WY Contract with ICS 2008-2015

State DOC Contracts • Wyoming

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WDOC Form #105
DEPARTMENT OF
CORRECTIONS

Contract Control Sheet

Last ",,",v,,,,,,,,' 01111108

CONTRACT CONTROL SHEET
PARTIES: WDOC & Inmate Calling Solutions

o AWEC

o MOUIIAA

[8J Contract

Contract Manager: Jeffie Wiggins

CENTRAL SERVICES REVIEW

P.o. #21064

Administrator:
Purchasing Manager:
Fiscal Manager:

BASE CONTRACT

Dates:

07/01108

06/30/10

Amount: $ Revenue

Administrator Approval: Jeffie Wiggins
Budget Unit: nla

Purpose: To provide for installation and operation of prison inmate telephones and related telephone equipment
at WDOC's facilities as described in Attachment B.
AMENDMENT #1

Dates:

Amount: $

Administrator Approval:
Budget Unit:

Purpose:
AMENDMENT #2

Dates:

Amount: $

Administrator Approval:
Budget Unit:

Purpose:
DISTRIBUTION

Recipient:
Purchasing (Original & Control Sheet)
Contract Manager
Contractor

Namellnitials:

Date:

h(A

~::I~ ~~~
Other

Notes:

-------------------------------------------------------------------WYOML"lG DEPARTMENT OF CORRECTIONS· 700 West 21 st Street· Cheyenne, Wyoming 82002
TELEPHONE (307) 777-7208· FAX (307) 777-7479· WEBSITE http://doc.state.wy.us/corrections.asp

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PROFESSIONAL SERVICES CONTRACT BETWEEN
THE STATE OF WYOMING, DEPARTMENT OF CORRECTIONS
AND INMATE CALLING SOLUTIONS

1.
Parties. The parties to this Contract are the State of Wyoming,
Department of Corrections (hereinafter referred to as "WDOC"), whose address
is 700 West 21 st Street, Cheyenne, Wyoming 82002, and Inmate Calling
Solutions (hereinafter referred to as "Contractor"), whose address is 5883 Rue
Ferrari, San Jose, CA 95138.

2.
Purpose of Contract. The purpose of this Contract is for WDOC
to grant Contractor the exclusive right and privilege to install and operate
prison inmate telephones and related telephone equipment at WDOC's
Facilities as detailed in Attachment B (hereinafter referred to as "Facilities").
Contractor shall, at no cost to WDOC, provide all inside wiring for the inmate
telephones, install the inmate telephones, and the related hardware and
software / firmware specifically identified herein, to enable inmates at the
Facilities to make auto-collect local and long distance calls, debit local, long
distance and international calls, and/ or pre-paid local, long distance and
international calls from the Facilities pursuant to the terms set forth herein.
3.
Term of Contract and Required Approvals. This Contract is
effective when all parties have executed it and all required approvals have been
granted (Effective Date). The term of the Contract is from the Effective Date
through June 30, 2010. All services shall be completed during this term. This
contract may be renewed by the mutual agreement of the parties in writing and
subject to the required approvals. There is no right or expectation of renewal
and any renewal will be determined at the discretion of WDOC.
A.
By law, contracts for professional or other services must be
approved by the Attorney General and A&I Procurement, Wyo. Stat. § 9-1403(b)(v), and all contracts for services costing over one thousand, five hundred
dollars ($1,500.00) must be approved by the Governor or his designee as well,
Wyo. Stat. § 9-2-10 16(b)(iv).

Payment
A.

Collect, Debit and Pre-Paid.

i.
Contractor shall pay WDOC forty-five percent (45%)
commission based on the Gross Revenue generated by and through the ITS
including, but not limited to, collect, debit and pre-paid inmate calls completed
from the inmate telephone equipment located at the Facilities. Any additional
fees or charges placed on the called party's telephone bill must be approved by
the WDOC. The additional fees or charges will be considered part of the Gross
Professional Services Contract between the State of Wyoming, Department of Correction sand
Inmate Calling Solutions
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Revenue and shall be commissionable to WDOC at the rate specified above.
Gross Revenue includes, but is not limited to, all Local: Intralata/Intrastate:
Interlata/Intrastate; Interlata/Interstate; and International revenues and any
and all additional charges and fees generated by the completion of all collect,
debit, and pre-paid calls from Contractor's inmate telephones. Pre-paid calls
include, but are not limited to, those calls completed by using a pre-paid card
as well as all calls which have been pre-paid by any person or entity and by
any method of payment.
ii.
Contractor shall pay commission on the Gross
Revenues before any deductions are made for un-billable calls, bad debt,
uncollectible calls, fraudulent calls, LEC adjustments, or any other Contractor
expenses.
iii.
A collect call is deemed to be complete and
commission due when the called party accepts the call regardless if Contractor
can bill or collect the revenue on the call. A debit or pre-paid call is deemed to
be complete and commission due when a connection is made between the
inmate and the called party, whether such connection be established by
positive acceptance or by live or automated machine pick-up.
Calls to
telephone numbers that appear on the free call list supplied by WDOC shall
not generate revenue for Contractor and shall not be commissionable to
WDOC. Only those numbers designated by WDOC on the free call list shall be
marked as "Free" in the ITS.
iv.
For the purposes of this paragraph, the term debit
refers to a paperless, commissary-based program, not debit cards. Contractor
shall handle the first twenty-thousand dollars ($20,000.00) of debit Local,
Intralata/Intrastate, Interlata/Intrastate, Interlata/Interstate and International
calls at the Medium Correctional Institution in Torrington, Wyoming, at no cost
to WDOC as soon as this facility is opened. Any debit revenue generated in
excess of the first $20,000.00 at the Medium Correctional Institution in
Torrington, Wyoming shall be commissioned to WDOC at the commission rate
specified in paragraph i of Section 4, A.
v.
On the fifth (5 th) day following the month of traffic
Contractor will invoice the Facilities for the total amount of debit usage less
any credits issued. The total debit usage invoice shall be paid by the Facilities
to Contractor by the twenty-fifth (25 th) day of the month following the month of
traffic. Contractor will be responsible for issuing the debit commission to
WDOC as outlined Section D below and at the commission rate specified in
paragraph i of Section 4, A.
B.
Lobby Payphones. Contractor agrees to provide WDOC with
a total of five (5) lobby telephones for the Facilities. Each lobby telephone shall

Professional Services Contract between the State of Wyoming, Department of Correction sand
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allow free local calls and incoming calls. Each lobby telephone shall also allow
credit card, collect and toll-free calls.

Calling Rates.

iv. For the life of the Contract, any rate adjustments
requested by Contractor for inmate telephone calls must be requested by
Contractor in writing and approved by WDOC in writing, prior to
implementation.
v. Rate adjustments requested by WDOC will be
implemented by Contractor within four (4) days of said request, subject to
regulatory approval.
D.

Reporting and Issuing Payment.

i.
Contractor shall provide commission payments and
traffic reports to WDOC or its Designated Agent no later than the twenty-fifth
(25th) day of the month following the month of traffic. Commission payments
shall be sent via wire transfer and traffic detail reports shall be sent via
electronic format to WDOC or its Designated Agent.
ii.
Traffic detail reports shall include a detailed
breakdown of the traffic for each of the Facilities for all collect, debit and preProfessional Services Contract between the State of Wyoming, Department of Correction sand
Inmate Calling Solutions
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paid calls for each inmate telephone or inmate telephone station. Traffic detail
shall include, at a minimum, each of the following items for each inmate
telephone station broken down by collect, debit, and pre-paid call types: (a)
Facility Name; (b) Facility Identification Number; (c) Facility Street Address,
City, State, and Zip Code; (d) Automatic Number Identifier, or inmate telephone
or inmate telephone station number; (e) Total Gross Local Revenue and
Commission per Inmate Telephone or inmate telephone station; (f) Total Gross
Intralata/Intrastate Revenue and Commission per Inmate Telephone or Inmate
Telephone Station; (g) Total Gross Interlata/Intrastate Revenue and
Commission per Inmate Telephone or Inmate Telephone Station; (h) Total Gross
Interlata/Interstate Revenue and Commission per Inmate Telephone or Inmate
Telephone Station; (i) Total Gross International Revenue per Inmate Telephone
or Inmate Telephone Station;
Commission Rate; (k) total Commission
Amount (including, but not limited to, Local, Intralata/Intrastate,
Interlata/Intrastate, and Interlata/Interstate); (1) Period Dates; (m) Total
Minutes of use per Inmate Telephone or inmate telephone station for each call
type; (n) Total Number of Calls per Inmate Telephone or inmate telephone
Station for each call type; (0) Total Debit Usage for each call type; (p) Total PrePaid Usage for each call type.

Commission discrepancies must be resolved by
Contractor within thirty (30) days of written notification of a discrepancy by
WDOC or its Designated Agent to Contractor or such discrepancy is subject to
late charges, as described below and/ or termination of the Contract at the sole
discretion of WDOC, and/ or any other legal course of action WDOC elects to
pursue.
Ill.

E.
Payments and/or traffic detail reports received by WDOC
after the due date will be subject to late charges. The due date for all payments
and reporting is the twenty fifth (25th) day of the month following the month of
traffic. Late charges for commission payments shall be equal to five percent
(5%) per month of the commission due. Late charges for traffic detail reporting
shall be a fee of $750.00 per month for each report not received by the twenty
fifth (25th) day of the month following the traffic month.
If both the
commission payment and reporting are not received by the due date, the larger
of the late charges will be imposed.

Responsibilities of Contractor

A.
Contractor shall agree to all terms and conditions set forth
in this Contract, and Contractor shall agree to the specifications, including,
but not limited to, the features and functionalities of the Inmate Telephone
System (hereinafter referred to as "ITS") listed in Attachment A. If WDOC
designates an Agent, Contractor shall follow WDOC's direction in working with
such Designated Agent.

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Responsibilities of WDOC
A.

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WDOC shall comply with the terms and conditions of this

Contract.
7.

Special Provisions

A.
Ethics. Contractor shall keep informed of and comply with
the Wyoming Ethics and Disclosure Act (Wyo. Stat. § 9-13-101, et seq.), and
any and all ethical standards governing Contractor's profession.
B.
Monitor Activities. WDOC shall have the right to monitor
all Contract related activities of the Contractor and all subcontractors. This
shall include, but not be limited to, the right to make site inspections at any
time, to bring experts and consultants on site to examine or evaluate completed
work or work in progress, and to observe all Contractor personnel in every
phase of performance of Contract related work.
C.
No Finder's Fees. No finder's fee, employment agency fee,
or other such fee related to the procurement of this Contract shall be paid by
either party.
8.

General Provisions

A.
Amendments. Any changes, modifications, revisions or
amendments to this Contract which are mutually agreed upon by the parties to
this Contract shall be incorporated by written instrument, executed and signed
by all parties to this Contract.
B.
Applicable Law/Venue. The construction, interpretation
and enforcement of this Contract shall be governed by the laws of the State of
Wyoming. The Courts of the State of Wyoming shall have jurisdiction over this
Contract and the parties, and the venue shall be the First Judicial District,
Laramie County, Wyoming. The parties intend and agree that the State of
Wyoming and WDOC do not waive sovereign immunity by entering into this
Contract, and specifically retain immunity and all defenses available to them as
sovereigns pursuant to Wyo. Stat. § 1-39-104(a) and all other applicable law.
C.
Assignment/Contract Not Used as Collateral. Neither
party shall assign or otherwise transfer any of the rights or delegate any of the
duties set forth in this Contract without the prior written consent of the other
party. The Contractor shall not use this Contract, or any portion thereof, for
collateral for any financial obligation, without the prior written permission of
WDOC.

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Inmate Calling Solutions
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Audit! Access to Records.

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i.
WDOC, and any of its representatives and/ or its
Designated Agent, shall have access to any books, documents, papers, and
records of the Contractor which are directly pertinent to this Contract. The
Contractor shall, immediately upon receiving written instruction from WDOC,
provide to any independent auditor, accountant, or accounting firm, all books,
document, paper and records of Contractor which are pertinent to this
Contract. The Contractor shall cooperate fully with any such independent
auditor, accountant, or accounting firm, during the entire course of any audit
authorized by WDOC.
11.
Contractor shall maintain accurate, complete and
auditable records fully reflecting the Gross Revenues from which commissions
can be determined, including all call detail, EMI billing records, pre-paid card
sales, debit purchases, refunds, credits, and commissioning reports during the
term of the Contract and for no less than two (2) years after the term of the
Contract covered thereby in accordance with generally accepted accounting
principles. Failure by Contractor to comply with this full audit rights provision
will be grounds for termination of the Contract at WDOC's sole discretion.

WDOC may also employ, at its cost and discretion, any
Designated Agent or subcontractor of its choosing in the performance of such
audits. If an audit reveals a shortage of more than three percent (3%) of a
year's commission or other monies due, then the Contractor shall pay WDOC's
reasonable cost of the audit and interest on any monies due WDOC at the rate
of one and one-half percent (1.5%) per month within thirty (30) days after
receipt of written notice for the same.
111.

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G.
Certificate of Good Standing. Contractor shall provide
Certificate of Good Standing verifying compliance with the unemployment
insurance and workers' compensation programs prior to performing work
under this Contract.
H.
Compliance with Laws. The Contractor shall keep informed
of and comply with all applicable federal, state and local laws and regulations
in the performance of this Contract.
I.
Confidentiality of Information.
All documents, data
compilations, reports, computer programs, photographs, and any other work
provided to or produced by the Contractor in the performance of this Contract
shall be kept confidential by the Contractor unless written permission is
granted by WDOC for its release.
J.
Entirety of Contract. This Contract, consisting of fifteen
(15) pages; together with Attachment A, consisting of sixteen (16) pages, and
Attachment B, consisting of two (2) pages; represents the entire and integrated
Contract between the parties and supersedes all pnor negotiations,
representations, and agreements, whether written or oral.

K.
Extensions/Renewals. Nothing in this Contract shall be
interpreted or deemed to create an expectation that this Contract will be
extended beyond the term described herein. Any extension of this Contract
shall be initiated by WDOC and shall be accomplished through a written
amendment between the parties entered into before the expiration of the
original Contract or any valid amendment thereto, and shall be effective only
after it is reduced to writing and executed by all parties to the Contract. Any
agreement to extend this Contract shall include, but is not limited to: an
unambiguous identification of the Contract being extended; the term of the
extension; the amount of any payment to be made during the extension, or a
statement that no payment will be made during the extension; a statement that
all terms and conditions of the original Contract shall, unless explicitly
delineated in the exception, remain as they were in the original Contract; and,
if the duties of either party will be different during the extension than they were
under the original Contract, a detailed description of those duties.
L.
Force Majeure. Neither party shall be liable for failure to
perform under this Contract if such failure to perform arises out of causes
beyond the control and without the fault or negligence of the nonperforming
party. Such causes may include, but are not limited to, acts of God or the
public enemy, fires, floods, epidemics, quarantine restrictions, freight
embargoes, and unusually severe weather.
This provision shall become
effective only if the party failing to perform immediately notifies the other party
of the extent and nature of the problem, limits delay in performance to that
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Inmate Calling Solutions
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required by the event, and takes all reasonable steps to minimize delays. This
provision shall not be effective unless the failure to perform is beyond the
control and without the fault or negligence of the nonperforming party. The
parties intend and agree that the State of Wyoming and WDOC do not waive
sovereign immunity by entering into this Contract and specifically retain
immunity and all defenses available to them as sovereigns pursuant to Wyo.
Stat. § 1-39-104(a) and all other applicable law.
M.

Indemnification.

i.
The Contractor shall indemnify, defend and hold
harmless the State of Wyoming, WDOC, and their officers, Agents, employees,
successors and assigns from any and all claims, lawsuits, losses and liability
arising out of Contractor's failure to perform any of Contractor's duties and
obligations hereunder or in connection with the negligent performance of
Contractor's duties or obligations, including but not limited to any claims,
lawsuits, losses or liability arising out of Contractor's malpractice.
11.
To the degree permitted by law, WDOC agrees to
provide Contractor with reasonable and timely notice on any claim, demand or
cause of action made or brought against WDOC arising out of or related to the
services rendered by Contractor.
Contractor shall have the right to defend
any such claim at its sole cost and expense and with its exclusive discretion.
WDOC agrees not to compromise or settle any claim or cause without the prior
written consent of Contractor.

iii.
In the event any infringement claim is made or
threatened against WDOC, or injunctive relief is
granted to a Claimant,
Contractor shall (i) obtain the right for WDOC to continue use of the services;
(ii) substitute other services of like capability, or (iii) replace or modify the
services to render them non-infringing while retaining like capability. In the
event Contractor is unable to perform any of the above, WDOC may terminate
the Agreement with written notice to Contractor. The remedies provided in this
subsection are WDOC's sole remedies for Contractor's failure to perform any
obligation in this subsection.

iv.
These indemnities and remedies shall survIve the
expiration or other termination of the Contract.
v.
Contractor shall not be responsible for any injury or
damage occurring as a result of any negligent act or omission committed by
WDOC, including its Agents, employees, and assigns.
N.
Independent Contractor. The Contractor shall function as
an independent contractor for the purposes of this Contract, and shall not be
considered an employee of the State of Wyoming for any purpose. The
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Inmate Calling Solutions
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Contractor shall assume sole responsibility for any debts or liabilities that may
be incurred by the Contractor in fulfilling the terms of this Contract, and shall
be solely responsible for the payment of all federal, state and local taxes which
may accrue because of this Contract. Nothing in this Contract shall be
interpreted as authorizing the Contractor or its agents and/ or employees to act
as an agent or representative for or on behalf of the State of Wyoming or
WDOC, or to incur any obligation of any kind on the behalf of the State of
Wyoming or WDOC. The Contractor agrees that no health/hospitalization
benefits, workers' compensation and/ or similar benefits available to State of
Wyoming employees will inure to the benefit of the Contractor or the
Contractor's agents and/ or employees as a result of this Contract.
Contractor certifies and warrants that no
O.
Kickbacks.
gratuities, kickbacks, or contingency fees were paid in connection with this
agreement, nor were any fees, commissions, gifts, or other considerations made
contingent upon the award of this agreement. If Contractor breaches or
violates this warranty, WDOC may, at its discretion, terminate this agreement
without liability to WDOC, or deduct from the agreed upon price or
consideration, or otherwise recover, the full amount of any commISSIOn,
percentage, brokerage, or contingency fee.

P.
Notices. All notices arising out of, or from, the provisions of
this Contract shall be in writing and given to the parties at the address
provided under this Contract, either by regular mail, facsimile, e-mail, or
delivery in person.
Notice and Approval of Proposed Sale or Transfer of the
Contractor. The Contractor shall provide WDOC with the earliest possible
advance notice of any proposed sale or transfer or any proposed merger or
consolidation of the assets of the Contractor. Such notice shall be provided in
accordance with the notice provision of this Contract. If WDOC determines
that the proposed merger, consolidation, sale, or transfer of assets is not
consistent with the continued satisfactory performance of the Contractor's
obligations under this Contract, then WDOC may, at its option, terminate or
renegotiate the Contract.
Q.

