secured Notes due 20 11, incorporated by reference from Form S-4 filed
August 1,2007.

4.22

Security Agreement, dated June 29, 2007, by and among Appaloosa Acquisition Company Ltd., Syscon Justice
Systems Canada Ltd., Syscon Holdings Ltd., and The Bank of New York, as trustee, incorporated by reference from
Form S-4 filed August 1,2007.

. 4.23

4.24

Trademark Security Agreement, dated June 29, 2007, by and among Appaloosa Acquisition Company Ltd., Syscon
Justice Systems Canada Ltd., Syscon Holdings Ltd., a British Columbia corporation and The Bank of New York, as
trustee, incorporated by reference from Form S-4 filed August 1,2007.

4.25

Copyright Security Agreement, dated June 29, 2007, by and among Appaloosa Acquisition Company Ltd., Syscon
Justice Systems Canada Ltd., Syscon Holdings Ltd., and The Bank of New York, as trustee, incorporated by
reference from Form S-4 filed August 1,2007.

10.1

Stockholders Agreement, dated September 9,2004, by and ~mong Securus Technologies, Inc., H.I.G.-TNetix, Inc.,
T-Netix, Inc., American Capital Strategies, Ltd., Laminar Direct Capital, L.P., and each of the other investors then or
thereafter set forth on the signature pages thereto, incorporated by reference from Form 8-4 filed May 16,2005.

10.2

•

Pledge Agreement, dated June 29, 2007, by and among Appaloosa Acquisition Company Ltd., Syscon Justice
Systems Canada Ltd., and Syscon Holdings Ltd., and The Bank of New York, as trustee, incorporated by reference
from Form S-4 filed August 1,2007.

Amended and Restated Consulting Services Agreement, dated as of September 9,2004, among T-Netix, Inc.,
Evercom Systems, Inc. and HJ.G. Capital, LLC, incorporated by reference from Form S-4 filed May 16,2005.

10.2.1

First Amendment to Amended and Restated Consulting Services Agreement, dated as of September 30, 2008,
among T-Netix, Inc., Evercom Systems, Inc. and H.I.G. Capital, LLC, incorporated by reference from Form 8-K
filed October 7,2008.

10.3

Amended and Restated Professional Services Agreement, dated as of September 9, 2004, by and between T -Net ix,
• Inc., Evercom Systems, Inc., and H.I.G. Capital, LLC, incorporated by reference from Form S-4 filed May 16,2005.

10.3.1

lOA

Office Lease Agreement, dated as of November 8,2004, by and between T-Netix, Inc. and tbe Prudential Insurance
Company of America, incorporated by reference from Form lO-Q filed August 15,2005.

lOA. 1

First Amendment to the Office Lease Agreement, dated as of November 19, 2004, by and between T-Netix, Inc. and
the Prudential Insurance Company of America, incorporated by reference from Form lO-Q filed August 15, 2005.

10.5

2004 Restricted Stock Purchase Plan, incorporated by reference from Form 10-Q filed November 14, 2006.

10.6

Fourth Amendment to 2004 Restricted Stock Purchase Plan and Stockholder Consent, increasing authorized shares
under the plan, incorporated by reference from Form lO-K filed March 31,2009.

10.7

Employment Agreement, dated June 11,2008, by and between Securus Technologies, Inc. and Richard A. Smith,
incorporated by reference from Form 8-K filed June 13,2008.

10.8

•

First Amendment to Amended and Restated Professional Services Agreement, dated as of September 30,2008,
among T-Netix, Inc., Evercom Systems, Inc. and H.I.G. Capital, LLC, incorporated by reference from Form 8-K
filed October 7, 2008.

Restricted Stock Purchase Agreement, dated June 23, 2008, by and between Securus Technologies, Inc and Richard
A. Smith, incorporated by reference from Form 8-K filed June 13,2008.

10.9

Employment Agreement, dated June 20, 2008, by and between Securus Technologies, Inc. and William D. Markert,
incorporated by reference from Form 8-K filed June 24, 2008.

10.10

Restricted Stock Purchase Agreement, dated June 30, 2008, by and between Securns Technologies, Inc and William

file:IIZ:\RFP Technician Files\Financials\2009 Financials\2009 forml0-k.htm

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fonn! O-k.htm

Page 112 of 112

•

D. Markert, incorporated by reference from Form 8-K filed June 24, 2008.
Securus Code of Ethics
21.1 *

Schedule of Subsidiaries of Securus Technologies, Inc.

23.1 *

Consent ofKPMG LLP

23.2'"

Consent of McGladrey & Pullen LLP

31.1 *

Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley of2002.

31.2*

Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley of 2002.

32.1 *

Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley of 2002.

32.2*

Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley of 2002.

*

Filed herewith.

•

•
file:/IZ:\RFP Technician Files\Financials\2009 Financials\2009 formlO-k.htm

3/29/2010

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STATE OF MISSOURI
OFFICE OF ADMJNISTRATION
DMSION OF PURCHASING AND MATERIALS MANAGEMENT (DPMM)
REQUEST FOR BEST AND FINAL OFFER (BAFO)
FOR REQUEST FOR PROPOSAL (RFP)

REQ NO.: NR 30031501000001
BUYER; Brent Dixon
PHONE NO.: (573) 751-4903
E-MAIL: brent.dixon@oa.mo.gov

BAFO REQUEST NO.: B1Zl1019
RFP NO.: B1Zl1019
TITLE: OFFENDER TELEPHONE SYSTEM
ISSUE DATE: 04/01/11

BAFO RESPONSE SHOULD BE RETURNED BY: 04/08/11 AT 5:00 PM CENTRAL TIME
MAILING INSTRUCTIONS:

Print or type RFP Number and Return Due Date on the lower left hand comer of the
envelope or package. Sealed BAFOs should be in DPMM office (30 I W High Street,
Room 630) by the return date and time.
(Courier Service)
DPMM
301 WEST HIGH STREET, RM 630
JEFFERSON CITY MO 65101-1517

(U.S. Mail)
RETURN BAFO RESPONSE TO: DPMM
or
PO BOX 809
JEFFERSON CITY MO 65102-0809
CONTRACT PERIOD: DATE OF AWARD TlIROUGH FIVE YEARS

DELIVER SUPPLIES/SERVICES FOB (Free On Board) DESTINATION TO THE FOLLOWING ADDRESS:
VARIOUS CORRECTIONAL INSTITUTIONS
THROUGHOUT THE STATE OF MISSOURI
OFFICE OF ADMINISTRATION, INFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding, agreement and certification of compliance to provide the items and/or services, at the prices
quoted, in accordance with all terms and conditions, requirements, and specifications of the original RFP as modified by any previously
issued RFP amendments and by this and any previously issued BAFO requests. The offeror agrees that the language ofthe original RFP as
modified by any previously issued RFP amendments and by this and any previously issued BAFO requests shall govern in the event of a
conflict with hislher proposaL The offeror further agrees that upon receipt of an authorized purchase order from the Division of Purchasing
and Materials Management or when a Notice of Award is signed and issued by an authorized official of the State of Missouri, a binding
contract shall exist between the offeror and the State of Missourl.

SIGNATURE REQUIRED
DOING BUSINI:SS AS (DBA) NAME

LEGAL NAME OF ENTITYlINDlVIDUAL FILED WITH IRS FOR THIS TAX ID NO.

MAILlNG ADDRESS

IRS FORM 10!l!/ MAILING ADDRESS

CITY, STAn., ZIP CODE

CJrY, STATE, ZIP CODt;

CONTACT PERSON

EMAIL AnDRUS

PHONE NUMBER

FAX NUMBI!.R

I

T,ucpAYER lD NUMBER (TIN)

f

T,ucpAYERID (TIN) TYPE (CHECl<ONE)

_FEIN

VENDOIt NUMBt;R (IF KNoWl'i)

_SSN

VENDOR TAX VILING TYPE WITH IRS (CHECK ONE)

_

COfJiOration

-

Individual

-

Stale/Local GovemmCllI

_

Partllership

AUTHORIZED SIGNATlIRI:

DATE

1'RINTED NAME

11TLE

_

Sole Proprietor

_IRS fair-Exempt

B2Z11019

BAFONo.OOI

TITLE: OFFENDER TELEPHONE SYSTEM
CONTRACT PERIOD: DATE OF AWARD THROUGH FNE YEARS

Prospective offerors are hereby notified of the following revisions to the RFP:

I.
2.
3.
4.
5.
6.
7.
8.
9.

REVISED paragraph 2.11.] b
REVISED paragraph 2.11.1 j
REVISED paragraph 2.11.4
REVISED paragraph 2.11.8
ADDED paragraph 3.20.2 a
REVISED Exhibit A, Section A.l
REVISED Exhibit A, Section A.3
REVISED Exhibit A, Section A.S
ADDED Exhibit C, Section C.] 7

Page 2

STATE OF MISSOURI
OFFICE OF ADMINISTRATION
DIVISION OF PURCHASING AND MATERIALS MANAGEMENT (DPMM)
REQUEST FOR PROPOSAL (RFP)

"~ ~~:Jl~:'.>"

REQ NO.: NR 300 31501000001
BUYER: Brent Dixon
PHONE NO.: (573) 751-4903
E-MAIL: brent.dixon@oa.mo.gov

AMENDMENT NO.: 004

RFP NO.: BlZl1019
TITLE: OFFENDER TELEPHONE SYSTEM
ISSUE DATE: 03/01/11

RETURN PROPOSAL NO LATER THAN: 03/09/11 AT 2:00 PM CENTRAL TIME
MAD..ING INSTRUCTIONS:

Print or type RFP Number and Return Due Date on the lower left hand corner of the
envelol'e or package. Delivered sealed proposals must be in DPMM office (301 W High
Street, Room 630)"by the return date and time.