R.
Ownership of Documents/Work Product/Materials. All
documents, reports, records, field notes, data, samples, specimens, and
materials of any kind resulting from performance of this Contract are at all
times the property of WDOC.
S.
Patent or Copyright Protection. The Contractor recognizes
that certain proprietary matters or techniques may be subject to patent,
trademark, copyright, license or other similar restrictions, and warrants that
no work performed by the Contractor or its subcontractors will violate any such
restriction. The Contractor shall defend and indemnify WDOC for any violation
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Inmate Calling Solutions
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or alleged violation of such patent, trademark, copyright, license, or other
restrictions.
T.
Prior Approval. This Contract shall not be binding upon
either party, no services shall be performed under the terms of this Contract,
and the Wyoming State Auditor shall not draw warrants for payment on this
Contract, until this Contract has been reduced to writing, approved as to form
by the Office of the Attorney General, filed with and approved by the
Department of Administration and Information's Procurement Office, and
approved by the Governor of the State of Wyoming or his designee if required
by Wyo. Stat. § 9-2-1016(b)(iv).
U.

Proof of Insurance

ii.
Business Automobile Liability. The Contractor shall
maintain, during the entire term of this Contract, automobile liability
insurance in an amount not less than five hundred thousand dollars
($500,000.00) per occurrence.
Workers' Compensation and Employers Liability
Insurance. The Contractor shall provide proof of workers' compensation
coverage pursuant to the Wyoming Workers' Safety and Compensation
program, if statutorily required, or such other workers' compensation
insurance as appropriate. The Contractor's insurance shall include "Stop Gap"
coverage in an amount not less than Five Hundred Thousand Dollars
($500,000.00) per employee for each accident and disease.
111.

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policies and insurance certificates must include a clause stating that the
insurance may not be revoked, cancelled, amended or allowed to lapse until the
expiration of at least thirty (30) days advance written notice to WDOC.

vi.
WDOC as Additional Insured. All insurance policies
required by this Contract, except workers' compensation, shall name WDOC as
an additional insured, and shall contain a waiver of subrogation against
WDOC, its agents and employees. Contractor shall provide, upon request, a
copy of an endorsement providing this coverage.
vii. WDOC's Right to Reject. The State reserves the right
to reject a certificate of insurance if the Contractor's insurance company is
widely regarded in the insurance industry as financially unstable. This would
include, but is not limited to, insurance companies with an "Omit" rating in the
A.M. Best insurance rating guide.
viii. Subcontractors. The insurance requirements set out
above apply to all subcontractors. It is the Contractor's responsibility to
ensure that its subcontractors meet these insurance requirements. WDOC has
the right to review the Certificates of any and all subcontractors used by the
Con tractor.
V.
Publicity. Any publicity given to the program or services
provided herein, including, but not limited to, notices, information, pamphlets,
press releases, research, reports, signs, and similar public notices prepared by
or for the Contractor, shall identify WDOC as the sponsoring agency and shall
not be released without prior written approval from WDOC.
W.
Severability.
Should any portion of this Contract be
judicially determined to be illegal or unenforceable, the remainder of the
Contract shall continue in full force and effect, and either party may
renegotiate the terms affected by the severance.

X.
Sovereign Immunity. The State of Wyoming and WDOC do
not waive sovereign immunity by entering into this Contract and specifically
retain immunity and all defenses available to them as sovereigns pursuant to
Wyo. Stat. § 1-39-104(a) and all other applicable law. Designations of venue,
choice of law, enforcement actions, and similar provisions should not be
construed as a waiver of sovereign immunity. The parties agree that any
ambiguity in this Contract shall not be strictly construed, either against or for
either party, except that any ambiguity as to sovereign immunity shall be
construed in favor of sovereign immunity.

Y.
Taxes. The Contractor shall pay all taxes and other such
amounts required by federal, state and local law, including but not limited to
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federal and social security taxes, workers' compensation, unemployment
insurance and sales taxes.

Termination of Contract.

i.
This Contract may be terminated, without cause, by
WDOC upon thirty (30) days written notice. This Contract may be terminated
immediately for cause if the Contractor fails to perform in accordance with the
terms of this Contract.
11.
In the event either party breaches the Contract by
failing to perform as agreed, the non-breaching party shall give the breaching
party written notice of the failure stating what failure has occurred. The
breaching party shall have thirty (30) days after the receipt of such notice to
remedy the failure. If the breaching party does not remedy the failure in the
allowed thirty (30) days, the non-breaching party may terminate this
Agreement. Should Contractor for any reason, except in the case of Force
Majeure (see Paragraph L of Section 7 of this Contract), become unable to
complete the work required by this Agreement, WDOC may, at its sole
discretion, call for fifty-five thousand dollars ($55,000.00) in liquidated
damages. Notwithstanding the above, should WDOC prevent Contractor from
entering the premises to complete repair work on the inmate telephone
equipment, Contractor shall have time to complete said repairs using under the
provisions outlined in Item D of Section 12 in Attachment A after WDOC
allows Contractor access to the inmate telephone equipment.

Contractor is responsible for performing remote
diagnostics, monitoring, and maintenance on the ITS. In the event that WDOC
experiences a service or equipment outage, Contractor shall repair any such
outage or otherwise restore service within ten (10) days after it receives notice
of or detects a service or equipment outage. If, Contractor is unable to make
the necessary repairs and/or restore service within this ten (10) day period,
WDOC may immediately terminate this Contract upon providing written notice
of termination to Contractor. The Transition period referred to in Section 11
of Attachment A will begin upon the termination of this Contractor.
111.

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to enforce this Contract, to seek any remedy ansmg out of a party's
performance or failure to perform any term or condition of this Contract, or to
bring an action for the breach of this Contract.

BB. Titles Not Controlling.
Titles of paragraphs are for
reference only, and shall not be used to construe the language in this Contract.
CC. Limitation of Liability. Except as to claims brought by a
third party against WDOC that are covered by Paragraph M of Section 7 of the
Contract, in no event shall WDOC have any liability for indirect, incidental,
special, or consequential damages, loss of profits or income, lost or corrupted
data, or loss of use or other benefits ("Extraordinary Damages") arising out of
or in any way related to any equipment, product, or service provided by
Contractor pursuant to this Contract. In any event, Contractor's liability for
any damages shall be limited to the direct actual damages proven by WDOC,
excluding any amounts relating to WDOC's negligence or willful misconduct.
DD. Discrepancy. Should there be a discrepancy in the Contract,
the RFP, and the RFP response, the terms and conditions contained in the
Contractor and its amendments will prevail over the RFP, and the RFP will
prevail over the responses to the RFP.
EE.

Dispute Resolution.

i. Resolution by Executives. All disputes will first be
submitted for resolution to a top executive of each Party. Each such executive
shall have authority to bind the Party in all matters in connection herewith.
Within thirty (30) days of such submission, the executives will meet to resolve
the dispute and may decide to hear additional arguments that a party may
wish to make in connection therewith. If the executives reach agreement on
the disposition of the dispute, they will promptly issue their joint written
decision resolving the dispute. Any dispute dealt with in this manner will be
considered conclusively resolved and may not be the subject of any arbitration
or litigation between the Parties. Any dispute that cannot be promptly decided
in this manner by the executives may be taken by the aggrieved party to
arbitration as described below.
FF. Arbitration. Any dispute or claim arising out of or relating to
this Agreement not resolved as described in subparagraph (17.6.1.) will be
settled by one (1) arbitrator.
The arbitrator will be independent and
knowledgeable with respect to contracts of this kind. If practicable, the
arbitrator will be agreed upon by the Parties, or will be appointed by agreement
of the Parties from a list of no more than three (3) persons, but if the Parties
are unable to agree on an arbitrator within ten (10) days from the date on
which either Party requests the appointment of an arbitrator, either Party may
request the American Arbitration Association to appoint such person as soon
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as practicable. The arbitration will take place in a place that is mutually
agreeable by both Parties. Each of the Parties will cooperate with the arbitrator
and will provide the arbitrator with all information in their possession or under
their control necessary or relevant to the matter being determined. The Parties
will use their reasonable efforts to cause any arbitration hearing that may be
held hereunder to be completed as soon as practicable. The arbitrator will be
required to make his award as soon as practicable after the conclusion of the
arbitration hearing. The award will be in writing, including the grounds on
which the arbitrator based the award. Judgment upon an award, including
any interim award, rendered by the arbitrator may be entered in any Court
having jurisdiction thereof. The arbitrator may determine all questions of law
and jurisdiction including questions as to whether the dispute is arbitratable,
and has the right to grant permanent and interim damages or injunctive relief,
and will have the discretion to award costs including reasonable legal fees,
interest and costs of the arbitration.
GG. Waiver. The waiver of any breach of any term or condition
in this Contract shall not be deemed a waiver of any prior or subsequent
breach. Failure to object to a breach shall not constitute a waiver.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Professional Services Contract between the State of Wyoming, Department of Correction sand
Inmate Calling Solutions
Page 14 of 15

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9.
Simatures. The parties to this Contract, either personally or
through their duly authorized representatives, have executed this Contract on
the dates set out below, and certify that they have read, understood, and
agreed to the terms and conditions of this Contract.
This Contract is not binding on either party until approved by the
Procurement Services Division of the Department of Administration and
Information and the Governor of the State of Wyoming or his designee, if
required by Wyo. Stat. § 9-2-1016(b)(iv).
The effective date of this Contract is the date of the signature last
affIxed to this page.

STATE OF WY"G. DfAR.TMENT OF CORRECTIONS:. .

/\0

/Jlv'l;

{; -(/-0'[5

Robert O. Lampert, Director

Date

CONTRACTOR:

/
~~~~
Ken Dawson, President

( Date

ATTORNEY GENERAL'S OFFICE APPROVAL AS TO FORM:

Cara Boyle Cha:{Ilbeis, Assistant Attorney General
!

Date

I
\...~..'

Professional Services Contract between the State of Wyoming, Department of Correction sand
Inmate Calling Solutions
Page 15 of 15

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ATTACHMENT A

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CONTRACTOR RESPONSIBILITIES & INMATE TELEPHONE SYSTEM
FEATURES AND FUNCTIONALITIES

1.
General Requirements: The Contractor shall furnish, install and
maintain telephones for use by inmates at the Facilities listed in Attachment
B operated by WDOC. Contractor shall provide all telephone services to the
inmates utilizing Contractor's Inmate Telephone System ("ITS") in accordance
with those requirements and provisions set forth in this section.
A.
Contractor shall notify WDOC of any new software upgrades
within thirty (30) days of the introduction of the new software into the market
by Contractor. Contractor shall notify WDOC and upgrade the ITS with new
software versions and new hardware developments at no cost to WDOC.
Following a software upgrade, Contractor must provide WDOC with a list of
enhancements, featuresJfunctionalities resulting of the upgrade. In addition,
Contractor must advise WDOC of any interruption in inmate telephone service
that is anticipated for the completion of the upgrade.

B.
Contractor shall comply with all applicable laws, rules,
regulations, and orders of any authorized agency, commission, unit of the
federal government, state, county, or municipal government at no cost to
WDOC. The Contractor shall be authorized by the appropriate governing body
and/ or regulatory agency to be an Inmate Telephone Service Provider.
2.
Security: All Contractor employees shall obtain, at Contractor's
cost, the appropriate personnel background security clearances prior to arrival
at the Facilities. All Contactor employees will comply with WDOC's policies and
procedures. Entry to the Facilities is subject to the approval of the WDOC's
onsite Facility Administrator, Warden or Security Manager.
3.
Single Point of Contact: Contractor shall appoint an Account
Executive ("AE") who will act as a single point of contact for all inmate
telephone-related activities, inquiries, service requests and issues. Contractor
will provide a toll-free telephone number for inmate telephone service issues.
Contractor shall also provide a fax number and an Internet email address.
4.

Ongoing Installations:

A.
For each installation, the Contractor shall
implementation plan that shall include an installation schedule.
installations must be completed within forty - five (45) days of the
awards the Facilities to the Contractor. This implementation plan
a part of the Contract and must be followed.

Attachment A: Inmate Calling Solutions
Page 1 of 16

submit an
Any initial
date WDOC
will become

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The Contractor agrees that if any cabling work is required as
part of any installation, all new cables shall be used and marked clearly and
legibly at both ends, and must meet all applicable EIA/TIA wiring standards for
commercial buildings.
F.

The Contractor shall install additional telephones, wiring
and monitoring and recording equipment as needed at no cost to WDOC. This
includes expansion to the existing Facilities and any newly constructed
Facilities. This shall be done throughout the Contract term and all subsequent
renewal terms.
G.

The Contractor shall provide and install adequate surge and
lightening protection equipment on all lines used for the ITS.
H.

J.
The Contractor shall clean up and remove all debris and
packaging material resulting from any work performed at the Facilities.

K.
The Contractor shall restore to original condition any
damage to WDOC's property caused by maintenance or installation personnel
associated with Contractor, including repairs to walls, ceilings, etc.
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Upon completion of initial installation and ongoing
installations, Contractor must provide WDOC with a list of telephone numbers,
serial numbers, and locations of each unit.
M.

5.
Station Equipment Specifications: The ITS shall be capable of
providing all operational features and system requirements applicable to all
calls placed through the system, including local, long distance, and
international calling.
A.
Each call, having been identified as being placed through
Contractor's ITS, shall be delivered to the called party as either a collect, debit
- if the debit application is in effect and chosen as the means to place the call,
or pre-paid call.

B.
Telephone station equipment shall be powered by the
telephone line and require no additional power source. A power source will be
available at the demarcation location.

c.
Contractor shall install, at minimum, one (1) inmate
telephone for every ten (10) inmates in a day room or dormitory environment.
Contractor must agree to install and maintain the quantity of telephones
required by WDOC as detailed in Attachment B. Also, Contractor shall provide
each Facility with a minimum of 10% onsite- inventory to allow for simple
replacement of inmate telephone parts by the Facility personnel. Contractor
shall be responsible for ensuring the on-site inventory is replenished, at a
minimum, on a monthly basis. Pick-up and shipment of inmate telephone
inventory shall be accomplished at no cost to WDOC.
D.
The ITS shall comply with all Federal Communication
and/ or Utility Commissions regulations. The ITS and telephone stations shall
be sturdy, non-coin, vandal resistant and steel armored composed of durable,
tamper-free equipment suitable for a detention environment. The equipment
must contain no removable parts.

Contractor shall provide a sufficient number of telephone
lines to the ITS to prevent inmates from receiving busy signals more than 0.5%
of the time.
E.

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twenty (20%) percent of the telephone sets must be of the "amplified" or volume
controlled sort. Contractor shall accept WDOC's decision regarding whether
the reception quality meets industry quality standards.
G.
Call acceptance by the called party shall be accomplished for
all collect, debit, and pre-paid calls through caller confirmation (positive
acceptance). Voice recognition is not an acceptable method for positive call
acceptance. The ITS shall be able to recognize and distinguish standard or
irregular busy signals, standard or irregular ringing signals, answering
machines, cellular telephones, pagers, operator intercepts, quick disconnects,
chain dialing, no voice from called party, etc.
H.
The ITS shall monitor the switch hook of the inmate
telephones and if the switch hook is depressed at any time, the call will be
disconnected or an internal dial tone should be activated to prevent fraud.
Contractor must assume all responsibility for fraud.
I.
During the call set up process, the ITS shall provide a prerecorded announcement identifying that the call is coming from a specific
inmate located at the Facilities. All collect calls must be clearly identified as a
collect call to the called party. This recording must be heard by the called
party and be free of any toll charges. The announcement shall also include:
"This call may be monitored and recorded."
J.
The ITS shall process calls on a selective bilingual basis:
English and Spanish. The inmate must be able to select the preferred language
utilizing a simple code. The called party must also be able to select the
preferred language for call prompts. Written dialing instructions in both
English and Spanish must be permanently and prominently displayed on each
inmate telephone.
K.
Contractor shall subscribe to the Local Exchange Carrier
Line Information Screening Data Base (LIDB). Contractor shall query this
database for each inmate call and process only those calls which do not have
Billed Number Screening (BNS). Contractor must assume all responsibilities
for the cost and the accuracy of validation.
L.
The ITS shall provide a recording back to the inmate which
details why a call was not completed.
M.
The ITS shall have the capability to provide free calling to
selected local numbers as determined by WDOC.

N.
The ITS shall have the capability to program a specific speed
dial codes to selected numbers as determined by WDOC.

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o.
Contractor shall provide WDOC with its SourceCheck 411
technology at each workstation. The call detail records shall be able to display
the reverse directory information for the specified called number to include, at
a minimum, the called party's billing name and address. The database shall be
accessed via a secure link to the internet and shall be constantly updated. The
subscription to the SourceCheck technology shall be provided to the WDOC
and Facilities at no charge and shall be available at every workstation and any
remote monitoring stations.
P.
The Contractor must notify each Facility or the WDOC's
Designated Agent any time a technician will require entry to any of the
Facilities.

Q.
The ITS shall, upon request by WDOC, provide specific
information for tracking inmate calling activities and calling patterns by
individual telephone numbers. The following reports shall be available for
monitoring and billing purposes:

i.
Monitoring reports that can be provided or sorted by
any or all of the following criteria:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
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Daily statistical reports;
Facilities name;
Originating number;
Terminating number;
Date of call;
Time of day;
Inmate name;
Length of call;
Type of call - local, intralata etc;
Method of payment - collect, debit or pre-paid
Line or Trunk group and trunk number call route;
Location of station originating the call;
Cost of the call;
Call Acceptance code/Method of call acceptance;
Call Termination code / Method of call termination;
PIN number;
Frequently called numbers (for all numbers called
more than 5 times in one day);
Calls from a specific inmate telephone station ID or
group of station IDs;
Common numbers called (for all numbers called by
more than one inmate);
Blocked numbers report; and
Three way call attempt reports

Attachment A: Inmate Calling Solutions
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•
I

ii.
Billing reports that can be provided or sorted by any or
all of the following criteria:
•
•
•
•
•
•
•
•
•
•
•
•
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Call detail report;
Amount charged per call;
Gross charges billed;
Daily statistics;
Monthly statistics;
Called party/number accepting report;
Fraud/velocity report;
Separate facility totals and statistics;
All facility totals and statistics;
Total calls;
Calls by date;
Time of day; and
Length of a call

R.
The ITS shall provide system administrators with the
capability to print reports directly from the search screen. After selecting the
required parameters, the ITS shall have the capability to provide a return list of
calls matching the criteria which can be printed in a report format. The ITS
shall also have the capability to produce call count reports, and daily reports
as well as frequency reports based on any of the criteria detailed above or any
parameters as defined by the WDOC.

s.
Security shall be maintained by a multi-level password
system based on user access requirements. The ITS shall allow users to be
assigned pre-set security levels, or allow the flexibility to assign individual
access permissions based upon specific job requirements. These permissions
shall include, but not be limited to, access to inmate accounts, monitoring, call
searching, etc. Those users with the administrator level password must have
the ability to set user access parameters for other users according to security
requirements.
T.
The ITS must include a user log. Only those users with
administrator level access should be able to review the user log. The log must
include user access to the system, the time and date of each access, and the
action taken during the user access.
U.
The ITS shall also provide the ability to customize reports in
a form mutually agreed upon by WDOC and its Designated Agent and
Con tractor.

The call detail records shall be stored in a minimum of three
(3) locations to avoid any possibility of call detail records being lost.

Attachment A: Inmate Calling Solutions
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The ITS shall store all call detail records, including all
attempts and completed calls at the each Facilities for the life of the Contract.
WDOC shall have access to all call detail records for any of the Facilities from
the central office in Cheyenne, WY via remote access.
W.

X.
The Contractor shall have the ability to perform remote
diagnostics to the ITS to determine if a problem is with the telephone unit or
with the telephone line.

The ITS shall be TCP lIP compatible and allow multiple
operators simultaneous access while maintaining adequate security to prevent
unauthorized use and access.
Y.

AA. The ITS must offer the called party an option to receive a rate
quote during the call set-up process for every call type.

BB. Contractor shall have the capability to establish an
"informant" line. Calls to the "informant" line shall be free and shall be routed
to a destination designated by WDOC. If so requested by WDOC, the
destination for the "informant" line may be an automated voicemail box.
CC. Pro bono calls to Consulates of all countries are required for
ICE detainees and shall be provided at no cost to WDOC.

Security Features:
A.

The ITS shall prohibit direct-dialed calls of any type.

The ITS shall prohibit access to "411" information service.

The ITS shall prohibit access to 800 and 900 type services.

D.
The ITS shall prohibit access to multiple long distance
carriers via 950, 800, and 10 10-XXX numbers.
E.
The ITS must be able to shut down quickly and selectively.
WDOC must be able to shut down the ITS by cut-off switches at several
locations including, but not limited to:
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At demarcation location - total facility telephones;

ii.

By central control center - select telephones; and

iii.

By select housing units - control center.

H.
The ITS, upon detection of a three-way call, shall have the
capability to flag the call as a three-way call and in addition, the ITS shall have
the capability to terminate the call immediately. Contractor shall keep WDOC
updated on its progress in enhancing that ITS three-way detection and
termination technology.
I.

The ITS shall have the ability of answer detection.

The ITS shall incorporate keyword search technology.

K.
The ITS shall have a fraud prevention feature. This feature
will randomly interject pre-recorded announcements throughout the duration
of the conversation to the called party indicating the source of the call. The
inmate must not be able to interfere with these announcements.

L.
The ITS shall be capable of denying certain telephone
numbers from inmate dialing.
The inmate's call shall be muted until the called party has
positively accepted the collect, debit or pre-paid call.
M.

N.
The ITS shall be capable of limiting the length of a call,
providing the dial tone at certain times of the day and allowing a maximum
number of minutes per inmate, per month.

o.
In all circumstances, the ITS shall limit the inmate to a
single call request. The ITS shall always require the inmate to disconnect and
initiate another call.
P.
ITS shall have the capability to detect and terminate Remote
Call Forwarding calls whenever Contractor develops such technology.
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Personal Identification Number (PIN) Application:

A.
The PIN application shall work with the ITS using all of the
features described herein.
B.
The ITS shall have the capability to provide collect, debit,
and pre-paid station-to-station calling utilizing a PIN.
C.
The ITS shall be capable of providing Allow Lists (PANs)
associated with each PIN. The PANs shall store a set quantity of allowed
telephone numbers for each inmate. Attorney numbers included on inmate
PANs shall be marked as "do not record."
D.
Contract shall be responsible for transferring the PIN and
PAN information stored in the inmate telephone system currently being used at
the Facilities at no cost to WDOC.
E.
The ITS shall be capable, upon request by WDOC, to provide
specific information for tracking inmate calling activities and calling patterns
by individual telephone numbers. The following reports shall be available for
monitoring purposes:
i.

ii.

Authorized Call Lists by PIN or identifying number and
Calls by PIN or other identifying number.

F.
The ITS shall have the capability to generate PINs for
inmates through the inmate telephones using the inmate number, Book IN
number, random number generated by the ITS, or some number unique to the
inmate.
G.
The ITS shall have the capability to interface with the
WDOC's booking system in accordance with Contractor's standard file transfer
formats so that the inmate PIN can be automatically transferred to the ITS. If
the automated method is selected by the WDOC, the Facilities shall not be
responsible for entering PIN numbers into the ITS when new inmates are
booked.
H.
The PINs and PANs shall be stored in a database that is
accessible to designated users, depending upon the user's password level. The
ITS shall display if a phone number entered is an active entry for any other
inmates.
I.
The ITS shall include, at a minimum, an alert system that
will detect and prohibit an attempted call made to a restricted number, an

Attachment A: Inmate Calling Solutions
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attempted call using a restricted PIN, or an attempted call made from a
restricted telephone.
J.
The ITS shall store inmate information in a central storage
location so inmate information is available to any of the Facilities without
WDOC administrative staff being required to re-enter inmate information.

K.
Once an inmate is activated in the ITS, the inmate shall be
allowed to complete calls from any Facility listed in Attachment B without any
additional administrative work from the WDOC personnel at any Facility.
However, a PIN shall not be allowed to be used at two different Facilities on the
same day.

PAN lists shall be stored in a central location so the PAN
information does not have to be transferred by the administrative staff of any
WDOC facility. The ITS shall display a date/time stamp for the last
modification on an inmate's PAN.
L.

Monitoring and Recording Requirements:

A.
The ITS shall be capable of providing station equipment
monitoring and recording.

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E.
The ITS shall utilize current technology in hardware,
specifically hard disk drive arrays for long and short term storage. These arrays
shall be configured for maximum performance.
F.
The ITS shall utilize self - contained, internal data storage.
All call recordings shall be stored online for the life of the Contract and
then shall be stored omine indefinitely. All call detail records shall be
collected and stored real time at a central, secure location and at an off-site
backup.
G.
Offline storage shall not utilize any type of tape or tape
cartridge. Offline storage shall be readily accessible and shall not require
WDOC to load or change out any media.

H.
The ITS shall be capable of permitting full monitoring and
recording of all calls from any telephone within the Facilities unless there are
restrictions that prohibit the recording and monitoring of certain calls such as
attorney-client restrictions. The ITS shall have the capability to exclude
recording of those calls.

ITS shall be capable of attaching a note document to any call
record to include information such as case number or other investigative data.
This note shall be a permanent part of the call record and shall have the
capability to be saved to disk. The ITS shall have the capability to save all
notes in word processing programs as Microsoft Word with the original
formatting. Additionally, the ITS shall have the capability to conduct searches
on the information contained within the notes i.e. case number, inmate name
etc.
I.

J.
The ITS shall record the method in which the call was
accepted or denied. Further, the ITS shall record the method in which the call
was terminated. This information shall be contained within the call detail
records (CDR) and shall be included in call detail reports.
K.
The ITS shall be capable of showing real time call activity
(Live Monitoring) on each workstation or remote access computer. This activity
shall be detailed by the call date, call start time, inmate IDjPIN, originating
telephone station, called number and length of call.
L.
The ITS shall allow administrators to search for calls
completed and recorded during a specific time period, originating telephone
station number, called number, calls with pre-defined "keywords", or calls
made by phones assigned to a certain group. Playback of online recorded calls
from remote access locations shall commence within ten (10) seconds of
selection by the operator. Playback of online recorded calls shall not require

Attachment A: Inmate Calling Solutions
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any media change. Offline records should be accessible in a rapid manner and
shall not require the ITS equipment to play the calls back.
The ITS shall allow the manual set up of the monitoring and
recording connection on an as-needed basis on any of the workstations
provided by the Contractor located at the Facilities. The ITS shall have the
capability to select a particular telephone number for recording or monitoring
while a call is in progress.
M.

N.
The ITS shall have the capability of automatically calling and
alerting investigators and offering live monitoring of calls. The recording system
shall allow for live monitoring of calls in real time, without any interference to
existing recording operation. This feature should be available locally over the
workstation speakers, as well as remotely to a telephone number specifically
designated by the system administrator. Additionally, the WDOC shall have the
capability, while monitoring, to terminate the call from the phone keypad.
Monitoring shall not be detectable by the inmate or the called party and the ITS
should be able to allow multiple endpoints to monitor ongoing conversations.

o.
All recordings for each Facility shall be available online via
the ITS workstation interface so that system-wide investigations may be
performed from a central location at any WDOC Facility and the WDOC central
office. This process shall not require more than one login by an authorized
user.
P.
The ITS shall allow an administrator to designate "Hot" PINs
or "Hot" destination numbers. When the ITS detects that a call is being made
using any of the preprogrammed Hot PINs or Hot destination numbers the ITS
shall automatically call certain destination numbers designated by the WDOC.
The ITS shall allow system administrators to add or remove destination
numbers from the hot list table. These designated numbers should include any
standard phone number, cell phone and/ or pager. When WDOC personnel
receive an alert call from the system, the ITS shall promptly notify the recipient
of the alert and the recipient will be instructed to enter a security code which
will immediately enable the user to monitor the live call in progress. The
recipient should be undetected by the inmate or called party; however WDOC
should have the capability to disconnect the call or cut into the call and talk to
each party. Alerts to pagers must include information including number being
dialed, PIN used, etc. The ITS shall allow the chain of three (3) numbers to be
called in sequential form to alert Facility personnel.
Q.
The ITS shall provide for simultaneous playback of recorded
calls and continuous recording of live conversations. It is mandatory that the
playback of any selected channel shall be accomplished while continuing to
record all input channels. The recording system must provide the Facility
personnel the ability to search for recorded calls by individual PIN, specific date
Attachment A: Inmate Calling Solutions
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and time criteria, individual destination numbers, individual inmate
telephones, or a group of inmate telephones. The system shall provide a
playback history list of all recorded call(s) to determine every user that has
listened to the recorded call.
R.
The ITS shall provide for continuous online diagnostics and
continuous supervision, as well as local remote offline system control access
for advanced programming and diagnostics. Access to the built-in advanced
diagnostics and program control shall be accessible via modem by service
center personnel and shall provide failure reports, service history and other
diagnostics.

s.
The ITS shall have the capability to copy the conversations
onto a compact disc (CD), DVD, email or other electronic medium for transport
and replay on any computer with audio capabilities. The storage device shall
be provided by the Contractor and be located in the area designated by WDOC.
The storage device shall produce transfer recordings with virtually no loss in
quality and shall be capable of placing an audio time and date stamp within
the recording. The storage device shall have a monitor amplifier and speaker
so that the Investigator may confirm accurate transfers of the recorded
information.
T.
Time and date entries for each recorded conversation shall
be displayed on a per channel basis. The ITS shall display all conversations in
chronological order to facilitate research and playback.
U.
Contractor shall provide WDOC with a number of
workstations as specified in Attachment B, working real-time with the ITS for
such monitoring, recording, and reporting. Each workstation shall include a
CD/DVD burner.

v.
The Contractor shall provide an uninterrupted power supply
source to ensure there is no loss of recordings or real time call data in the
event of a power failure.
w.

Conversations shall be recorded on visitation phones for the
facilities shown on Attachment B.

9.
Pre-Paid and/or Debit Application: WDOC may implement a
pre-paid card and/ or debit application at the Facilities. At the time when
WDOC chooses to implement such an application, the application must
include, but not be limited to, the following:
A.
ITS provided.

The pre-paid and/ or debit application shall work with the

Attachment A: Inmate Calling Solutions
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B.
The debit program shall interface with the current Cashless
Systems (Cactas) software for ease of transfer of money from the commissary
account to the inmate ITS account.

c.
The pre-paid and/ or debit applications shall allow for prepayment to a specific inmate's account by an inmate or a member of inmate's
allowed calling list.
D.
The ITS shall provide the inmate with the balance of their
pre-paid and/ or debit account at the time of each call.
E.
The pre-paid and/ or debit application shall allow
international calls.
F.
The pre-paid and/ or debit application shall have the
capability to terminate an account and refund income to the inmate or
participant on the inmate's allowed calling list.

The pre-paid and/ or debit calling rates may be lower than
the collect calling rates as detailed in Attachment B.
G.

10.

Training:

A.
Contractor shall provide training to WDOC's staff at the
location where the equipment is installed. Additional training may be
requested by WDOC at any time during this Contract and the additional
training shall be provided at no cost to WDOC. Training manuals shall be
provided at no cost to WDOC's staff at all training meetings. The training
manuals will become the property of WDOC.

B.
Informational pamphlets shall be available for inmates
relative to the applicable features and functionalities of the ITS, when
requested by WDOC.

The Contractor's training manual shall include, but not be

limited to:

A description of the SourceCheck 411 technology;

ii.

A description of the process for accessing all call

recordings;

iii.

The process for creating, exporting and transferring

case files;

Attachment A: Inmate Calling Solutions
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iv.
Information on the type of media player required to
playback call recordings; and

v.
User security levels available, as well as the permitted
tasks for each security level.
11.

Transition:

A.
At the expiration, termination, or cancellation of this
Contract, Contractor shall cooperate and work with WDOC, its Designated
Agent, and the new Contractor to ensure an orderly transfer of responsibility
and/ or the continuity of the services and responsibilities, under the terms of
this Contract, to an organization designated by WDOC.
B.
Upon expiration, termination, or cancellation of the
Agreement, Contractor shall cooperate in an orderly transfer of responsibility
and/ or the continuity of the services required under the terms of the
Agreement to an organization designated by WDOC. Contractor shall provide
and/ or perform any or all of the following responsibilities:

i.
Contractor acknowledges that the call records, call
recordings, documentation, reports, data, etc., contained in the ITS are the
property ofWDOC. Contractor agrees that one (1) workstation shall become
the property of WDOC at the expiration, cancellation, or termination of this
Agreement so that WDOC will have access to all call records, documentation,
reports, data, etc. that are contained in the inmate telephone system.
ii.
Contractor shall discontinue providing service or
accepting new assignments under the terms of the Agreement, on the date
specified by WDOC. Contractor agrees to continue providing all of the services
in accordance with the terms and conditions, requirements and specifications
of the Contract for a period not to exceed ninety (90) calendar days after the
expiration, termination or cancellation date. Commissions are applicable to
any and all calls handled by Contractor and will be due and payable by
Contractor to WDOC as described in Section 4, A of the Contract and shall be
payable as described in Section 4, D of this Contract.

All inside wiring shall become the property of WDOC at the
conclusion of the Contract. Contractor agrees to remove its equipment at the
conclusion of the Contract in a manner that will allow the reuse of the wire
distribution and following the installation of the new provider's system in order
to ensure a smooth transition.

Attachment A: Inmate Calling Solutions
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12.

Maintenance:

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A.
The Contractor shall provide the necessary labor, parts,
materials, and transportation to maintain all proposed telephones in good
working order and in compliance with the equipment manufacturer's
specifications throughout the life of the Agreement. No charge shall be made to
WDOC for maintenance of the ITS.
B.
The Contractor will be responsible for supplying all
CDs/DVDs for the storage of call recording at no cost to WDOC and for the life
of the Contract.

The Contractor shall maintain all cable related to the ITS,
whether reused or newly installed.
D.
The Contractor shall respond to repair requests from WDOC
or its Designated Agent by arriving at the site promptly after reasonable notice
has been given on a twenty-four (24) hours a day, seven (7) days a week basis,
365 days a year.

Repairs or replacements shall be started by a qualified
technician within four (4) hours following notification of a service request or ITS
failure. The Contractor must exhibit to WDOC a best effort approach to
completion of the repairs or replacement during the first twenty-four (24) hours
following notification of a problem. WDOC shall be notified of progress and or
delays in progress until there is resolution of the problem.
E.

F.
WDOC may cancel the Contract with Contractor if
Contractor has not cured a service problem within ten (10) days of the
Contractor receiving notice of the problem from WDOC or its Designated Agent.
A complete list of contractors/ subcontractors, managers,
administrators, technicians, etc. must be provided to WDOC. This includes a
complete list of business, cellular and beeper numbers; the Contractor's
management home and emergency telephone numbers must also be furnished.
G.

Either party shall report to the other party any misuse,
destruction, damage, vandalism, liability, etc. to the ITS. Contractor will
assume liability for any and all such damages. In addition, Contractor shall
ensure that all inmate telephones are operable and maintained at an
acceptable level.
H.

All issues surrounding the ITS service shall be reported by
Contractor to WDOC or its Designated Agent promptly.
I.

Attachment A: Inmate Calling Solutions
Page 16 of 16

•
ATTACHMENT B

•

Facility Names and Address:

Wyoming State Penitentiary
2900 South Higley Blvd,
Rawlins, Wyoming 82301
Wyoming Honor Farm
40 Honor Farm Road,
Riverton, Wyoming 82501
Wyoming Honor Conservation Camp
40 Pippin Road,
Newcastle, Wyoming 82701
Wyoming Women's Center
1000 W. Griffith Blvd,
Lusk Wyoming 82225
Wyoming Medium Correctional Institution
7076 Road 55F
Torrington, Wyoming 82240
Inmate Telephones Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Inmate Telephones Required
52 + 12 after expansion
16
11- Forestry, 4- Boot Camp +5 for new
housing unit
33
To Be Determined

Lobby Telephones Required

Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Lobby Telephones Required
2
1
1
1
To Be Determined