RETURN PROPOSAL AND AMENDMENT(S) TO:
(U.S. Mail)
DPMM
PO BOX 809
JEFFERSON CITY MO 65102-0809

(Courier Serviee)
DPMM
301 wEST mGH STREET, ROOM 630
JEFFERSON CITY MO 65101-1517

or

CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS
DELIVER Sl}PPLIESISERVICES FOB (Free On Board) DESTINATION TO THE FOLLOWING ADDRESS:
V AmOUS CORRECTIONAL INSTITUTIONS
THROUGHOUT THE STATE OF MISSOURI
OFFICE OF ADMlNJSTRATION, 1NFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding, agreement and certification of compliance to provide the items andlor services, at the prices
quoted, in accordance with all term~ and conditions, requirements, and specifications of the original RFP as modified by this and any
previously issued RFP amendments. The offeror should, as a matter of clarity and assurance, also sign and return all previously issued RFP
amendment(s) and the original RFP document. The offeror agrees that the language of the original RFP as modified by this and any
previously issued RFP amendments shall govern in the event of a conflict with his/her proposal. The offeror further agrees that upon
receipt of an authorized purchase order from the Division of Purchasing and Materials Management or when a Notice of Award is signed
and issued by an authorized official oftbe Stale of Missouri, a binding contract shall exisl between the offeror and the State of Missouri.

SIGNATIJRE REQUIRED
DOING BUSINESS AS (DBA) NAME

LEGAL NAME OF ENTITYIINDIVlDIMI. FILED WlJll 00 lOR THIS TAX m NO.

MAILING ADDRESS

IRS FORM 10" MA1LING ADDRESS

Cfn',STATE, ZIP CODE

Cfn', STATE, ZIP COPt;

CONTACT PERSON

EMAIL ADDRESS

PHONE NUMBf:R

FAXNUMIIER

I

I

TAXPA YEa m (TIN) TYPE (CIIIlCK ONE)

TAXPAYER m NlIlIDIER (TIN)

_FEIN

VENDOR NUMIIt;R (IF KNOWN)

_SSN

VENDOR TAX FILING TYPE wrm IRS (CHECK ONE)

_

Corporation

_Individual

AUTHORIZED SIGNATVRE

PIIlNTED 1'1.00;

_

StatefLocal Government

_

Partnership
DATE

_

Sole Proprietor

_IRS Tax-Exempt

B2Z11019

Amendment No. 004

TITLE: OFFENDER TELEPHONE SYSTEM
CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS

Prospective offerors are hereby notified ofthe following revisions to the RFP:
1.
2.
3.
4.
S.

REVISED paragraph 2.1.13
ADDED paragraph 4:3.9
REVISED Exhibit A, Section A.4
ADDED Exhibit A, Section A.S
ADDED Exhibit C, Section C.I 6.

Page 2

STATE OF MISSOURI
OFFICE OF ADMINISTRATION
DIVISION OF PURCHASING AND MATERIALS MANAGEMENT (DPMM)
REQUEST FOR PROPOSAL (RFP)

REQ NO.: NR 300 31501000001
BUYER: Brent DixoD
PHONE NO.: (573) 751~903
E-MAIL: brent.dixon@oa.mo.gov

AMENDMENT NO.: 003
RFP NO.: B1Zl1019
TITLE: OFFENDER TELEPHONE SYSTEM
ISSUE DATE: 02113/11

RETURN PROPOSAL NO LATER THAN: 03/09/11 AT 2:00 PM CENTRAL TIME
MAlLING INSTRUCTIONS:

Print or type RFP Number and Return Due Date on the lower left hand corner of the
envelope or package. Delivered sealed proposals must be in DPMM office (301 W High
Street, Room 630) by the return date and time.

RETURN PROPOSAL AND AMENDMENT(S) TO:
(U.S. Mail)
DPMM
PO BOX 809
JEFFERSON CITY MO 65102-0809

(Courier Service)
DPMM
301 WEST.mGH STREET, ROOM 630
JEFFERSON CITY MO 65101·1517

or

CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS
DELIVER SUPPLIESISERVICES FOB (Free On Board) DESTINATION TO THE FOLLoWING ADDRESS:
VARIOUS CORRECTIONAL INSTITUTIONS
THROUGHOUT THE STATE OF MISSOURI
OFFICE OF ADMINISTRAnON, INFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding, agreement and certification of compliance to provide the items and/or services, at the prices
quoted, in accordance with all terms and conditions, requirements, and specifications of the original RFP as modified by this and any
previously issued RFP amendments. The offeror should, as a matter of clarity and assurance, also sign and return all previously issued RFP
amendment(s) and the original RFP document. The offeror agrees that the language of the original RFP as modified by this and any
previously issued RFP amendments shall govern in the event of a conflict with his/her proposal. The offeror further agrees that upon
receipt of an authorized purchase order from the Division of Purchasing and Materials Management or when a Notice of Award is signed
and issued by an authorized official of the State of Missouri, a binding contract shall exist between the offeror and the State of Missouri.

SIGNATURE REQUIRED
DOING BUSINESS AS (DBA) NAME

LEGAL NAME OF ENTITYIINDIVIDUAL FILED WITH IllS FOR THlS TAX ID NO.

MAILING AODIlESS

IRS FORM lO!l!l MAJI.ll'I'G ADDRESS

CITY,STATE. ZIP CODE

CITY. STATE, ZIP CODE

CONl'ACJ PERSON

EMAIl. ADDRESS

PHONE NUMBER

FAX "''lIMBER

I

TAXPAYER ID NVMJIER IT1N)

I

TAXPAYERIDIT1N)TYPE(CHECKONE}

_FEIN

VlINDORNVMJIERf.I1'KNOWN)

_SSN

VENDOR TAX PILING TYPE WITH IRS (CHECK ONE)

_

Corporation

-

Individual

-

StateILocal Government

-

Partnership

AUTHORIZED SIGNATURE

DATE

PlUNTED NAME

'JITLE

_

Sole Proprietor

_IRS Tax-Exempt

B2Z1l019

Amendment No. 003

TITLE: OFFENDER TELEPHONE SYSTEM
CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS

Prospective offerors are hereby notified of the following revisions to the RFP:

1. Changed Closing Date:
As Stated: Return bid no later than 02/25/11 at 2:00 pm
Change to: Return bid no later than 03/09111 at 2:00 pm
2. REVISED paragraph 2.2.13
3. REVJSED paragraph 2.4.4
4. REVISED paragraph Exhibit A, Section AJ

Page 2

STATE OF MISSOURI
OFnCEOFAD~TRATION

DIVISION OF PURCHASING AND MATERIALS M.ANAGEME~ (DPMM)
REQUEST FOR PROPOSAL (RFP)

REQ NO.: NR 300 31501000001
BUYER: Brent Dixon
PHONE NO.: (573) 751-4903
E-MAIL: brent.dixon@oa.mo.gov

AMENDMENT NO.: 001
RFP NO.: BIZl1019
TITLE: OFFENDER. TELEPHONE SYSTEM
ISSUE DATE: 02/09111

RETURN PROPOSAL NO LATER THAN: 02125/11 AT 2:00 PM CENTRAL TIME
MA1LING INSTRUCTIONS:

Print or type RFP Number- and Return Due Date on the lower left hand corner of the
envelope or package. Delivered SealedjrOposals must be in DPMM office (301 W High
Street, Room 630) by the return date an time.

RETURN PROPOSAL AND AMENDMENT(S) TO:
(U.S. MaU)
DPMM
PO BOX S09
JEFFERSON CITY MO 65101-0809

(Courier Servite)
DPMM
301 WEST HIGH STREET, ROOM 630
JEFFERSON CITY MO 65101-1517

or

CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS
DELIVER SuPPLIES/SERVICES FOB (Free On Board) DESTINATION TO THE FOLLOWING ADDRESS:
VARIOUS CORRECTIONAL INSTITUTIONS
THROVGHOUT THE STATE OF NnSSOURI
OFFICE OF ADMINISTRATION, INFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding, agreement and certification of compliance to provide the items and/or services, at the prices
quoted, in accordance with all tenns and conditions, requirements, and speCifications of the original RFP as modified by this and any
previously issued RFP amendments. The offeror should, as a matter of clarity and assurance, also sign and return all previously issued RFP
amendment(s) and the original RFP document. The offeror agrees that the language of the original RFP as modified by this and any
previously issued RFP amendments shall govern in the event of a conflict with hislher proposal. The offeror further agrees that upon
receipt of an authorized purchase order from the Division ofPurcbasing and Materials Management or when a Notice of Award is signed
and issued by an authorized official of the State of Missouri, a binding contract shall exist between the offeror and the State of Missouri.

SIGNATURE REQUIRED
DOING BUSINESS AS (DBA) NAME

LEGAL NAME OF ENTITYIINDIVIDUAL FILED WITH IRS FOR THIS TAX ID NO.