Attachment B: Inmate Calling Solutions
Page 1 of2

•
Workstations Required

Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

•

Number of Workstations Required
6
2
2
2
To Be Determined

Portable Phones Required

Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Number of Portable Phones Required
3
0
0
0
To Be Determined

Visitation Phones - Monitoring and Recording Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Visitation Phones Monitoring and
Recording Required
Yes
No
No
Yes
To Be Determined

Calling Rates
CALL TYPE

Local
Intralata/ Intrastate
In terlata / In trastate
InterlataVInterstate

COLLECT
Surcharge
First
Minute
$1.49
$0.00
$1.17
$0.17
$1.17
$0.17
$3.55
$0.62

Add'l
Minute
$0.00
$0.17
$0.17
$0.62

PRE-PAID COLLECT
Add'l
First
Surcharge
Minute Minute
$1.24
$0.00
$0.00
$0.14
$0.14
$0.98
$0.14
$0.98
$0.14
$0.52
$2.96
$0.52

Attachment B: Inmate Calling Solutions
Page 2 of2

Surcharge
$1.19
$0.94
$0.94
$2.84

DEBIT
First
Minute
$0.00
$0.13
$0.13
$0.50

Add'l
Minute
$0.00
$0.13
$0.13
$0.50

Page 1 ofl

WYOMING

WDOC Form #105

DEPARTMENT OF
CORRECTIONS

Contract Control Sheet

Last

01106109

PARTIES: WDOC & Inmate Calling Solutions

~ Contract

o AWEC

o MOUIIAA

Contract Manager: Jeffie Wiggins

CENTRAL SERVICES REVIEW
Dare: _____________
Dare: _____________

Administrator:
Fiscal Manager:
Purchasing Manaaer:

Date:
BASE CONTRACT

Dates:

7/112010

6/30/2012

Amount: $ Revenue

otaOlt.?W

Administrator Approval: Jeffie Wiggins
Budget Unit:

Purpose: Grant contractor the right to install and operate inmate telephones and equipment.
AMENDMENT #1
Dates:

Administrator Approval:

Amount: $

Budget Unit:

Purpose:
AMENDMENT #2
Dates:

Administrator Approval:

Amount: $

Budget Unit:

Purpose:
DISTRIBUTION
RQS

MSA
Recipient:

Purchasing
Contract Manager
Contractor
A&I Procurement
Other
Other
Notes:

MSC
Namellnitials:

fte.ll.4L.'1.. I

.J~

Date:

tmrto
(, r/..;.~ I,l)
I

PROFESSIONAL SERVICES CONTRACT BETWEEN
THE STATE OF WYOMING, DEPARTMENT OF CORRECTIONS
AND INMATE CALLING SOLUTIONS, LLC DBA ICSOLUTIONS

1.
Parties. The parties to this Contract are the State of Wyoming,
Department of Corrections (hereinafter referred to as "WDOC"), whose address
is 1934 Wyott Drive, Suite 100, Cheyenne, Wyoming 82002, and Inmate
Calling Solutions, DBA ICSolutions (hereinafter referred to as "Contractor")'
whose address is 2200 Danbury, San Antonio, TX 78127.

2.
Purpose of Contract. The purpose of this Contract is for WDOC
to grant Contractor the exclusive right and privilege to install and operate
prison inmate telephones and related telephone equipment at WDOC's
Facilities as detailed in Attachment B (hereinafter referred to as "Facilities")
which is attached hereto and incorporated herein. Contractor shall, at no cost
to WDOC, provide all inside wiring for the inmate telephones, install the inmate
telephones, and the related hardware and software / firmware specifically
identified herein, to enable inmates at the Facilities to make auto-collect local
and long distance calls, debit local, long distance and international calls,
and/ or pre-paid local, long distance and international calls from the Facilities
pursuant to the terms set forth herein.
3.
Term of Contract and Required Approvals. This Contract is
effective when all parties have executed it and all required approvals have been
granted (Effective Date). The term of the Contract is from the Effective Date
through June 30, 2012. All services shall be completed during this term. This
contract may be renewed by the mutual agreement of the parties in writing and
subject to the required approvals. There is no right or expectation of renewal
and any renewal will be determined at the discretion of WDOC.
A.
By law, contracts for professional or other services must be
approved by the Attorney General and A&I Procurement, Wyo. Stat. § 9-1403(b)(v), and all contracts for services costing over one thousand, five hundred
dollars ($1,500.00) must be approved by the Governor or his designee as well,
Wyo. Stat. § 9-2-1016(b)(iv).

Payment
A.

Collect, Debit and Pre-Paid.

i.
Contractor shall pay WDOC fifty one and a half
percent (51.5%) commission based on the Gross Revenue generated by and
through the ITS including, but not limited to, completed collect, debit and prepaid inmate calls completed from the inmate telephone equipment located at
the Facilities. Any additional fees or charges, other than government-imposed
taxes and charges (including, without limitation, state and federal taxes, USF,
telephone relay service fees and utility commission regulatory fees, collectively
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 1 of14

"Government Fees"), placed on the called party's telephone bill must be
approved by the WDOC prior to implementation. Any charges/fees added to
the called party's bill without the express written consent of WDOC shall carry
a fine of three hundred dollars ($300.00) per day from the date the additional
charges/fees were first added through the date the charges/fees were
discontinued. Additionally, Contractor shall refund each called party for the
unapproved charges/fees from the date of the charges/fees were implemented
until the date the charges/fees were discontinued. Should WDOC approve the
charges/fees, such additional fees and/or charges shall be commissioned at
the commission rate stated in Section 4.A. and shall follow Section 4.D.
requirements of this Contract. Gross Revenue includes, but is not limited to,
all Local: Intralata/Intrastate: Interlata/Intrastate; Interlata/Interstate; and
International revenues and any and all additional charges and fees generated
by the completion of all collect, debit, and pre-paid calls from Contractor's
inmate telephones. Pre-paid calls include, but are not limited to, those calls
completed by using a pre-paid card as well as all calls which have been prepaid by any person or entity and by any method of payment.
ii.
Contractor shall pay commission on the Gross
Revenues before any deductions are made for un-billable calls, bad debt,
uncollectible calls, fraudulent calls, LEC adjustments, or any other Contractor
expenses.
111.
A collect call is deemed to be complete and
commission due when the called party accepts the call regardless if Contractor
can bill or collect the revenue on the call. A debit or pre-paid call is deemed to
be complete and commission due when a connection is made between the
inmate and the called party, whether such connection be established by
positive acceptance or by live or automated machine pick-up.
Calls to
telephone numbers that appear on the free call list supplied by WDOC shall
not generate revenue for Contractor and shall not be commissionable to
WDOC. Only those numbers designated by WDOC on the free call list shall be
marked as "Free" in the ITS.

iv.
For the purposes of this paragraph, the term debit
refers to a paperless, commissary-based program, not debit cards. Contractor
shall commission at one hundred (100%) percent, the first fifty thousand
dollars ($50,000.00) of debit Local, Intralata/Intrastate, Interlata/Intrastate,
Interlata/Interstate and International calls at no cost to WDOC as soon as this
facility is opened. Each WDOC Facility shall receive, ten thousand dollars
($10,000.00) each, of debit, which is included in the overall fifty thousand
dollars ($50,000.00). Any debit revenue generated in excess of the first fifty
thousand dollars ($50,000.00) shall be commissioned to WDOC at the
commission rate specified in Paragraph i, Section 4, A.
v.
On the fifth (5 th) day following the month of traffic
Contractor will invoice the Facilities, or WDOC's designated agent, for the total
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 2 of 14

amount of debit usage less any credits issued. The total debit usage invoice
shall be paid by the Facilities, or WDOC's designated agent, to Contractor
within forty-five (45) days, following the month of traffic. If an invoice is not
paid by WDOC in such time frame , Contractor may deduct past due amounts
from commissions otherwise due to WDOC hereunder. Contractor will be
responsible for issuing the debit commission to WDOC as outlined Section D
below and at the commission rate specified in Paragraph i, Section 4, A.
B.
Lobby Payphones. Contractor agrees to provide WDOC with
a total of five (5) lobby telephones for the Facilities. Each lobby telephone shall
allow free local calls and incoming calls. Each lobby telephone shall also allow
credit card, collect and toll-free calls.
C.

Calling Rates.

i. The Contractor shall submit a request in writing to
receive approval from WDOC for any rate increases and/ or decreases for
inmate telephone calls before new rates are implemented. WDOC will respond
in writing to Contractor's request. Should Contractor decrease the calling rates
without the express written approval of WDOC, the Contractor shall be
responsible for paying commissions on the Gross Revenue as determined by
applying the calling rates prior to the unapproved change. Should Contractor
increase the calling rates without the express written approval of WDOC,
Contractor must issue credits to all called parties that were overcharged and
provide WDOC with documentation that the credits were issued.
No
commission refund shall be due from WDOC to Contractor for unapproved rate
Increases.
ii. Calling rates shall be defined as the combined cost of
surcharges, any additional fees but expressly excluding any Government Fees
and the "Consumer Convenience Fees" set forth on Attachment B, and per
minute rates charged to the called party.
iii. Both parties have mutually agreed upon the rates for
inmate telephone calls, as detailed in Attachment B. Any and all charges and
fees, other than Government Fees, that will be assessed for all collect, debit
and pre-paid inmate telephone calls shall be shown in Attachment B.
iv. For the life of the Contract, any rate adjustments
requested by Contractor for inmate telephone calls must be requested by
Contractor in writing and approved by WDOC in writing, prior to
implemen tation.
v. Rate adjustments requested by WDOC will be
implemented by Contractor within four (4) days of said request, subject to
regulatory approval.
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 3 of14

Reporting and Issuing Payment.

i.
Contractor shall provide commission payments and
traffic reports to WDOC or its designated agent no later than the twenty-fifth
(25th) day of the month following the month of traffic. Commission payments
shall be sent via wire transfer and traffic detail reports shall be sent via
electronic format to WDOC or its designated agent.

ii.
Traffic detail reports shall include a detailed
breakdown of the traffic for each of the Facilities for all collect, debit and prepaid calls for each inmate telephone or inmate telephone station. Traffic detail
shall include, at a minimum, each of the following items for each inmate
telephone station broken down by collect, debit, and pre-paid call types: (a)
Facility Name; (b) Facility Identification Number; (c) Facility Street Address,
City, State, and Zip Code; (d) Automatic Number Identifier, or inmate telephone
or inmate telephone station number; (e) Total Gross Local Revenue and
Commission per Inmate Telephone or inmate telephone station; (f) Total Gross
Intralata/Intrastate Revenue and Commission per Inmate Telephone or Inmate
Telephone Station; (g) Total Gross Interlata/Intrastate Revenue and
Commission per Inmate Telephone or Inmate Telephone Station; (h) Total Gross
Interlata/Interstate Revenue and Commission per Inmate Telephone or Inmate
Telephone Station; (i) Total Gross International Revenue per Inmate Telephone
or Inmate Telephone Station; U) Commission Rate; (k) total Commission
Amount (including, but not limited to, Local, Intralata/Intrastate,
Interlata/Intrastate, and Interlata/Interstate); (1) Period Dates; (m) Total
Minutes of use per Inmate Telephone or inmate telephone station for each call
type; (n) Total Number of Calls per Inmate Telephone or inmate telephone
Station for each call type; (0) Total Debit Usage for each call type; (p) Total PrePaid Usage for each call type.
Monthly raw call detail records and billing files shall
be delivered to WDOC, and/ or it's designated agent, no later than the twentyfive (25 th ) day of the month following the month of traffic. Call detail records
and billing files received by WDOC shall include the following:
111.

a.
The billing files shall contain all fields in the
exact format and exact content as those files prepared and submitted for billing
to the called party. The billing files shall be accompanied by a complete file
map and complete field legend. Contractor shall make the complete file map
and complete field legend available to WDOC, and/ or its designated agent,
upon request from WDOC, and/ or its designated agent.

b.
The raw call detail records (CDRs) shall contain
all calls (both attempted and completed) which originated from the Facilities for
each day and time of the day for the period for which said raw CDRs are
requested. The raw CDRs shall contain the unedited data, including all fields
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 4 of14

and all field content. When requested, these records shall be accompanied by
a complete file map and complete file legend.

iv.
Commission discrepancies must be resolved by
Contractor within thirty (30) days of written notification of a discrepancy by
WDOC or its designated agent to Contractor or such discrepancy is subject to
late charges, as described below and/ or termination of the Contract at the sole
discretion of WDOC, and/ or any other legal course of action WDOC elects to
pursue.
E.
Payments and/ or traffic detail reports received by WDOC
after the due date will be subject to late charges. The due date for all payments
and reporting is the twenty fifth (25th) day of the month following the month of
traffic. Late charges for commission payments shall be equal to five percent
(5%) per month of the commission due. Late charges for traffic detail reporting
shall be a fee of $750.00 per month for each report not received by the twenty
fifth (25th) day of the month following the traffic month.
If both the
commission payment and reporting are not received by the due date, the larger
of the late charges will be imposed.
5.

Responsibilities of Contractor

A.
Contractor shall agree to all terms and conditions set forth
in this Contract, and Contractor shall agree to the specifications, including,
but not limited to, the features and functionalities of the Inmate Telephone
System (hereinafter referred to as "ITS") listed in Attachment A. If WDOC
designates an agent, Contractor shall follow WDOC's direction in working with
such designated agent.

Responsibilities of WDOC
A.

WDOC shall comply with the terms and conditions of this

Contract.
7.

Special Provisions

A.
Ethics. Contractor shall keep informed of and comply with
the Wyoming Ethics and Disclosure Act (Wyo. Stat. § 9-13-101, et seq.), and
any and all ethical standards governing Contractor's profession.
B.
Monitor Activities. WDOC shall have the right to monitor
all Contract related activities of the Contractor and all subcontractors. This
shall include, but not be limited to, the right to make site inspections at any
time, to bring experts and consultants on site to examine or evaluate completed
work or work in progress, and to observe all Contractor personnel in every
phase of performance of Contract related work.
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 5 of 14

•

C.
No Finder's Fees. No finder's fee, employment agency fee,
or other such fee related to the procurement of this Contract shall be paid by
either party.
8.

General Provisions

Audit/ Access to Records.

i.
WDOC and any of its representatives shall have access
to any books, documents, papers, and records of the Contractor which are
directly pertinent to this Contract. The Contractor shall, immediately upon
receiving written instruction from WDOC, provide to any independent auditor,
accountant, or accounting firm, all books, documents, papers and records of
Contractor which are pertinent to this Contract.
The Contractor shall
cooperate fully with any such independent auditor, accountant, or accounting
firm, during the entire course of any audit authorized by WDOC.
ii.
Contractor shall maintain accurate, complete and
auditable records fully reflecting the Gross Revenues from which commissions
can be determined, including all call detail, EMI billing records, pre-paid card
sales, debit purchases, refunds, credits, and commissioning reports during the
term of the Contract and for no less than two (2) years after the term of the
Contract covered thereby in accordance with generally accepted accounting
principles. Failure by Contractor to comply with this full audit rights provision
will be grounds for termination of the Contract at WDOC's sole discretion.
Professional Sen;ices Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 6 of 14

WDOC may also employ, at its cost and discretion, any
designated agent or subcontractor of its choosing in the performance of such
audits. If an audit reveals a shortage of more than three percent (3%) of a
year's commission or other monies due, then the Contractor shall pay WDOC's
reasonable cost of the audit and interest on any monies due WDOC at the rate
of one and one-half percent (1.5%) per month within thirty (30) days after
receipt of written notice for the same.
111.

E.
Availability of Funds. Each payment obligation of the
WDOC is conditioned upon the availability of government funds which are
appropriated or allocated for the payment of this obligation. If funds are not
allocated and available for the continuance of the services performed by the
Contractor, the Contract may be terminated by WDOC at the end of the period
for which the funds are available. WDOC shall notify the Contractor at the
earliest possible time of the services which will or may be affected by a shortage
of funds. No penalty shall accrue to WDOC in the event this provision is
exercised, and WDOC shall not be obligated or liable for any future payments
due or for any damages as a result of termination under this section. This
provision shall not be construed to permit WDOC to terminate this Contract to
acquire similar services from another party.
F.
Award of Related Contracts. WDOC may undertake or
award supplemental or successor contracts for work related to this Contract.
The Contractor shall cooperate fully with other contractors and WDOC in all
such cases.
G.
Certificate of Good Standing. Contractor shall provide
Certificate of Good Standing verifying compliance with the unemployment
insurance and workers' compensation programs prior to performing work
under this Contract.
H.
Compliance with Laws. The Contractor shall keep informed
of and comply with all applicable federal, state and local laws and regulations
in the performance of this Contract.
I.
Confidentiality of Information.
All documents, data
compilations, reports, computer programs, photographs, and any other work
provided to or produced by the Contractor in the performance of this Contract
shall be kept confidential by the Contractor unless written permission is
granted by WDOC for its release.
J.
Entirety of Contract. This Contract, consisting of fourteen
(14) pages, together with Attachment A, consisting of fifteen (15) pages, and
Attachment B, consisting of two (2) pages, represents the entire and integrated
Contract between the parties and supersedes all prior negotiations,
representations, and agreements, whether written or oral.
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 7 of 14

K.
Extensions/Renewals. Nothing in this Contract shall be
interpreted or deemed to create an expectation that this Contract will be
extended beyond the term described herein. Any extension of this Contract
shall be initiated by WDOC and shall be accomplished through a written
amendment between the parties entered into before the expiration of the
original Contract or any valid amendment thereto, and shall be effective only
after it is reduced to writing and executed by all parties to the Contract. Any
agreement to extend this Contract shall include, but is not limited to: an
unambiguous identification of the Contract being extended; the term of the
extension; the amount of any payment to be made during the extension, or a
statement that no payment will be made during the extension; a statement that
all terms and conditions of the original Contract shall, unless explicitly
delineated in the exception, remain as they were in the original Contract; and,
if the duties of either party will be different during the extension than they were
under the original Contract, a detailed description of those duties.
L.
Force Majeure. Neither party shall be liable for failure to
perform under this Contract if such failure to perform arises out of causes
beyond the control and without the fault or negligence of the nonperforming
party. Such causes may include, but are not limited to, acts of God or the
public enemy, fires, floods, epidemics, quarantine restrictions, freight
embargoes, and unusually severe weather.
This provision shall become
effective only if the party failing to perform immediately notifies the other party
of the extent and nature of the problem, limits delay in performance to that
required by the event, and takes all reasonable steps to minimize delays. This
provision shall not be effective unless the failure to perform is beyond the
control and without the fault or negligence of the nonperforming party. The
parties intend and agree that the State of Wyoming and WDOC do not waive
sovereign immunity by entering into this Contract and specifically retain
immunity and all defenses available to them as sovereigns pursuant to Wyo.
Stat. § 1-39-104(a) and all other applicable law.
M.

Indemnification.

i.
The Contractor shall indemnify, defend and hold
harmless the State of Wyoming, WDOC, and their officers, agents, employees,
successors and assigns from any and all claims, lawsuits, losses and liability
arising out of Contractor's failure to perform any of Contractor's duties and
obligations hereunder or in connection with the negligent performance of
Contractor's duties or obligations, including but not limited to any claims,
lawsuits, losses or liability arising out of Contractor's malpractice.

u.
To the degree permitted by law, WDOC agrees to
provide Contractor with reasonable and timely notice on any claim, demand or
cause of action made or brought against WDOC arising out of or related to the
services rendered by Contractor.
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 8 of 14

•

iii.
In the event any infringement claim is made or
threatened against WDOC, or injunctive relief is granted to a Claimant,
Contractor shall (i) obtain the right for WDOC to continue use of the services;
(ii) substitute other services of like capability, or (iii) replace or modify the
services to render them non-infringing while retaining like capability. In the
event Contractor is unable to perform any of the above, WDOC may terminate
the Contract with written notice to Contractor. The remedies provided in this
subsection are WDOC's sole remedies for Contractor's failure to perform any
obligation in this subsection.

iv. These indemnities and remedies
expiration or other termination of the Contract.

shall

survIve

the

v.
Contractor shall not be responsible for any injury or
damage occurring as a result of any negligent act or omission committed by
WDOC, including its agents, employees, and assigns.
N.
Independent Contractor. The Contractor shall function as
an independent contractor for the purposes of this Contract, and shall not be
considered an employee of the State of Wyoming for any purpose. The
Contractor shall assume sole responsibility for any debts or liabilities that may
be incurred by the Contractor in fulfilling the terms of this Contract, and shall
be solely responsible for the payment of all federal, state and local taxes which
may accrue because of this Contract. Nothing in this Contract shall be
interpreted as authorizing the Contractor or its agents and/ or employees to act
as an agent or representative for or on behalf of the State of Wyoming or
WDOC, or to incur any obligation of any kind on the behalf of the State of
Wyoming or WDOC. The Contractor agrees that no health/hospitalization
benefits, workers' compensation and/ or similar benefits available to State of
Wyoming employees will inure to the benefit of the Contractor or the
Contractor's agents and/ or employees as a result of this Contract.

o.
Kickbacks.
Contractor certifies and warrants that no
gratuities, kickbacks, or contingency fees were paid in connection with this
agreement, nor were any fees, commissions, gifts, or other considerations made
contingent upon the award of this agreement. If Contractor breaches or
violates this warranty, WDOC may, at its discretion, terminate this agreement
without liability to WDOC, or deduct from the agreed upon price or
consideration, or otherwise recover, the full amount of any commission,
percentage, brokerage, or contingency fee.
P.
Notices. All notices arising out of, or from, the provisions of
this Contract shall be in writing and given to the parties at the address
provided under this Contract, either by regular mail, facsimile, e-mail, or
delivery in person.

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 9 of 14

Notice and Approval of Proposed Sale or Transfer of the
Contractor. The Contractor shall provide WDOC with the earliest possible
advance notice of any proposed sale or transfer or any proposed merger or
consolidation of the assets of the Contractor. Such notice shall be provided in
accordance with the notice provision of this Contract. If WDOC determines
that the proposed merger, consolidation, sale, or transfer of assets is not
consistent with the continued satisfactory performance of the Contractor's
obligations under this Contract, then WDOC may, at its option, terminate or
renegotiate the Contract.
Q.

R.
Ownership of Documents/Work Product/Materials. All
documents, reports, records, field notes, data, samples, specimens, and
materials of any kind resulting from performance of this Contract are at all
times the property of WDOC. The foregoing does not include any software or
systems used by Contractor in its performance hereunder which shall, at all
times, remain the property of Contractor.
S.
Patent or Copyright Protection. The Contractor recognizes
that certain proprietary matters or techniques may be subject to patent,
trademark, copyright, license or other similar restrictions, and warrants that
no work performed by the Contractor or its subcontractors will violate any such
restriction. The Contractor shall defend and indemnify WDOC for any violation
or alleged violation of such patent, trademark, copyright, license, or other
restrictions.
T.
Prior Approval. This Contract shall not be binding upon
either party, no services shall be performed under the terms of this Contract,
and the Wyoming State Auditor shall not draw warrants for payment on this
Contract, until this Contract has been reduced to writing, approved as to form
by the Office of the Attorney General, filed with and approved by the
Department of Administration and Information's Procurement Office, and
approved by the Governor of the State of Wyoming or his designee if required
by Wyo. Stat. § 9-2-10 16(b)(iv).
U.

Proof of Insurance

ii.
Business Automobile Liability. The Contractor shall
maintain, during the entire term of this Contract, automobile liability
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 10 of 14

insurance in an amount not less than five hundred thousand dollars
($500,000.00) per occurrence.
Workers' Compensation and Employers Liability
Insurance. The Contractor shall provide proof of workers' compensation
coverage pursuant to the Wyoming Workers' Safety and Compensation
program, if statutorily required, or such other workers' compensation
insurance as appropriate. The Contractor's insurance shall include "Stop Gap"
coverage in an amount not less than Five Hundred Thousand Dollars
($500,000.00) per employee for each accident and disease.
111.

iv.
Professional Liability or Errors and Omissions
Liability Insurance. The Contractor shall maintain and provide proof of
professional liability insurance or errors and omissions liability insurance to
protect the State and WDOC from any and all claims arising from the
Contractor's alleged or real professional errors, omissions or mistakes in the
performance of professional duties in an amount not less than five hundred
thousand dollars ($500,000.00).
v.
All policies required under this Contract shall be in
effect for the duration of this Contract and project. All policies shall be primary
and not contributory. Contractor shall pay the premiums on all insurance
policies and insurance certificates must include a clause stating that the
insurance may not be revoked, cancelled, amended or allowed to lapse until the
expiration of at least thirty (30) days advance written notice to WDOC.
vi.
WDOC as Additional Insured. All insurance policies
required by this Contract, except workers' compensation, shall name WDOC as
an additional insured, and shall contain a waiver of subrogation against
WDOC, its agents and employees. Contractor shall provide, upon request, a
copy of an endorsement providing this coverage.
vii. WDOC's Right to Reject. The State reserves the right
to reject a certificate of insurance if the Contractor's insurance company is
widely regarded in the insurance industry as financially unstable. This would
include, but is not limited to, insurance companies with an "Omit" rating in the
A.M. Best insurance rating guide.
viii. Subcontractors. The insurance requirements set out
above apply to all subcontractors. It is the Contractor's responsibility to
ensure that its subcontractors meet these insurance requirements. WDOC has
the right to review the Certificates of any and all subcontractors used by the
Contractor.
V.
Publicity. Any pUblicity given to the program or services
provided herein, including, but not limited to, notices, information, pamphlets,
press releases, research, reports, signs, and similar public notices prepared by
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 11 of14

or for the Contractor, shall identify WDOC as the sponsoring agency and shall
not be released without prior written approval from WDOC.

Severability.
Should any portion of this Contract be
judicially determined to be illegal or unenforceable, the remainder of the
Contract shall continue in full force and effect, and either party may
renegotiate the terms affected by the severance.

x. Sovereign Immunity. The State of Wyoming and WDOC do
not waive sovereign immunity by entering into this Contract and specifically
retain immunity and all defenses available to them as sovereigns pursuant to
Wyo. Stat. § 1-39-104(a) and all other applicable law. Designations of venue,
choice of law, enforcement actions, and similar provisions should not be
construed as a waiver of sovereign immunity. The parties agree that any
ambiguity in this Contract shall not be strictly construed, either against or for
either party, except that any ambiguity as to sovereign immunity shall be
construed in favor of sovereign immunity.
Y.
Taxes. The Contractor shall pay all taxes and other such
amounts required by federal, state and local law, including but not limited to
federal and social security taxes, workers' compensation, unemployment
insurance and sales taxes.

Termination of Contract.

i.
This Contract may be terminated, without cause, by
WDOC upon thirty (30) days written notice. This Contract may be terminated
immediately for cause if the Contractor fails to perform in accordance with the
terms of this Contract.
ii.
In the event either party breaches the Contract by
failing to perform as agreed, the non-breaching party shall give the breaching
party written notice of the failure stating what failure has occurred. The
breaching party shall have thirty (30) days after the receipt of such notice to
remedy the failure. If the breaching party does not remedy the failure in the
allowed thirty (30) days, the non-breaching party may terminate this
Agreement. Should Contractor for any reason, except in the case of Force
Majeure (see Paragraph L, Section 8 of this Contract), become unable to
complete the work required by this Agreement, WDOC may, at its sole
discretion, call for fifty-five thousand dollars ($55,000.00) in liquidated
damages. Notwithstanding the above, should WDOC prevent Contractor from
entering the premises to complete repair work on the inmate telephone
equipment, Contractor shall have time to complete said repairs using under the
provisions outlined in Item D, Section 12 in Attachment A after WDOC
allows Contractor access to the inmate telephone equipment.

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 12 of 14

111.
Contractor is responsible for performing remote
diagnostics, monitoring, and maintenance on the ITS. In the event that WDOC
experiences a service or equipment outage, Contractor shall repair any such
outage or otherwise restore service within ten (10) days after it receives notice
of or detects a service or equipment outage. If, Contractor is unable to make
the necessary repairs and/or restore service within this ten (10) day period,
WDOC may immediately terminate this Contract upon providing written notice
of termination to Contractor. The Transition period referred to in Section 11,
Attachment A will begin upon the termination of this Contractor.

AA. Third Party Beneficiary Rights. The parties do not intend
to create in any other individual or entity the status of third party beneficiary,
and this Contract shall not be construed so as to create such status. The