MAILING ADDRESS

IRS FORM 1099 MAILING ADDRESS

CITY. STATE, ZIP CODE

CITY, STATE, ZlP CODE

CONTACI' PERSON

EMAIL ADDRESS

PBONE N\lMBER

FAXNllMBER

I

TAXPAYER ID NUMBER (TIN)

1

TAXPA\'ERID (TIN) TYPE (CHECK ONE)

_FErN

VENDOR NUMBER (IF KNOWN)

_SSN

VENDOR TAX FILING TYPE WITH IRS (CHECK ONE)

_

Corporation

-

Individual

-

StatelLocal Government

_

Pannership

AtlTBORlZED SIGNA11JRE

DATE

PRINTED NAME

TITLE

_

Sole Proprietor

_IRS Tax-Exempt

B2Z11019

Amendment No. 002

TITLE: OFFENDER TELEPHONE SYSTEM
CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS

Prospective offerors are hereby notified of the following revisions to the RFP:

]. DELETED Section 3.8 and its subparagraphs

Page 2

STATE OF MISSOURI
OFFICE OF ADMINISTRATION
DIVISION OF :PURCHASING AND MATERIALS MANAGEMENT (DPMM)
REQUEST FOR. PROPOSAL (UP)

REQ NO.: NR 300 31501000001
BUYER: Brent Dixon
PHONE NO.: (573) 751~4903
E-MAIL: brent.dixon@oa.mo.gov

AMENDMENT NO.: 001
RFP NO.: B2Z11019
TITLE: OFFENDER TELEPHONE SYSTEM
ISSUE DATE: 01115/11

RETURN PROPOSAL NO LATER THAN: 02125/11 AT 2:00 PM CENTRAL TIME
MAILING INSTRUCTIONS:

Print or type RFP Number and Return Due Date on the lower left hand comer of the
envelope or package. Delivered sealed proposals must be in DPMM office (301 W High
Street, Room 630)by the return date and time.

RETURN PROPOSAL AND AMENDMENT(S) TO:
(U.S. MaU)
DPMM
POBOX 809
JEFFERSON CITY MO 65102-0809

(Courier Service)
DPMM
301 WEST mGH STREET, ROOM 630
JEFFERSON CITY MO 6SIOl-lS17

or

CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS
DELIVER SUPPLIESfSERVICES FOB (Free On Board) DESTINATION TO THE FOLLOWING ADDRESS:
VARIOUS CORRECTIONAL INSTITUTIONS
THROUGHOUT THE STATE OF MISSOURI
OFFICE OF ADMlNISTRATION, INFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding, agreement and certification of compliance to provide the items andlor services, at the prices
quoted, in accordance with all terms and conditions, requirements. and specifications of the original RFP as modified by this and any
previously issued RFP amendments. The offeror should, as a matter of clarity and assurance, also sign and return all previously issued RFP
amendment(s) and the original RFP document. The offeror agrees that the language of the original RFP as modified by this and any
previously issued RFP amendments shall govern in the event of a conflict with hisiher proposal. The offeror further agrees that upon
receipt of an authorized purchase order from the Division of Purchasing and Materials Management or when a Notice of Award is signed
and issued by an authorized official ofthe State of Missouri, a binding contract shall exist between the offeror and the State of Missouri.

SIGNATURE REQUIRED
DOING BIISlNESS AS (DBA) NAME

LEGAL NAME OF ENTlTI"/lNDIVIDIIAL FU.ED WlTIllRS FOR TBJS TAX ID NO.

MAILING ADDRESS

IRS FORM 1099 MAD.JNG ADDRESS

CITY, STATE. ZIP CODE

CITY, STATE,ZIPCODE

CONTACf PERSON

EMAIL ADDRESS

PHONE NUMBER

fAXNUMBP

TAXPAYER

1

m NUMBER (TIN)

I

TAXPAYER m (TIN) TIn (CHECK ONE)

_FErn

VENDOR NUMBER (IF KNOWN)

_SSN

VEIiIJOR TAX FILING 'J'Yl'E WITH IRS (CHECK ONE)

_

Corporation

-

Individu~J

-

StatcJLocal Government

_

Partnership

AUTHORIZED SIGNATIJRE

DATE

PRINTED NAME

'I'ITLE

_

Sole Proprietor

_IRS Tax-Exempt

B2Z11019

Amendment No. 001

TITLE: OFFENDER TELEPHONE SYSTEM

CONTRACT PERIOD: DATE OF AWARD THROUGH FNE YEARS

Prospective offerors are hereby notified of the fonowing revisions to the RFP:
1. Changed Closing Date:
As Stated: Return bid no later than 02/08/11 at 2:00 pm
Change to: Return bid no later than 02/25/] 1 at 2:00 pm
2. REVISED paragraph 1.5.2
3. REVISED paragraph 1.5.4
4. REVISED paragraph 1.7.2
5. REVISED paragraph 2.1.7
6. REVISED paragraph 2.1.8
7. ADDED paragraph 2.1.13
8. REVISED paragraph 2.2.13
9. REVISED paragraph 2.3.4
10. REVISED paragraph 2.3.5
11. ADDED subparagraphs 2.3.5.a - 2.3.5.g
12. ADDED subparagraph 2.3.7.g
13. DELETED paragraph 2.3.9
14. ADDED subparagraphs 2.3.10.a and 2.3.10.b
15. REVISED paragraph 2.4.3
16. REVISED paragraph 2.4.4
17. REVISED paragraph 2.4.5
18. REVISED paragraph 2.5.3
19. REVISED paragraph 2.5.8
20. REVISED paragraph 2.5.9
21. REVISED paragraph 2.8.2
22. DELETED paragraph 2.8.4
23. REVISED paragraph 2.9.5
24. REVISED paragraph 2.11.8
25. REVISED paragraph 2.18.3
26. REVISED paragraph 2.18.3. b
27. REVISED paragraph 2.18.4
28. REVISED paragraph 2.18.4.b
29. ADDED paragraph 2.18.8
30. REVISED paragraph 2.23.1
31. ADDED paragraph 2.23.3.b
32. REVISED paragraph 3.13.1
33. REVISED paragraph 3.18'.1
34. REVISED paragraph 3.22.1
35. ADDED paragraph 4.3.8
36. REVISED paragraph 4.6.1
37. REVISED paragraph 4.6.7
38. REVISED subparagraph 4.7.1.a.l)
39. REVISED Exhibit A
40. ADDED paragraph Cl.1.4 in Exhibit C
41. ADDED paragraph C1.1.S in Exhibit C
42. REVISED Exhibit 0
43. REVISED Attachment #1
44. ADDED Attachment #3

Page 2

STATE OF MISSOURI
OFFICE OF ADMINISTRATION
DMSION OF PURCHASING AND MATERIALS MANAGEMENT (DPMM)
REQUEST FOR PROPOSAL (RFP)

REQ NO.: NR 300 31501000001
BUYER: Breot Dixoo
PHONE NO.: (573) 751-4903
E-MAIL: breot.dixon@oa.mo.gov

RFP NO.: B1Zl1019
TITLE:
OFFENDER TELEPHONE SYSTEM
ISSUE DATE: 12120/10

RETURN PROPOSAL NO LATER THAN: 02108/11 AT 2:00 PM CENTRAL TIME
MAILING INSTRUCTIONS:

Print or type RFP Number and Return Due Date on the lower left hand corner of the
envelope or package. Delivered sealed proposals must be in DPMM office (3QI W High
Street, Room 630) by the return date and time.

(U.s. Mail)
RETURN PROPOSAL TO: DPMM
or
PO BOX 809
JEFFERSON CITY MO 65102-0809

(Courier Service)
DPMM
301 WEST mGH STREET, RM 630
JEFFERSON CITY MO 65101-1517

CONTRACT PERIOD: DATE OF AWARD THROUGH FIVE YEARS
DELIVER SUPPLIES/SERVICES FOB (Free 00 Board) DESTINATION TO THE FOLLOWING ADDRESS:
VARIOUS CORRECTIONAL INSTITUTIONS
THROUGHOUT THE STATE OF MISSOURI
OFFICE OF ADMINISTRATION, INFORMATION TECHNOLOGY SERVICES DIVISION
The offeror hereby declares understanding. agreement and certification of compliance to provide the items and/or services, at
the prices quoted, in accordance with all requirements and specifications contained herein and the Terms and Conditions
Request for Proposal (Revised 01/20/10). The offeror further agrees that the language of this RFP shall govern in the event
of a conflict with his/her proposal. The offeror further agrees that upon receipt of an authorized purchase order from the
Division of Purchasing and Materials Management or when a Notice of Award is signed and issued by an authorized official
of the State of Missouri, a binding contract shall exist between the offeror and the State of Missouri.

SIGNATURE REQUIRED
DOING BUSINESS AS (DBA) NAME

LEGAL NAME OF ENTITYIINDIVlDUAL FILED wrm IRS FOR THIS TAX ID NO.

MAILING ADDRESS

IRS FORM 1099 MAILING ADDRESS

CItY, STATE,ZIP CODE

CJ1Y, STATE, ZIP CODE

CONTACT PERSON

EMAIL ADDRESS

PHONE NUMBER

FAX r."lIMIIER

I

TAXPAYEJI ID NVlIIBJm fI1N)

1

TAXPAYEI'I.ID(TIN) TYPE (CHECK ONE)

_FEIN

VENDOR NIJMJIIlJl (IF KNOWlQ

_SSN

VENDOR TAX FU..ING lYPE wrm IRS (CHECK ONE)

_

Corporation

-

Individual

-

StatelLocal Govemment

_

Partnership

AUTHORIZED SIGNATURE

DAR

PRINTED NAME

TITLE

_

SQle Proprietor

_IRS Tax Exempt

B2Z11019

1.