rights, duties and obligations contained in this Contract shall operate only
between the parties to this Contract, and shall inure solely to the benefit of the
parties to this Contract. The provisions of this Contract are intended only to
assist the parties in determining and performing their obligations under this
Contract. The parties to this Contract intend and expressly agree that only
parties signatory to this Contract shall have any legal or equitable right to seek
to enforce this Contract, to seek any remedy arising out of a party's
performance or failure to perform any term or condition of this Contract, or to
bring an action for the breach of this Contract.
BB. Titles Not Controlling.
Titles of paragraphs are for
reference only, and shall not be used to construe the language in this Contract.
CC. Waiver. The waiver of any breach of any term or condition
m this Contract shall not be deemed a waiver of any prior or subsequent
breach. Failure to object to a breach shall not constitute a waiver.
DD. Limitation of Liability. Except as to claims brought by a
third party against WDOC that are covered by Paragraph M, Section 7 of the
Contract, in no event shall WDOC have any liability for indirect, incidental,
special, or consequential damages, loss of profits or income, lost or corrupted
data, or loss of use or other benefits ("Extraordinary Damages") arising out of
or in any way related to any equipment, product, or service provided by
Contractor pursuant to this Contract.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 13 of14

This Contract is not binding on either party until approved by the
Procurement Services Division of the Department of Administration and
Information and the Governor of the State of Wyoming or his designee, if
required by Wyo. Stat. § 9-2-1016(b)(iv).
The effective date of this Contract is the date of the signature last
affixed to this page.

STATE OFnOM1N;, DEPARTME T OF CORRECTIONS:

()

(])

Robert O. Lampert, Director

Date

INMATE CALLING SOLUTIONS:

Michael R. Smith, President

ATTORNEY GENERAL'S OFFICE APPROVAL AS TO FORM:

ra Boyle Chambers, AssIstant Attorney General

Date

Professional Services Contract between the State of Wvol11ing, Department of Corrections
and Inmate Calling Solutions DBA ICSolutions
Page 14 of 14

•
ATTACHMENT A
CONTRACTOR RESPONSIBILITIES & INMATE TELEPHONE SYSTEM
FEATURES AND FUNCTIONALITIES

1.
General Requirements: The Contractor shall furnish, install and
maintain telephones for use by inmates at the Facilities listed in Attachment
B operated by WDOC. Contractor shall provide all telephone services to the
inmates utilizing Contractor's Inmate Telephone System ("ITS") in accordance
with those requirements and provisions set forth in this section.
A.
Contractor shall notify WDOC of any new software upgrades
within thirty (30) days of the introduction of the new software into the market
by Contractor. Contractor shall notify WDOC and upgrade the ITS with new
software versions and new hardware developments at no cost to WDOC.
Following a software upgrade, Contractor must provide WDOC with a list of
enhancements, features/functionalities resulting of the upgrade. In addition,
Contractor must advise WDOC of any interruption in inmate telephone service
that is anticipated for the completion of the upgrade.
B.
Contractor shall comply with all applicable laws, rules,
regulations, and orders of any authorized agency, commission, unit of the
federal government, state, county, or municipal government at no cost to
WDOC. The Contractor shall be authorized by the appropriate governing body
and/or regulatory agency to be an Inmate Telephone Service Provider.

2.
Security: All Contractor employees shall obtain, at Contractor's
cost, the appropriate personnel background security clearances prior to arrival
at the Facilities. All Contactor employees will comply with WDOC's policies and
procedures. Entry to the Facilities is subject to the approval of the WDOC's
on site Facility Administrator, Warden or Security Manager.
3.
Single Point of Contact: Contractor shall appoint an Account
Executive ("AE") who will act as a single point of contact for all inmate
telephone-related activities, inquiries, service requests and issues. Contractor
will provide a toll-free telephone number for inmate telephone service issues.
Contractor shall also provide a fax number and an Internet email address.
4.

Installations:

Attachment A: Inmate Calling Solutions
Page 1 of 16

submit an
Any initial
date WDOC
will become

B.
The Contractor agrees to obtain WDOC's written permission
before proceeding with any work that requires cutting into or through girders,
beams, concrete or tile floors, partitions or ceilings, or any work that may
impair fireproofing or moisture proofing, or potentially cause any structural
damage. WDOC does not anticipate that such work will be required for the
initial installation of the ITS.
C.
The Contractor agrees to assume responsibility for all
installation of equipment in accordance with the specifications contained in the
manufacturer's installation instructions.

D.
The Contractor shall provide a signed statement indicating
that all circuits have been tested, and that all cables, pairs, blocks, frames,
and terminals are legibly marked after completion of each installation.

E.
Use of existing or in-place conduit, raceways, cable ways,
cable, inside wiring, telephone set mountings, switches, terminal boxes, and
terminals within the Facilities are at the risk of Contractor. No exposed wiring
will be permitted. Ownership of any wiring or conduit placed under this
Contract by Contractor becomes WDOC's upon expiration and/ or termination
of the Contract.
F.
The Contractor agrees that if any cabling work is required as
part of any installation, all new cables shall be used and marked clearly and
legibly at both ends, and must meet all applicable EIA/TIA wiring standards for
commercial buildings.

The Contractor shall install additional telephones, WIring
and monitoring and recording equipment as needed at no cost to WDOC. This
includes expansion to the existing Facilities and any newly constructed
Facilities. This shall be done throughout the Contract term and all subsequent
renewal terms.
G.

H.
The Contractor shall provide and install adequate surge and
lightening protection equipment on all lines used for the ITS.
I.
Installation of all telephones and related equipment shall be
accomplished during normal business hours at each Facility or as directed by
Facility's onsite Administrator, Warden or Security Manager.

J.
The Contractor shall clean up and remove all debris and
packaging material resulting from any work performed at the Facilities.
K.
The Contractor shall restore to original condition any
damage to WDOC's property caused by maintenance or installation personnel
associated with Contractor, including repairs to walls, ceilings, etc.
Attachment A: Inmate Calling Solutions
Page 2 of16

L.
The Contractor agrees to install, repair and maintain all
Contractor provided equipment and lines at no cost to WDOC. All Contractorprovided equipment, installation, maintenance and repair costs as well as all
costs or losses due to vandalism shall be the total responsibility of Contractor.
M.
Upon completion of initial installation and ongoing
installations, Contractor must provide WDOC with a list of telephone numbers,
serial numbers, and locations of each unit.

5.
Station Equipment Specifications: The ITS shall be capable of
providing all operational features and system requirements applicable to all
calls placed through the system, including local, long distance, and
international calling.
Each call, having been identified as being placed through
Contractor's ITS, shall be delivered to the called party as either a collect, debit
- if the debit application is in effect and chosen as the means to place the call,
or pre-paid call.
A.

B.
Telephone station equipment shall be powered by the
telephone line and require no additional power source. A power source will be
available at the demarcation location.

Contractor shall install, at minimum, one (1) inmate
telephone for every ten (10) inmates in a day room or dormitory environment.
Contractor must agree to install and maintain the quantity of telephones
required by WDOC as detailed in Attachment B. Also, Contractor shall provide
each Facility with a minimum of ten percent (10%) onsite-inventory to allow for
simple replacement of inmate telephone parts by the Facility personnel.
Contractor shall be responsible for ensuring the on-site inventory is
replenished, at a minimum, on a monthly basis. Pick-up and shipment of
inmate telephone inventory shall be accomplished at no cost to WDOC.
D.
The ITS shall comply with all Federal Communication
and/ or Utility Commissions regulations. The ITS and telephone stations shall
be sturdy, non-coin, vandal resistant and steel armored composed of durable,
tamper-free equipment suitable for a detention environment. The equipment
must contain no removable parts.
E.
Contractor shall provide a sufficient number of telephone
lines to the ITS to prevent inmates from receiving busy signals more than 0.5%
of the time.
F.
Contractor shall provide telephone reception quality at least
equal to the toll quality offered to the general public and shall meet
telecommunication industry standards for service quality. A minimum of
Attachment A: Inmate Calling Solutions
Page 3 of 16

twenty percent (20%) of the telephone sets must be of the "amplified" or volume
controlled sort. Contractor shall accept WDOC's decision regarding whether
the reception quality meets industry quality standards.
G.
Call acceptance by the called party shall be accomplished for
all collect, debit, and pre-paid calls through caller confirmation (positive
acceptance). Voice recognition is not an acceptable method for positive call
acceptance. The ITS shall be able to recognize and distinguish standard or
irregular busy signals, standard or irregular ringing signals, answering
machines, cellular telephones, pagers, operator intercepts, quick disconnects,
chain dialing, no voice from called party, etc.
H.
The ITS shall monitor the switch hook of the inmate
telephones and if the switch hook is depressed at any time, the call will be
disconnected or an internal dial tone should be activated to prevent fraud.
Contractor must assume all responsibility for fraud.
I.
During the call set up process, the ITS shall provide a prerecorded announcement identifying that the call is coming from a specific
inmate located at the Facilities. All collect calls must be clearly identified as a
collect call to the called party. This recording must be heard by the called
party and be free of any toll charges. The announcement shall also include:
"This call may be monitored and recorded."
J.
The ITS shall process calls on a selective bilingual basis:
English and Spanish. The inmate must be able to select the preferred language
utilizing a simple code. The called party must also be able to select the
preferred language for call prompts. Written dialing instructions in both
English and Spanish must be permanently and prominently displayed on each
inmate telephone.
K.
Contractor shall subscribe to the Local Exchange Carrier
Line Information Screening Data Base (LID B). Contractor shall query this
database for each inmate call and process only those calls which do not have
Billed Number Screening (BNS). Contractor must assume all responsibilities
for the cost and the accuracy of validation.
L.
The ITS shall provide a recording back to the inmate which
details why a call was not completed.

The ITS shall have the capability to provide free calling to
selected local numbers as determined by WDOC.
M.

N.
The ITS shall have the capability to program a specific speed
dial codes to selected numbers as determined by WDOC.

Attachment A: Inmate Calling Solutions
Page 4 of 16

O.
Contractor shall provide WDOC with its SourceCheck 411
technology at each workstation. The call detail records shall be able to display
the reverse directory information for the specified called number to include, at
a minimum, the called party's billing name and address. The database shall be
accessed via a secure link to the internet and shall be constantly updated. The
subscription to the SourceCheck technology shall be provided to the WDOC
and Facilities at no charge and shall be available at every workstation and any
remote monitoring stations.

P.
The Contractor must notify each Facility or the WDOC's
Designated Agent any time a technician will require entry to any of the
Facilities.
Q.
The ITS shall, upon request by WDOC, provide specific
information for tracking inmate calling activities and calling patterns by
individual telephone numbers. The following reports shall be available for
monitoring and billing purposes:

i.
Monitoring reports that can be provided or sorted by
any or all of the following criteria:
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•

Daily statistical reports;
Facilities name;
Originating number;
Terminating number;
Date of call;
Time of day;
Inmate name;
Length of call;
Type of call - local, intralata etc;
Method of payment - collect, debit or pre-paid
Line or Trunk group and trunk number call route;
Location of station originating the call;
Cost of the call;
Call Acceptance code/Method of call acceptance;
Call Termination code / Method of call termination;
PIN number;
Frequently called numbers (for all numbers called
more than five (5) times in one day);
Calls from a specific inmate telephone station ID or
group of station IDs;
Common numbers called (for all numbers called by
more than one inmate);
Blocked numbers report; and
Three way call attempt reports

Attachment A: Inmate Calling Solutions
Page 5 of 16

•

11.
Billing reports that can be provided or sorted by any or
all of the following criteria:

•
•
•
•
•
•
•
•
•
•
•
•
•

s.
Security shall be maintained by a multi-level password
system based on user access requirements. The ITS shall allow users to be
assigned pre-set security levels, or allow the flexibility to assign individual
access permissions based upon specific job requirements. These permissions
shall include, but not be limited to, access to inmate accounts, monitoring, call
searching, etc. Those users with the administrator level password must have
the ability to set user access parameters for other users according to security
requiremen ts.
T.
The ITS must include a user log. Only those users with
administrator level access should be able to review the user log. The log must
include user access to the system, the time and date of each access, and the
action taken during the user access.
U.
The ITS shall also provide the ability to customize reports in
a form mutually agreed upon by WDOC and its Designated Agent and
Con tractor.

v.
The call detail records shall be stored in a minimum of three
(3) locations to avoid any possibility of call detail records being lost. Failure by
Contractor to store all call detail records, or loss of call detail records, for any
Attachment A: Inmate Calling Solutions
Page 60f16

of the Facilities, shall result in a fine, of three thousand dollars ($3,000.00), to
be paid by Contractor to WDOC

w. The ITS shall store all call detail records, including all
attempts and completed calls at the each Facilities for the life of the Contract.
WDOC shall have access to all call detail records for any of the Facilities from
the central office in Cheyenne, WY via remote access.
x.

The Contractor shall have the ability to perform remote
diagnostics to the ITS to determine if a problem is with the telephone unit or
with the telephone line.
Y.
The ITS shall be TCPjIP compatible and allow multiple
operators simultaneous access while maintaining adequate security to prevent
unauthorized use and access.

z.
Contractor shall provide accommodations necessary to
comply with Americans with Disabilities Act (ADA) requirements, including but
not limited to, providing telephones which are accessible to persons in
wheelchairs and providing systems that are compatible with Telephone Devices
for the Deaf (TDD). Contractor shall provide one (1) TDD telephone at each
Facility listed in Attachment B at no cost to WDOC. The TDD telephones shall
be compatible with the ITS and must be installed and tested by Contractor.
AA. The ITS must offer the called party an option to receive a rate
quote during the call set-up process for every call type.

cc. Pro bono calls to Consulates of all countries are required for
ICE detainees and shall be provided at no cost to WDOC.
6.

Security Features:
A.

The ITS shall prohibit direct-dialed calls of any type.

The ITS shall prohibit access to "411" information service.

The ITS shall prohibit access to 800 and 900 type services.

The ITS shall prohibit access to multiple long distance
carriers via 950, 800, and 10 10-XXX numbers.
D.

Attachment A: Inmate Calling Solutions
Page 7 of 16

E.
The ITS must be able to shut down quickly and selectively.
WDOC must be able to shut down the ITS by cut-off switches at several
locations including, but not limited to:

At demarcation location - total facility telephones;

ii.

By central control center - select telephones; and

iii.

By select housing units - control center.

F.
The ITS shall be able to take an individual station out of
service without affecting other stations or units.
G.
The ITS shall prevent any inmate telephone from receiving
any incoming calls. Contractor agrees that no inmate telephone shall be
capable of receiving an incoming call and Contractor shall work with the local
exchange carriers (LECs) to ensure such control.
H.
The ITS, upon detection of a three-way call, shall have the
capability to flag the call as a three-way call and in addition, the ITS shall have
the capability to terminate the call immediately. Contractor shall keep WDOC
updated on its progress in enhancing that ITS three-way detection and
termination technology.
I.

The ITS shall have the ability of answer detection.

The ITS shall incorporate keyword search technology.

The ITS shall be capable of denying certain telephone
numbers from inmate dialing.
L.

M.
The inmate's call shall be muted until the called party has
positively accepted the collect, debit or pre-paid call.

N.
The ITS shall be capable of limiting the length of a call,
providing the dial tone at certain times of the day and allowing a maximum
number of minutes per inmate, per month.

In all circumstances, the ITS shall limit the inmate to a
single call request. The ITS shall always require the inmate to disconnect and
initiate another call.
Attachment A: Inmate Calling Solutions
Page 8 of 16

P.
ITS shall have the capability to detect and terminate Remote
Call Forwarding calls whenever Contractor develops such technology.

Personal Identification Number (PIN) Application:

c.
The ITS shall be capable of providing Allow Lists (PANs)
associated with each PIN. The PANs shall store a set quantity of allowed
telephone numbers for each inmate. Attorney numbers included on inmate
PANs shall be marked as "do not record."
D.
Contract shall be responsible for transferring the PIN and
PAN information stored in the inmate telephone system currently being used at
the Facilities at no cost to WDOC.
E.
The ITS shall be capable, upon request by WDOC, to provide
specific information for tracking inmate calling activities and calling patterns
by individual telephone numbers. The following reports shall be available for
monitoring purposes:
i.

ii.

Authorized Call Lists by PIN or identifying number and
Calls by PIN or other identifying number.

G.
The ITS shall have the capability to interface with the
WDOC's booking system in accordance with Contractor's standard file transfer
formats so that the inmate PIN can be automatically transferred to the ITS. If
the automated method is selected by the WDOC, the Facilities shall not be
responsible for entering PIN numbers into the ITS when new inmates are
booked.
H.
The PINs and PANs shall be stored in a database that is
accessible to designated users, depending upon the user's password level. The
ITS shall display if a phone number entered is an active entry for any other
inmates.
Attachment A: Inmate Calling Solutions
Page 90f16

I.
The ITS shall include, at a minimum, an alert system that
will detect and prohibit an attempted call made to a restricted number, an
attempted call using a restricted PIN, or an attempted call made from a
restricted telephone.
J.
The ITS shall store inmate information in a central storage
location so inmate information is available to any of the Facilities without
WDOC administrative staff being required to re-enter inmate information.
K.
Once an inmate is activated in the ITS, the inmate shall be
allowed to complete calls from any Facility listed in Attachment B without any
additional administrative work from the WDOC personnel at any Facility.
However, a PIN shall not be allowed to be used at two different Facilities on the
same day.
L.
PAN lists shall be stored in a central location so the PAN
information does not have to be transferred by the administrative staff of any
WDOC facility. The ITS shall display a date/time stamp for the last
modification on an inmate's PAN.

Monitoring and Recording Requirements:

A.
The ITS shall be capable of providing station equipment
monitoring and recording.
B.
The Contractor shall provide remote access to the WDOC
central office in Cheyenne, WY, enabling WDOC to access any of the call
recordings completed at any of the Facilities. The remote access shall also
include access to any and all call recordings stored at any of the Facilities, plus
access to those calls recordings stored at the central office in Cheyenne, WY.

C.
The ITS shall comprehensively record all calls. The ITS must
provide a fully integrated recording component for use in recording inmate
telephone calls. Inmate telephone administration, conversation monitoring, and
conversation recording and playback should all take place from the inmate
telephone system workstation at each Facility and the WDOC central office
located in Cheyenne, WY.
D.
The recorded conversations stored in the system must
provide security measures to ensure that the conversations have not been
tampered with. This security must extend even to recordings that have been
transferred to external CD, DVD medium and/or transmission bye-mail. The
Contractor must provide expert testimony regarding security of the call
recordings if required at no cost to WDOC. The transferred record must

Attachment A: Inmate Calling Solutions
Page 10 of 16

include all call record detail available in the ITS (time and date of the call, PIN
number, destination number, etc) of the recorded conversation.
E.
The ITS shall utilize current technology in hardware,
specifically hard disk drive arrays for long and short term storage. These arrays
shall be configured for maximum performance.
F.
The ITS shall utilize self - contained, internal data storage.
All call recordings shall be stored online for the life of the Contract and
subsequent Contract Renewals and then shall be stored omine
indefinitely. All call detail records shall be collected and stored real time at a
central, secure location and at an off-site backup.
G.
Offline storage shall not utilize any type of tape or tape
cartridge. Offline storage shall be readily accessible and shall not require
WDOC to load or change out any media.
H.
The ITS shall be capable of permitting full monitoring and
recording of all calls from any telephone within the Facilities unless there are
restrictions that prohibit the recording and monitoring of certain calls such as
attorney-client restrictions. The ITS shall have the capability to exclude
recording of those calls.

I.
ITS shall be capable of attaching a note document to any call
record to include information such as case number or other investigative data.
This note shall be a permanent part of the call record and shall have the
capability to be saved to disk. The ITS shall have the capability to save all
notes in word processing programs as Microsoft Word with the original
formatting. Additionally, the ITS shall have the capability to conduct searches
on the information contained within the notes i.e. case number, inmate name
etc.
J.
The ITS shall record the method in which the call was
accepted or denied. Further, the ITS shall record the method in which the call
was terminated. This information shall be contained within the call detail
records (CDR) and shall be included in call detail reports.
K.
The ITS shall be capable of showing real time call activity
(Live Monitoring) on each workstation or remote access computer. This activity
shall be detailed by the call date, call start time, inmate IDjPIN, originating
telephone station, called number and length of call.
L.
The ITS shall allow administrators to search for calls
completed and recorded during a specific time period, originating telephone
station number, called number, calls with pre-defined "keywords", or calls
made by phones assigned to a certain group. Playback of online recorded calls
from remote access locations shall commence within ten (10) seconds of

Attachment A: Inmate Calling Solutions
Page 11 of 16

selection by the operator. Playback of online recorded calls shall not require
any media change. Offline records should be accessible in a rapid manner and
shall not require the ITS equipment to play the calls back.
The ITS shall allow the manual set up of the monitoring and
recording connection on an as-needed basis on any of the workstations
provided by the Contractor located at the Facilities. The ITS shall have the
capability to select a particular telephone number for recording or monitoring
while a call is in progress.
M.

o. All recordings for each Facility shall be available online via
the ITS workstation interface so that system-wide investigations may be
performed from a central location at any WDOC Facility and the WDOC central
office. This process shall not require more than one login by an authorized
user.
P.
The ITS shall allow an administrator to designate "Hot" PINs
or "Hot" destination numbers. When the ITS detects that a call is being made
using any of the preprogrammed Hot PINs or Hot destination numbers the ITS
shall automatically call certain destination numbers designated by the WDOC.
The ITS shall allow system administrators to add or remove destination
numbers from the hot list table. These designated numbers should include any
standard phone number, cell phone and/or pager. When WDOC personnel
receive an alert call from the system, the ITS shall promptly notify the recipient
of the alert and the recipient will be instructed to enter a security code which
will immediately enable the user to monitor the live call in progress. The
recipient should be undetected by the inmate or called party; however WDOC
should have the capability to disconnect the call or cut into the call and talk to
each party. Alerts to pagers must include information including number being
dialed, PIN used, etc. The ITS shall allow the chain of three (3) numbers to be
called in sequential form to alert Facility personnel.
Q.
The ITS shall provide for simultaneous playback of recorded
calls and continuous recording of live conversations. It is mandatory that the
playback of any selected channel shall be accomplished while continuing to
record all input channels. The recording system must provide the Facility

Attachment A: Inmate Calling Solutions
Page 12 of 16

personnel the ability to search for recorded calls by individual PIN, specific date
and time criteria, individual destination numbers, individual inmate
telephones, or a group of inmate telephones. The system shall provide a
playback history list of all recorded call(s) to determine every user that has
listened to the recorded call.
R.
The ITS shall provide for continuous online diagnostics and
continuous supervision, as well as local remote offline system control access
for advanced programming and diagnostics. Access to the built-in advanced
diagnostics and program control shall be accessible via modem by service
center personnel and shall provide failure reports, service history and other
diagnostics.

The Contractor shall provide an uninterrupted power supply
source to ensure there is no loss of recordings or real time call data in the
event of a power failure.

Conversations shall be recorded on visitation phones for the
facilities shown on Attachment B.

9.
Pre-Paid and/or Debit Application: WDOC may implement a
pre-paid card andj or debit application at the Facilities. At the time when
WDOC chooses to implement such an application, the application must
include, but not be limited to, the following:
A.
ITS provided.

The pre-paid andj or debit application shall work with the

Attachment A: Inmate Calling Solutions
Page 13 0/16

B.
The debit program shall interface with the current Cashless
Systems (Cactas) software for ease of transfer of money from the commissary
account to the inmate ITS account.

The pre-paid and/ or debit applications shall allow for prepayment to a specific inmate's account by an inmate or a member of inmate's
allowed calling list.
D.
The ITS shall provide the inmate with the balance of their
pre-paid and/ or debit account at the time of each call.
E.
The pre-paid and/ or debit application shall allow
international calls.
F.
The pre-paid and/ or debit application shall have the
capability to terminate an account and refund income to the inmate or
participant on the inmate's allowed calling list.
G.
The pre-paid and/or debit calling rates may be lower than
the collect calling rates as detailed in Attachment B.

10.

Training:

The Contractor's training manual shall include, but not be

limited to:

A description of the SourceCheck 411 technology;

ii.

A description of the process for accessing all call

recordings;

iii.

The process for creating, exporting and transferring

case files;

Attachment A: Inmate Calling Solutions
Page 14 of 16

iv.
Information on the type of media player required to
playback call recordings; and
v.
User security levels available, as well as the permitted
tasks for each security level.

11.

Transition:

B.
Upon expiration, termination, or cancellation of the
Agreement, Contractor shall cooperate in an orderly transfer of responsibility
and/ or the continuity of the services required under the terms of the
Agreement to an organization designated by WDOC. Contractor shall provide
and/ or perform any or all of the following responsibilities:

i.
Contractor acknowledges that the call records, call
recordings, documentation, reports, data, etc., contained in the ITS are the
property of WDOC. Con tractor agrees that one (1) workstation shall become
the property of WDOC at the expiration, cancellation, or termination of this
Agreement so that WDOC will have access to all call records, documentation,
reports, data, etc. that are contained in the inmate telephone system.
11.
Contractor shall discontinue providing service or
accepting new assignments under the terms of the Agreement, on the date
specified by WDOC. Contractor agrees to continue providing all of the services
in accordance with the terms and conditions, requirements and specifications
of the Contract for a period not to exceed ninety (90) calendar days after the
expiration, termination or cancellation date. Commissions are applicable to
any and all calls handled by Contractor and will be due and payable by
Contractor to WDOC as described in Section 4, A of the Contract and shall be
payable as described in Section 4, D of this Contract.

Attachment A: Inmate Calling Solutions
Page 15 of 16

12.

Maintenance:

The Contractor shall provide the necessary labor, parts,
materials, and transportation to maintain all proposed telephones in good
working order and in compliance with the equipment manufacturer's
specifications throughout the life of the Agreement. No charge shall be made to
WDOC for maintenance of the ITS.
A.

The Contractor will be responsible for supplying all
CDsjDVDs for the storage of call recording at no cost to WDOC and for the life
of the Contract.
B.

The Contractor shall maintain all cable related to the ITS,
whether reused or newly installed.
The Contractor shall respond to repair requests from WDOC
or its Designated Agent by arriving at the site promptly after reasonable notice
has been given on a twenty-four (24) hours a day, seven (7) days a week basis,
365 days a year.
D.

E.
Repairs or replacements shall be started by a qualified
technician within four (4) hours following notification of a service request or ITS
failure. The Contractor must exhibit to WDOC a best effort approach to
completion of the repairs or replacement during the first twenty-four (24) hours
following notification of a problem. WDOC shall be notified of progress and or
delays in progress until there is resolution of the problem.

F.
WDOC may cancel the Contract with Contractor if
Contractor has not cured a service problem within ten (10) days of the
Contractor receiving notice of the problem from WDOC or its Designated Agent.

A complete list of contractorsj subcontractors, managers,
administrators, technicians, etc. must be provided to WDOC. This includes a
complete list of business, cellular and beeper numbers; the Contractor's
management home and emergency telephone numbers must also be furnished.
G.

H.
Either party shall report to the other party any misuse,
destruction, damage, vandalism, liability, etc. to the ITS. Contractor will
assume liability for any and all such damages. In addition, Contractor shall
ensure that all inmate telephones are operable and maintained at an
acceptable level.
I.
All issues surrounding the ITS service shall be reported by
Contractor to WDOC or its Designated Agent promptly.

Attachment A: Inmate Calling Solutions
Page 16 of 16