Page 2

INTRODUCTION AND GENERAL INFORMATION

This section of the RFP includes a brief introduction and background information about the intended
acquisition for which the requirements herein are written. The contents of this section are intended for
informational purposes and do not require a response.

1.1

Purpose:

1.1.1

This document constitutes a request for sealed proposals from prospective offerors for the provision of
an offender telephone service for the Office of Administration, Information Technology Services
Division for various existing and future correctional institutions operated by the Missouri Department of
Corrections (referred to hereinafter as the "state agency"), and to provide all operator assisted and
automated telephone services to the offenders in accordance with the requirements and provisions stated
herein.

1.1.2

RFP Document Contents: This document, referred to as a Request for Proposal (RFP), is divided into
the following parts:
Introduction and General Information
Section 1:
Functional, Technical, and Perfonnance Requirements
Section 2:
Contractual Provisions and Requirements
Section 3:
Proposal Submission Information and Requirements
Section 4:
Pricing (Cost)
Exhibit A:
Experience and Reliability of Organization
Exhibit B:
Proposed Method ofPerfonnance, Solution Functionality, and Expertise of Personnel
Exhibit C:
Participation by Other Organizations
Exhibit D:
Missouri Service-Disabled Veteran Business Preference
Exhibit E:
Business Entity Certification, Enrollment Documentation and Affidavit of Work
Exhibit F:
Authorization
.
Exhibit G:
Miscellaneous Information
Attachment I: Missouri Correctional Institutions
Attachment 2: Department of Corrections Confidentiality Document
Terms and Conditions

1.2

Pre-Proposal Conference:

1.2.1

A pre-proposal conference regarding this Request for Proposal will be held on Monday, January 10,
2011 beginning at 9:30 a.m. Central Time in Room 400 of the Harry S Truman State Office Building in
Jefferson City, Missouri.

1.2.2

Pre-Proposal Conference Agenda - The RFP will be used as the agenda for the pre-proposal conference.

1.2.3

Pre-Proposal Conference RFP Questions - All potential offerors are encouraged to participate in the
Pre-Proposal Conference as it will be used as the forum for questions, communications, and discussions
regarding the RFP. The offeror should become familiar with the RFP and develop all questions prior to
the conference in order to ask questions and otherwise participate in the public communications
regarding the RFP.
a.

Prior Communication - Prior to the Pre~Proposal Conference, the offeror may submit written
communications andlor questions regarding the RFP to the buyer identified on page one. Such
prior communication will provide the State of Missouri with insight into areas of the RFP which
may be brought up for discussion during the conference and which may require clarification.

Page 3

B2ZII019
b.

During the Pre-Proposal Conference, the buyer of record will attempt to respond to all previously
received questions/concerns regarding the RFP but it shall be the sole responsibility of the offeror
to orally address any issues previously presented to the buyer by the offeror that the buyer of
record may have failed to address.

c.

Amendment to the RFP - Any changes needed to the RFP as a result of discussions from the PreProposal Conference will be accomplished as an amendment to the RFP. Formal minutes of the
conference will not be maintained.

1.2.4

Pre-Proposal Conference Special Accommodations - Offerors are strongly encouraged to advise the
Division of Purchasing and Materials Management within five (5) working days of the scheduled preproposal conference of any special accommodations needed for disabled personnel who will be
attending the conference so that these accommodations can he made.

1.3

RFP QuestioQ.s:

1.3.1

Questions and issues relating to the RFP must be directed to the buyer, Brent Dixon. It is preferred that
questions be e~mailed to brent.dixon@oa.mo.gov.

1.3.2

All questions .'tnd issues should be submitted no later than ten (10) calendar days prior to the due date of
the proposals. If not received prior to ten days before the proposal due date, the Division of Purchasing
and Materials Management (DPMM) may not be able to fully research and consider the respective
.
.
questions or issues.

1.3.3

Questions and issues necessitating requirement changes or clarifications will result in an amendment to
the RFP. As a result,.some questions and issues may not result in a direct response to the inquiring
vendor.

1.4

Offeror's COlltads:

1.4.1

Offerors and their agents (including subcontractors, employees, consultants, or anyone else acting on
their behalf) must direct all of their questions or comments regarding the RFP, the evaluation, etc. to the
buyer of record indicated on the first page of this RFP. Offerors and their agents may not contact any
other state employee regarding any of these matters during the solicitation and evaluation process.
Inappropriate contacts are grounds for suspension and/or exclusion from specific procurements.
Offerors and their agents who have questions regarding this matter should contact the buyer of record.

1.5

Background Information:

1.5.1

The State of Missouri, Office of Administration, Infonnation Technology Services Division is seeking
an experienced contractor to provide an offender telephone service for the Department of Corrections
that allows the offenders residing in the state's correctional institutions to place calls through the
contractor provided offender telephone system to parties outside the facility.

RE-WSED~PER AMENDMENT #001
1.5.2

The total number of calls and minutes of international calls is currently zero. The total number of calls
and minutes of local, intraLATA, interLA T A, and interstate used during calendar year 2009 and 2010 in
the current offender telephone services contract was as follows:

Call Information By Call Type

Calls Placed

2009
Duration of Calls
(Minutes)

I

Calls Placed

2010
Duration of Calls
(Minutes)

I

Page 4

B2Z11019
Collect Calls
Debit Calls
Pre-paid
Calls

5,975,563

23,070,844
51,862,148

2,821,246

38,119,266

Totais

10,236,159

113,052,258

1,439,350

1,329,865
7,125,702

15,971,135
55,949,563

3,668,549

45,536,201

12,124,116

117,456,899

Call Information B.I Call Loeation

In tnILA TA

Calls Placed
1,272,055
4,782,250

InterLATA
Loeal

4,046,146
135,708

Total

10,236,159

Interstate

1.5.3

2009
Duration of Cal1s
(Minutes)
15,065,329
52,231,522
44,269,851
1,485,556
113,052,258

2010

Calls Placed

Duration o/Calls
Minutes)

1,900,669

16,698,990

5,382,639
4,706,375

52,885,901
46,594,174

134,432

1,277,834

12,124,116

117,456,899

While previous calling information is provided, no guarantee is made by the state on future call volumes
or the distribution ofthose call volumes by call type or location.

REVISED PER AMENDMENT #001
I.SA

There are approximately 32,000 offenders in the Department of Corrections' institutions related to the
contract. This number may fluctuate. The total number of offenders in Department of Corrections'
institutions on January 18, 2011 was 30,548 offenders.

1.5.5

The current contractor, Public Communications Services, Inc. (PCS), owns all the equipment associated
with the offender phone infrastructure provided and installed by the contractor. The State of Missouri
owns the existing cabling.

1.6

Awarded Bid & Contract Document Sea~h:

1.6.1

A copy of the current contract can be viewed and printed from the Divisiol1 of Purchasing and Materials
Management's Awarded Bid & Contract Document Search System located on the Internet at:
http://www.oa.mo.gov/purch. In addition, all proposal and evaluation do,?umentation leading to the
award of that contract -may also be viewed and printed from the Division of Purchasing and Materials
Management's Awarded Bid & Contract Document Search System. Please reference the Bid number
B2Z05070 or the contract number C205070001 when searching for these documents.

1.6.2

Although an attempt has been made to provide accurate and up-to-date information, the State of
Missouri does not warrant or represent that the background information provided herein reflects all
relationships or existing conditions related to this Request for Proposal.

1.7

Tour of Facility:

1.7.1

To ensure the offeror understands the requirements of the RFP, two (2) hour tours of each correctional
facility will occur according to the schedule stated below. Background checks will be conducted prior
to granting the offeror and/or the offeror's employee approval to enter the facilities. In order to be
considered for participation in one or all of these tours, the offeror must contact Melissa Scheulen at the
Missouri Department of Corrections, Office of the Division of Adult Institutions, 2729 Plaza Drive,
Jefferson City, MO 65109,573-751-2389, at least seventy-two (72) hours prior to the tour(s) to provide
the official name of their company, the full names (first, middle initial and last), dates of birth, and

Page 5

B2Z11019

social security numbers of the individuals that will be participating in the tour(s) so that background
checks can be completed and decisions regarding entrance approval/disapproval can be made. Locations
and addresses of the institutions are stated in Attachment #1.

REVISED PER Al\JENDMENT #001
1.7.2

Propqsed Tour Schedule:

Date of Tour

Location

Time of Tour

January 11,2011
January 11,2011
January 12,2011
January 12,2011
January 13,2011
January 13,2011
January 14,2011
January 18,7011
January 19,2011
January 20, 2011
January 20, 2011
January 21, 2011
January 21, 2011
January 24,2011
January 24, 2011
January 25, 2011
January 25, 2011
January 26, 2011
January 26, 2011
January 27, 2011
January 28, 2011
January 31, 2011
February 1, 20 II

JCCC
ACC
CRCC
WMCC
MTC
WRDCC
KCCRC
CCC
MCC
BCC
TCC
FRDC
CTCC
WERDCC
NECC
SLCRC
MECC
ERDCC
FCC
SECC
PCC
SCCC
OCC

8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m.·Central Time
8:30 a.m. Central Time
8:30 a.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
12:30 p.m. Central Time
8:30 a.m. Central Time
8:30 a.m. Central Time
8:30 a.m. Central Time
8:30 a.m. Central Time

This schedule does not include the Investigation Offices.

1. 7.3

Any questions resulting from tours of the facility must be directed to Brent Dixon, Buyer, at the contact
infonnation stated on page one.