~~~~-

-~-~----

ATTACHMENT B
Facility Names and Address:

Inmate Telephones Required
69
17

24
26 + 8 visitation
80 + 8 visitation

Lobbv Telephones Required
Facilitv
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Lobby Telephones Required

Attachment B: Inmate Calling Solutions
Page 1 of2

2
1
1
1
1

Workstations Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Cam2
Wyoming Women's Center
Wyoming Medium Correctional Institution

Number of Workstations Required
6

2
2
2
2

Portable Phones Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Number of Portable Phones Required
3
0
0
0
0

Visitation Phones - Monitoring and Recording Required
Visitation Phones Monitoring and
Recordin& Re--'1uired
Yes
No
No
Yes
No

Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation CamQ
Wyoming Women's Center
W~oming Medium Correctional Institution

Calling Rates
CALL TYPE

Local
IntraCell
IntralataJ Intrastate
InterlatajIntrastate
Interlataj Interstate
International
(Canada,
USVI,
PuertoRico, Gaum)
International
(Mexico)
International
(All
other countries)

COLLECT
Surcharge
First
Minute
$0.70
$0.80
$1.17
$1.17
$2.80

$0.08
$0.10
$0.17
$0.17
$0.55

Add'l
Minute
$0.08
$0.10
$0.17
$0.17
$0.55

NjA

NjA
NjA

PRE-PAID COLLECT
Add'l
Surcharge
First
Minute Minute
$0.60
$0.70
$0.98
$0.98
$2.40

$0.07
$0.08
$0.14
$0.14
$0.50

NjA

$2.50

$0.55

$2.50

$0.75

Add'l
Minute
$0.05
$0.07
$0.13
$0.13
$0.45
$0.45

NjA

$.50
$0.60
$0.94
$0.94
$2.00
$2.00

DEBIT
First
Minute
$0.05
$0.07
$0.13
$0.13
$0.45
$0.45

Surcharge

Consumer Convenience Fees:
Pre-Paid Transaction Fee:
Billing Statement Fee:
Pre-Paid Collect Refund Fee:

up to $5.95
$0.00

up to $2.99

Attachment B: Inmate Calling Solutions
Page 2 0/2

WYOMING
DEPARTMENT OF
CORRECTIONS

•

Page 1 of1

WDOC Form #105
Contract Control Sheet

PARTIES: WDOC & Inmate Calling Solutions

o Contract

o AWEC

o MOUIIAA

Contract Manager: Jeffie Wiggins

CENTRAL SERVICES REVIEW
,~.".,.

Administrator:
Fiscal Manager:
Purchasin2 Mana2er:

I J R'.IIJtII'"

v-/...,::?
p

G,:)." .... t

Date:
Date:
Date:

WiUii/
?

(4:. ...... .;2.1""

ANNUAL CONTRACT REVIEW
Contract Manager:

Date:

BASE CONTRACT
Dates:

7/1/2010

6/3012012

Amount: S Revenue 0/

2~o~t3

Administrator Approval: Jeffie Wiggins
Budget Unit:

tJ It

Purpose: Grant contractor the right to install and operate inmate telephones and~uipment.
AMENDMENT #1
Dates:

6123/10

7/31112

Amount: SRevenue

()~~

<6-1

Administrator Approval: Jeffie Wiggins
Budget Unit:

rJ/1+

Purpose:to extend the term of the contract through July 31, 2012
AMENDMENT #2
Dates:

Administrator Approval:

Amount: S

Budget Unit:

Purpose:
DISTRIBUTION
RQS

MSA
Recipient:

Purchasing
Contract Manager
Contractor
A&I Procurement
Other

Notes:

MSC
Namellnitials:

Date:

AMENDMENT NUMBER ONE TO CONTRACT BETWEEN
THE STATE OF WYOMING, DEPARTMENT OF CORRECTIONS
AND INMATE CALLING SOLUTIONS, LLC DBA ICSOLUTIONS

1.
Parties. This Amendment is made and entered into by and
between the State of Wyoming, Department of Corrections (hereinafter referred
to as "WDOC"), whose address is 1934 Wyott Drive, Suite 100, Cheyenne,
Wyoming 82002, and Inmate Calling Solutions, LLC, DBA ICSolutions
(hereinafter referred to as "Contractor")' whose address is 2200 Danbury, San
Antonio, TX 78127.
2.
Purpose of Amendment. This Amendment shall constitute the
first amendment to the Contract between WDOC and the Contractor which was
duly executed on June 23, 2010 and which became effective that same date.
The purpose of this amendment is to extend the term of the contract through
July 31,2012.

The original Contract, dated June 23, 2010, provided for WDOC to
grant Contractor the exclusive right and privilege to install and operate prison
inmate telephones and related telephone equipment at WDOC facilities, at no
cost to WDOC, with an expiration date of June 30,2012.
3.
Term of the Amendment. This Amendment is effective when all
parties have executed it and all required approvals have been granted (Effective
Date) and shall remain in full force and effect through July 31, 2012, unless
terminated at an earlier date pursuant to the provisions of the original
Contract, or pursuant to federal or state statute, rule or regulation.
4.

Payment.

A.
No additional payment shall be made by either party to the
other party as a result of this Amendment, except for the additional revenues
generated as a result of this extension.

Additional Responsibilities of Contractor.

A.
Contractor shall have no additional responsibilities as a
result of this Amendment.

6.
Additional Responsibilities of WDOC. WDOC shall have no
additional responsibilities as a result of this Amendment.
7.

Special Provisions

A.
Same Terms and Conditions. With the exception of items
explicitly delineated in this Amendment, all terms and conditions of the original
Amendment Number One to the Contract between the State of Wyoming, Department of Corrections and
Inmate Calling Solutions, LLC, DBA ICSolutions
Page 1 of3

Contract between WDOC and the Contractor, including but not limited to
sovereign immunity, shall remain unchanged and in full force and effect.

General Provisions

A.
Entirety of Contract. This Amendment, consisting of three
(3) pages, the original Contract, consisting of fourteen (14) pages, together with
Attachment A thereto, consisting of sixteen (16) pages, and Attachment B
thereto, consisting of two (2) pages, represents the entire and integrated
Contract between the parties and superseded all pnor negotiations,
representations, and agreements, whether written or oral.

INTENTIONALLY LEFT BLANK

Amendment Number One to the Contract between the State of Wyoming, Department of Corrections and
Inmate Calling Solutions, LLC, DBA ICSolutions
Page 2 of3

9.
Sie:natures.
IN WITNESS THEREOF, the parties to this
Amendment through their duly authorized representatives have executed this
Amendment, known as Amendment One to the original Contract between
WDOC and the Contractor, on the days and dates set out below, and certify
that they have read, understood, and agreed to the terms and conditions of this
Amendment as set forth herein.
This Contract is not binding on either party until approved by A&I
Procurement and the Governor of the State of Wyoming or his designee, if
required by Wyo. Stat. § 9-2-1016(b)(iv).
The effective date of this Contract is the date of the signature last
affixed to this page.

STATE OF WYOMING,

DEPARTME~!l'

OZo 1 ft
.~~

OF CORRECTIONS:

Robert O. Lampert, Director

Date

INMATE CALLING SOLUTIONS, LLC, DBA ICSOLUTIONS:

MiChael R. Smith, Pre~iQen.t 15RENbA IJ

Ph t 1...811J

l.heE: AtE.sIJ:)~NT

ATTORNEY GENERAL'S OFFICE APPROVAL AS TO FORM:

or Assistant Attorney General

Amendment Number One to the Contract between the State o/Wyoming, Department o/Corrections and
Inmate Calling Solutions, LLC, DBA ICSolutions
Page 3 0/3

WYOMING
DEPARTMENT OF
CORRECTIONS

Contract Control Sheet

PARTIES: WDOC & Inmate Calling Solutions

IZI Contract

Page 1 of2

WDOC Form #105

PURPOSE:renew agreement change 65.5%
commission rates and re- aid debit caHin rates

D AWEC

DMOUIIAA

Last Revised: 01/06/09

Contract Manager: leffie Wiggins

CENTRAL SERVICES REVIEW
Date:
Date:
Date:

---'-:-"----:------:=_~--=4-"--=--

ANNUAL CONTRACT REVIEW
Contract Manager:

Date:

BASE CONTRACT
Dates:

7/27/12

6/30/15

Amount: $

-------

d2Jo7~

Administrator Approval: leffie Wiggins
Budget Unit: Revenue

Purpose: renew agreement, change 65.5% commission rates and pre-paid debit calling rates; install & operate
prison inmate telephones and related equipment at WDOC's facilities
AMENDMENT #1
Dates:

Administrator Approval:

Amount: $

Budget Unit:

Purpose:
AMENDMENT #2
Dates:

Administrator Approval: '

Amount: $

Budget Unit:

Purpose:
DISTRIBUTION
RQS

MSA
Recipient:

Purchasing
Contract Manager
Contractor
A&I Procurement
Other $4.Sl ~~ ~J!.rS
Notes: ~~ ""~\o.. ~"

MSC
Namellnitials:

Date:

PROFESSIONAL SERVICES CONTRACT BETWEEN
THE STATE OF WYOMING, DEPARTMENT OF CORRECTIONS
AND INMATE CALLING SOLUTIONS, LLC, DIBI A ICSOLUTIONS

1.
Parties. The parties to this Contract are the State of Wyoming,
Department of Corrections (hereinafter referred to as "WDOC"), whose address
is 1934 Wyott Drive, Suite 100, Cheyenne, Wyoming 82002, and Inmate
Calling Solutions, LLC, d/b/a ICSolutions (hereinafter referred to as
"Contractor"), whose address is 2200 Danbury, San Antonio, TX 78127.

2.
Purpose of Contract. The purpose of this Contract is for WDOC
to grant Contractor the exclusive right and privilege to install and operate
prison inmate telephones and related telephone equipment at WDOC's
Facilities as detailed in Attachment B (hereinafter referred to as "Facilities")
which is attached hereto and incorporated herein. Contractor shall, at no cost
to WDOC, provide all inside wiring for the inmate telephones and repair or
refurbish the inmate telephones as needed, along with the related hardware
and software/firmware specifically identified herein, to enable inmates at the
Facilities to make auto-collect local and long distance calls, debit local, long
distance and international calls, and/or pre-paid local, long distance and
international calls from the Facilities pursuant to the terms set forth herein.
3.
Term of Contract and Required Approvals. This Contract is
effective upon the date of the last signature is affIxed (Effective Date). The term
of the Contract is from the Effective Date through June 30, 2015. All services
shall be completed during this term. This contract may be renewed by the
mutual agreement of the parties in writing and subject to the required
approvals. There is no right or expectation of renewal and any renewal will be
determined at the discretion of WDOC.
A.
By law, contracts for professional or other services must be
approved by the Attorney General and A&I Procurement, Wyo. Stat. § 9-1403(b)(v), and all contracts for services costing over one thousand, five hundred
dollars ($1,500.00) must be approved by the Governor or his designee as well,
Wyo. Stat. § 9-2-10 16(b)(iv).

Payment
A.

Collect, Debit and Pre-Paid.

i.
The ITSP shall pay Customer sixty-five and a half
percent (65.5%) commission on all Gross Revenue generated by and through
the ITS. "Gross Revenue" is generated by completed calls (see description of a
completed call below) and consists of all compensation, earnings, gain, income,
generated revenue, payment, proceeds or receipts paid to ITSP by any third
party and in any way connected to the provision of service pursuant to this
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 1 of18

Agreement and includes, but is not limited to, the following: all surcharges,
per minute fees and any additional fees and/or charges generated by the
completion of all calls (including any combination of free, collect, debit and prepaid local, intralata/intrastate, intralata/interstate, interlata/intrastate,
interlata/interstate and international calls), additional fees and/or charges
added to the total cost of a call or added to the called party's bill or any other
compensation received by ITSP. Any additional fees to be added to the called
party's bill or paid by the called party (including those associated with
establishing/funding pre-paid collect accounts) for inmate telephone calls from
the Facility(s) must be approved by Customer prior to implementation.
Customer and ITSP shall mutually agree upon the method for compensation
associated with the additional charges/fees due to Customer.

a. Any additional fees and/ or charges implemented
without Customer's express written consent shall incur a fine per day of three
hundred fifty dollars ($300.00). The fine per day shall be effective from the
date ITSP implemented the unapproved additional fees and/ or charges through
the date ITSP discontinues the unapproved additional fees and/ or charges.
Customer shall promptly notify ITSP of any unapproved additional fees and/ or
charges of which Customer becomes aware and shall provide ITSP with an
invoice for the total fine due, for which ITSP shall remit payment to Customer
within thirty (30) days.
b. Additionally, ITSP shall use reasonable efforts,
within thirty (30) days, to refund each called party and/or inmate for any
unapproved additional fees and/or charges from the date the charges/fees
were implemented until the date the charges/fees were discontinued. Should
Customer approve the additional fees/ charges to remain in effect for the
remaining term of this Agreement and any renewal terms, Customer and ITSP
shall work together to mutually agree upon the commission structure to be
paid to Customer for the additional revenue generated for ITSP.
H.

Calls are deemed to be completed and commissionable

as follows:

a. Collect calls are completed when the called party
accepts the call, regardless of if the ITSP can bill or collect the revenue on the
call;
b. Debit calls are completed when a connection is
made between the inmate and the called party whether such connection is
established by positive acceptance including live or automated pick-up (e.g.
when positive acceptance is achieved by an answering machine).
c. Pre-paid calls are completed when a connection is
made between the inmate and the called party, whether such connection is
established by positive acceptance including live or automated pick-up (e.g.
when positive acceptance is achieved by an answering machine).
Professional Sen>ices Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 2 of 18

i. Pre-paid calls include, without limitation,
calls completed by using a pre-paid card and all calls which have been pre-paid
by any person or entity by any method of payment.

d. Commission for debit calls shall be based upon
total Gross Revenues, as specified above, generated from debit call usage. On
or before the fifth
111.
For the purposes of this paragraph, the term debit
refers to a paperless, commissary-based program, not debit cards. Contractor
shall commission at one hundred (100%) percent, the first one hundred
thousand dollars ($100,000.00) of debit Local, IntralatafIntrastate,
InterlatafIntrastate, InterlatafInterstate and International calls at no cost to
WDOC beginning on the Effective Date specified in Section 3. Each WDOC
Facility shall receive, twenty thousand dollars ($20,000.00) each, of debit,
which is included in the overall one hundred thousand dollars ($100,000.00).
Any debit revenue generated in excess of the first one hundred thousand
dollars ($100,000.00) shall be commissioned to WDOC at the commission rate
specified in paragraph i of Section 4, A.

iv.
Commission for debit calls shall be based upon total
Gross Revenues, as specified above, generated from debit call usage. On the
fifth (5 th ) day following the month of traffic, Contractor shall submit a monthly
invoice for gross commissary or trust account funding along with a
corresponding funding report to WDOC, andf or WDOC's designated agent, for
the total amount of commissary or trust account debit funding activity (less
any issued creditsf adjustments) for the prior traffic month. The total debit
funding invoice shall be paid by WDOC, or WDOC's designated agent, to
Contractor within forty-five (45) days, following the month of traffic. Contractor
will be responsible for issuing the debit commission to WDOC based upon total
debit usage as outlined in Section D below and at the commission rate
specified in paragraph i of Section 4, A.
v.
Contractor shall pay commission on Gross Revenue
before any deductions are made for unbillable calls, bad debt, uncollectible
calls, fraudulent calls, LEC adjustments, or any other Contractor expenses.
Contractor agrees that WDOC will not bear any responsibility for unbillable or
uncollectible calls. Additionally, WDOC shall not be liable for any of
Contractor's costs for services pursuant to this Contract, including, but not
limited to, taxes, shipping charges, network charges, operator center charges,
insurance, interest, penalties, termination payments, attorney fees, or
liquidated damages.

vi.

All commissions are payable as identified in Section D

of this Contract.
Professional Services Contract between the State of Wyoming. Department of Corrections
and Inmate Calling Solutions
Page 3 of 18

vii.
Contractor shall impose a monthly collect threshold of
seventy-five dollars ($75.00) per each unique telephone number. Contractor
shall not decrease the collect threshold without WDOC's express written
consent, which consent shall not be unreasonably withheld or delayed.
viii.

Notwithstanding the foregoing, Gross Revenue does

not include:

a. Pre-paid Collect fees.
Pre-paid collect fees are
defined as fees imposed on called parties who set up and/ or fund a pre-paid
collect account with Contractor to accept calls. The amount of the funding fee
approved by WDOC is specified in Attachment B.

b. Billing Statement fees. Billing statement fees are
defined as fees tariffed by the Contractor and charged to called parties for
processing collect calls on a LEC telephone bill. The amount of the billing
statement fee approved by WDOC is specified in Attachment B.
c. Interstate Regulatory Recovery fees.
Interstate
Regulatory Recovery fees are defined as fees tariffed by the ITSP and charged to
called parties in an effort for Contractor to recover other fees and surcharges
imposed by the FCC, such as telecom relay, along with related administrative
costs.

d. Required regulatory charges and taxes that are
intended to be paid by the called party and then remitted 100% by the billing
party to the appropriate governmental agency.
e. A "Free" call, which shall be defined as a call not
generating any revenue for the Contractor. Calls to telephone numbers that
appear on the free call list supplied by the WDOC shall not generate revenue
for Contractor and shall not be commissionable to WDOC.
Only those
numbers designated by WDOC on the free call list shall be marked as "Free" in
the ITS and designated as such in the Call Detail Records. In the event
Contractor receives revenue, notwithstanding the source, from any third party
related to a completed free call, such revenue shall be included in Gross
Revenue and commissionable to WDOC.
f. Complimentary calls are not commissioned and
shall be limited to one 60-second call per unique telephone number.
Complimentary calls shall be designated as "Admin Set-Up" in the Call Detail
Records.
B.
Lobby Payphones. Contractor agrees to provide WDOC with
a total of five (5) lobby telephones for the Facilities. Each lobby telephone shall
allow free local calls and incoming calls. Each lobby telephone shall also allow
credit card, collect and toll-free calls.
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 40f18

Calling Rates.

ii. Calling rates shall be defined as the combined cost of
surcharges, any additional fees, and per minute rates charged to the called
party.
Both parties have mutually agreed upon the rates for
inmate telephone calls, as detailed in Attachment B. Any and all charges and
fees that will be assessed for all collect, debit and pre-paid inmate telephone
calls shall be shown in Attachment B.
111.

v. Rate adjustments requested by WDOC will be
implemented by Contractor within four (4) days of said request, subject to
regulatory approval.
D.

Reporting and Issuing Payment.

i.
Contractor shall provide commission payments and
traffic reports to WDOC or its Designated Agent no later than the twenty-fifth
(25th) day of the month following the month of traffic. Commission payments
shall be sent via wire transfer and traffic detail reports shall be sent via
electronic format to WDOC or its Designated Agent.
ii.
Traffic detail report(s) shall include a detailed
breakdown of the traffic for all collect, debit, and pre-paid collect calls for each
inmate telephone or inmate telephone station. This requirement is applicable
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 50f18

for any ITS equipment that may be installed by Contractor. Traffic detail shall
include, at a minimum, each of the following items for each inmate telephone
station broken down by collect, debit, and pre-paid collect call types: (a)
Facility Name; (b) Facility Identification Number; (c) Facility Street Address,
City, State, and Zip Code; (d) Automatic Number Identifier, or Inmate
Telephone or Inmate Telephone Station port number; (e) Total Gross Local
Revenue and Commission per Inmate Telephone or Inmate Telephone Station;
(f) Total Gross IntralatajIntrastate Revenue and Commission per Inmate
Telephone or Inmate Telephone Station; (g) Total Gross InterlatajIntrastate
Revenue and Commission per Inmate Telephone or Inmate Telephone Station;
(h) Total Gross Interlataj Interstate Revenue and Commission per Inmate
Telephone or Inmate Telephone Station; (i) Total Gross International Revenue
per Inmate Telephone or Inmate Telephone Station; U) Commission Rate; (k)
Total Commission Amount (including, but not limited to, Local,
Intralataj Intrastate,
Interlataj Intrastate,
Interlataj Interstate
and
International); (1) Site Identification (m) Traffic Period Dates; (n) Total Minutes
of use per Inmate Telephone or Inmate Telephone Station for each call type; (0)
Total Number of Calls per Inmate Telephone or Inmate Telephone Station for
each call type; (p) Total Debit Usage for each call type; and (q) Total Pre-Paid
U sage for each call type.
111.
Monthly raw call detail records and billing files shall
be delivered to WDOC, andj or it's Designated Agent, no later than the twentyfive (25 th) day of the month following the month of traffic. Call detail records
and billing files received by WDOC shall include the following:

a.
The billing files shall contain all necessary field
elements as those files prepared and submitted for billing to the called party.
The billing files shall be accompanied by a complete file map and complete field
legend. The billing files shall contain, but shall not be limited to, the following
fields: (a) Facility Name; (b) Facility Site ID; (c) Origination Number; (d) Dialed
Number; (e) Batch ID; (f) Row ID; (g) Record ID; (h) Date of Call; (i) Call Start
Time; U) Call End Time; (k) Time of Day; (1) Multiple Rate Period Indicator; (m)
Inmate Identifier j PIN (if utilized at the Facility); (n) Originating City; (0)
Originating State; (p) Bill City; (q) Bill State; (r) Billed Minutes of Use; (s)
Rounded Bill Time Indicator; (t) Bill Number; (u) Call Type (ex. Local,
Intralataj Intrastate, Interlataj Intrastate, Interlataj Interstate, International);
(v) Call Type Settlement Code; (w) Call Amount; (x) Taxes; (y) Fees; (z)
Specialized Calling Indicator; (aa) Validation Indicator and (bb) Tax Exempt
Indicator. Contractor shall make the complete file map and complete field
legend available to WDOC andj or its Designated Agent upon request from
WDOC andj or its Designated Agent.

b.
The raw call detail records (CDRs) shall contain
all calls (both attempted and completed), including all inbound voicemail
messages as well as voicemail message retrievals, which originated from the
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 60f 18

Facilities for each day and each time of the day for the period for which said
raw CDRs are requested. The raw CDRs shall contain the unedited data
including all fields and all field content. When requested, these records shall be
accompanied by a complete file map and complete file legend. The CDRs shall
contain, but shall not be limited to, the following fields: (a) Facility Name; (b)
Facility Site ID; (c) Origination Number; (d) Dialed Number; (e) Trunk ID; (f)
Port ID; (g) Station ID; (h) Location of Phone; (i) Inmate ID (if utilized at the
Facility); U) Inmate PIN (if utilized at the facility); (k) Prepaid Card ID Number (if
utilized at the Facility); (1) Traffic Period; (m) Date of Call; (n) Call Start Time; (0)
Call End Time; (p) Duration of Call (in seconds); (q) Bill Type (e.g. Collect,
Prepaid Collect, Debit, etc.); (r) Call Type (e.g. Local, IntralatajIntrastate,
Interlata/Intrastate, InterlatajInterstate, International); (s) Call Amount; (t)
Validation Result; (u) Termination Status; (v) LIDB Status and (w) Completion
Status.

iv.
Commission discrepancies must be resolved by
Contractor within thirty (30) days of written notification of a discrepancy by
WDOC or its Designated Agent to Contractor or such discrepancy is subject to
late charges, as described below and/ or termination of the Contract at the sole
discretion of WDOC, and/ or any other legal course of action WDOC elects to
pursue.
E.
Payments and/ or traffic detail reports received by WDOC
after the due date will be subject to late charges. The due date for all payments
and reporting is the twenty fifth (25th) day of the month following the month of
traffic. Late charges for commission payments shall be equal to five percent
(5%) per month of the commission due. Late charges for traffic detail reporting
shall be a fee of $750.00 per month for each report not received by the twenty
fifth (25th) day of the month following the traffic month or for reports that do
not contain all of the fields and information identified in paragraphs i and ii of
Section 4, D. If the commission payment is late, reporting is late and/or
reports do not contain all required fields, late fees and fines for all three shall
apply. WDOC or its Designated Agent shall promptly notify Contractor of any
late reports, files, data or payments hereunder.

Responsibilities of Contractor

A.
Contractor agrees to all terms and conditions set forth in
this Contract, and Contractor agrees to the specifications including, but not
limited to, the features and functionalities of the Inmate Telephone System
(hereinafter referred to as "ITS"), listed in Attachment A. If WDOC designates
an Agent, Contractor shall follow WDOC's direction in working with such
Designated Agent.

Responsibilities of WDOC
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 7 of 18

WDOC shall comply with the terms and conditions of this

Contract.
7.

Special Provisions

General Provisions

A.
Amendments. Any changes, modifications, reVISIOns or
amendments to this Contract which are mutually agreed upon by the parties to
this Contract shall be incorporated by written instrument, executed and signed
by all parties to this Contract.
B.
Applicable Law/Venue. The construction, interpretation
and enforcement of this Contract shall be governed by the laws of the State of
Wyoming. The Courts of the State of Wyoming shall have jurisdiction over this
Contract and the parties, and the venue shall be the First Judicial District,
Laramie County, Wyoming. The parties intend and agree that the State of
Wyoming and WDOC do not waive sovereign immunity by entering into this
Contract, and specifically retain immunity and all defenses available to them as
sovereigns pursuant to Wyo. Stat. § 1-39-104(a) and all other applicable law.
C.
Assignment/Contract Not Used as Collateral. Neither
party shall assign or otherwise transfer any of the rights or delegate any of the
duties set forth in this Contract without the prior written consent of the other
party. The Contractor shall not use this Contract, or any portion thereof, for
collateral for any financial obligation, without the prior written permission of
WDOC.

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 80f18

Audit! Access to Records.

ii.
Contractor shall maintain accurate, complete and
auditable records fully reflecting the Gross Revenues from which commissions
can be determined, including all call detail, EMI billing records, pre-paid card
sales, debit purchases, refunds, credits, and commissioning reports during the
term of the Contract and for no less than two (2) years after the term of the
Contract covered thereby in accordance with generally accepted accounting
principles. Failure by Contractor to comply with this full audit rights provision
will be grounds for termination of the Contract at WDOC's sole discretion.
111.
WDOC may also employ, at its cost and discretion, any
Designated Agent or subcontractor of its choosing in the performance of such
audits. Contractor shall pay resolved and agreed upon amounts due plus, in
the event the foregoing audit reveals an amount due WDOC above the amount
otherwise paid for the period audited, Contractor shall pay WDOC's reasonable
cost of the audit within thirty (30) days of the resolution date. If the agreed
upon amounts are not paid within thirty (30) days, the amounts due to WDOC
will accrue interest at the rate of one and one-half percent (1.5%) per month, or
the highest rate permitted by law (whichever is less) until such monies are
paid.

The Contractor shall cooperate fully with other contractors and WDOC m all
such cases.

G.
Certificate of Good Standing. Contractor shall provide
Certificate of Good Standing verifying compliance with the unemployment
insurance and workers' compensation programs prior to performing work
under this Contract.
H.
Compliance with Laws. The Contractor shall keep informed
of and comply with all applicable federal, state and local laws and regulations
in the performance of this Contract.
I.
Confidentiality of Information.
All documents, data
compilations, reports, computer programs, photographs, and any other work
provided to or produced by the Contractor in the performance of this Contract
shall be kept confidential by the Contractor unless written permission is
granted by WDOC for its release.
J.
Entirety of Contract. This Contract, consisting of eighteen
(18) pages, together with Attachment A, consisting of eighteen (18) pages, and
Attachment B, consisting of two (2) pages, represents the entire and integrated
Contract between the parties and supersedes all pnor negotiations,
representations, and agreements, whether written or oral.

K.
Extensions/Renewals. Nothing in this Contract shall be
interpreted or deemed to create an expectation that this Contract will be
extended beyond the term described herein. Any extension of this Contract
shall be initiated by WDOC and shall be accomplished through a written
amendment between the parties entered into before the expiration of the
original Contract or any valid amendment thereto, and shall be effective only
after it is reduced to writing and executed by all parties to the Contract. Any
agreement to extend this Contract shall include, but is not limited to: an
unambiguous identification of the Contract being extended; the term of the
extension; the amount of any payment to be made during the extension, or a
statement that no payment will be made during the extension; a statement that
all terms and conditions of the original Contract shall, unless explicitly
delineated in the exception, remain as they were in the original Contract; and,
if the duties of either party will be different during the extension than they were
under the original Contract, a detailed description of those duties.
L.
Force Majeure. Neither party shall be liable for failure to
perform under this Contract if such failure to perform arises out of causes
beyond the control and without the fault or negligence of the nonperforming
party. Such causes may include, but are not limited to, acts of God or the
public enemy, fires, floods, epidemics, quarantine restrictions, freight
embargoes, and unusually severe weather.
This provision shall become
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 10 of 18

effective only if the party failing to perform immediately notifies the other party
of the extent and nature of the problem, limits delay in performance to that
required by the event, and takes all reasonable steps to minimize delays. This
provision shall not be effective unless the failure to perform is beyond the
control and without the fault or negligence of the nonperforming party. The
parties intend and agree that the State of Wyoming and WDOC do not waive
sovereign immunity by entering into this Contract and specifically retain
immunity and all defenses available to them as sovereigns pursuant to Wyo.
Stat. § 1-39-104(a) and all other applicable law.

Indemnification.

i.
ITSP shall defend, indemnify, and hold WDOC and its
affiliates, agents, employees, officers, directors, and successors harmless from
loss, cost, expenses, damages or liability (including reasonable attorney's fees
and court costs) resulting from actions, causes of action or claims brought or
threatened hereunder, for (a) any actual or alleged negligence or dishonesty of,
or any actual or alleged act of commission or omission by, Contractor or any of
its employees, agents or subcontractors; (b) the operation of Contractor's
business or the ITS; (c) any breach by Contractor of its obligations hereunder;
or (d) any alleged patent, copyright or trademark infringement or unauthorized
use of trade secrets or other proprietary rights in connection with the ITS,
except where such claims, demands or liabilities are due to the negligence of
WDOC, its agents or employees.

ii.
WDOC agrees that Contractor shall not be responsible
for any injury or damage occurring as a result of any negligent act or omission
committed by WDOC, including its agents, employees, and assigns.
111.
Contractor agrees that WDOC shall not be responsible
for any injury or damage occurring as a result of any negligent act or omission
committed by Contractor, including its agents, employees, and assigns.

iv.
WDOC agrees to provide Contractor with reasonable
and timely notice of any claim, demand, or cause of action made or brought
against WDOC arising out of or related to the services rendered by Contractor.
Contractor shall have the right to defend any such claim at its sole cost and
expense and with its exclusive direction. WDOC agrees not to compromise or
settle any claim or cause without the prior written consent of Contractor.
v.
In the event any infringement claim is made or
threatened against WDOC, or injunctive relief is granted to a claimant,
Contractor shall at its sole cost and expense either (i) obtain the right for
WDOC to continue use of the services; (ii) substitute other services of like
capability, or (iii) replace or modify the services to render them non-infringing
while retaining like capability. In the event Contractor is unable to perform
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 11 of 18

any of the above, WDOC may terminate this Agreement upon providing sixty
(60) days written notice to Contractor.
The remedies provided in this
subsection are WDOC's sole remedies for Contractor's failure to perform any
obligation in this subsection.

vi.
The
prOVISIOns
Section
4
Paragraph
MIndemnification, including all subsections, shall survive the expiration or
other termination of this Agreement.
N.
Independent Contractor. The Contractor shall function as
an independent contractor for the purposes of this Contract, and shall not be
considered an employee of the State of Wyoming for any purpose. The
Contractor shall be free from direction over details of performance of service
under this Contract, assume sole responsibility for any debts or liabilities that
may be incurred by the Contractor in fulfilling the terms of this Contract, and
shall be solely responsible for the payment of all federal, state and local taxes
which may accrue because of this Contract. Nothing in this Contract shall be
interpreted as authorizing the Contractor or its agents and/ or employees to act
as an agent or representative for or on behalf of the State of Wyoming or
WDOC, or to incur any obligation of any kind on the behalf of the State of
Wyoming or WDOC. The Contractor agrees that no health/hospitalization
benefits, workers' compensation, unemployment insurance, and/or similar
benefits available to State of Wyoming employees will inure to the benefit of the
Contractor or the Contractor's agents and/or employees as a result of this
Contract.
O.
Kickbacks.
Contractor certifies and warrants that no
gratuities, kickbacks, or contingency fees were paid in connection with this
agreement, nor were any fees, commissions, gifts, or other considerations made
contingent upon the award of this agreement. If Contractor breaches or
violates this warranty, WDOC may, at its discretion, terminate this agreement
without liability to WDOC, or deduct from the agreed upon price or
consideration, or otherwise recover, the full amount of any commission,
percentage, brokerage, or contingency fee.

P.
Notices. All notices arising out of, or from, the provisions of
this Contract shall be in writing and given to the parties at the address
provided under this Contract, either by regular mail or delivery in person.
Q.
Notice and Approval of Proposed Sale or Transfer of the
Contractor. The Contractor shall provide WDOC with the earliest possible
advance notice of any proposed sale or transfer or any proposed merger or
consolidation of the assets of the Contractor. Such notice shall be provided in
accordance with the notice provision of this Contract. If WDOC determines
that the proposed merger, consolidation, sale, or transfer of assets is not
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 12 of 18

consistent with the continued satisfactory performance of the Contractor's
obligations under this Contract, then WDOC may, at its option, terminate or
renegotiate the Contract.

Patent or Copyright Protection. The Contractor recognizes
that certain proprietary matters or techniques may be subject to patent,
trademark, copyright, license or other similar restrictions, and warrants that
no work performed by the Contractor or its subcontractors will violate any such
restriction. The Contractor shall defend and indemnify WDOC for any violation
or alleged violation of such patent, trademark, copyright, license, or other
restrictions.
T.
Prior Approval. This Contract shall not be binding upon
either party, no services shall be performed under the terms of this Contract,
and the Wyoming State Auditor shall not draw warrants for payment on this
Contract, until this Contract has been reduced to writing, approved as to form
by the Office of the Attorney General, filed with and approved by the
Department of Administration and Information's Procurement Office, and
approved by the Governor of the State of Wyoming or his designee if required
by Wyo. Stat. § 9-2-1016(b)(iv).

Proof of Insurance

i.
Commercial
General
Liability
Insurance.
Contractor shall provide coverage during the entire term of this Contract
against claims arising out of bodily injury, death, damage to or destruction of
the property of others, including loss of use thereof, and including products
and completed operations in an amount not less than Two Hundred Fifty
Thousand Dollars ($250,000.00) per claimant and Five Hundred Thousand
Dollars ($500,000.00) per occurrence.
ii.
Business Automobile Liability. The Contractor shall
maintain, during the entire term of this Contract, automobile liability
insurance in an amount not less than five hundred thousand dollars
($500,000.00) per occurrence.
Workers' Compensation and Employers Liability
Insurance. The Contractor shall provide proof of workers' compensation
coverage pursuant to the Wyoming Workers' Safety and Compensation
111.

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 13 of 18

program, if statutorily required, or such other workers' compensation
insurance as appropriate. The Contractor's insurance shall include "Stop Gap"
coverage in an amount not less than Five Hundred Thousand Dollars
($500,000.00) per employee for each accident and disease.

Publicity. Any publicity given to the program or services
provided herein, including, but not limited to, notices, information, pamphlets,
press releases, research, reports, signs, and similar public notices prepared by
or for the Contractor, shall identify WDOC as the sponsoring agency and shall
not be released without prior written approval from WDOC.
W.
Severability.
Should any portion of this Contract be
judicially determined to be illegal or unenforceable, the remainder of the
Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 14 of 18

Contract shall continue in full force and effect, and either party may
renegotiate the terms affected by the severance.

Sovereign Immunity. The State of Wyoming and WDOC do
not waive sovereign immunity by entering into this Contract and specifically
retain immunity and all defenses available to them as sovereigns pursuant to
Wyo. Stat. § 1-39-104(a) and all other applicable law. Designations of venue,
choice of law, enforcement actions, and similar provisions should not be
construed as a waiver of sovereign immunity. The parties agree that any
ambiguity in this Contract shall not be strictly construed, either against or for
either party, except that any ambiguity as to sovereign immunity shall be
construed in favor of sovereign immunity.

Y.
Taxes. The Contractor shall pay all taxes and other such
amounts required by federal, state and local law, including but not limited to
federal and social security taxes, workers' compensation, unemployment
insurance and sales taxes.

Termination of Contract.

i.
This Contract may be terminated, on any reasonable
basis, by WDOC upon thirty (30) days written notice. This Contract may be
terminated immediately for cause if the Contractor fails to perform in
accordance with the terms of this Contract.
ii.
In the event either party breaches the Contract by
failing to perform as agreed, the non-breaching party shall give the breaching
party written notice of the failure stating what failure has occurred. The
breaching party shall have thirty (30) days after the receipt of such notice to
remedy the failure. If the breaching party does not remedy the failure in the
allowed thirty (30) days, the non-breaching party may terminate this
Agreement. Should Contractor for any reason, except in the case of Force
Majeure (see Paragraph L of Section 8 of this Contract), become unable to
complete the work required by this Agreement, WDOC may, at its sole
discretion, call for fifty-five thousand dollars ($55,000.00) in liquidated
damages. Notwithstanding the above, should WDOC prevent Contractor from
entering the premises to complete repair work on the inmate telephone
equipment, Contractor shall have time to complete said repairs using under the
provisions outlined in Item D of Section 12 in Attachment A after WDOC
allows Contractor access to the inmate telephone equipment.
111.
Contractor is responsible for performing remote
diagnostics, monitoring, and maintenance on the ITS. In the event that WDOC
experiences a service or equipment outage, Contractor shall repair any such
outage or otherwise restore service within ten (10) days after it receives notice

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 15 of 18

of or detects a service or equipment outage. If, Contractor is unable to make
the necessary repairs and/or restore service within this ten (10) day period,
WDOC may immediately terminate this Contract upon providing written notice
of termination to Contractor. The Transition period referred to in Section 11
of Attachment A will begin upon the termination of this Contractor.

AA. Third Party Beneficiary Rights. The parties do not intend
to create in any other individual or entity the status of third party beneficiary,
and this Contract shall not be construed so as to create such status. The
rights, duties and obligations contained in this Contract shall operate only
between the parties to this Contract, and shall inure solely to the benefit of the
parties to this Contract. The provisions of this Contract are intended only to
assist the parties in determining and performing their obligations under this
Contract. The parties to this Contract intend and expressly agree that only
parties signatory to this Contract shall have any legal or equitable right to seek
to enforce this Contract, to seek any remedy arising out of a party's
performance or failure to perform any term or condition of this Contract, or to
bring an action for the breach of this Contract.
BB. Titles Not Controlling.
Titles of paragraphs are for
reference only, and shall not be used to construe the language in this Contract.
CC. Waiver. The waiver of any breach of any term or condition
In this Contract shall not be deemed a waiver of any prior or subsequent
breach. Failure to object to a breach shall not constitute a waiver.
DD. Limitation of Liability. Except as to claims brought by a
third party against WDOC that are covered by Paragraph M of Section 8 of the
Contract, in no event shall WDOC have any liability for indirect, incidental,
special, or consequential damages, loss of profits or income, lost or corrupted
data, or loss of use or other benefits ("Extraordinary Damages") arising out of
or in any way related to any equipment, product, or service provided by
Contractor pursuant to this Contract. In any event, Contractor's liability for
any damages shall be limited to the direct actual damages proven by WDOC,
excluding any amounts relating to WDOC's negligence or willful misconduct.
EE.

Dispute Resolution.

considered conclusively resolved and may not be the subject of any arbitration
or litigation between the Parties. Any dispute that cannot be promptly decided
in this manner by the executives may be taken by the aggrieved party to
arbitration as described below.
FF. Arbitration. Any dispute or claim arising out of or relating to
this Agreement not resolved as described in Section 8 Paragraph EE
Subparagraph i above will be settled by one (1) arbitrator. The arbitrator will
be independent and knowledgeable with respect to contracts of this kind. If
practicable, the arbitrator will be agreed upon by the Parties, or will be
appointed by agreement of the Parties from a list of no more than three (3)
persons, but if the Parties are unable to agree on an arbitrator within ten (10)
days from the date on which either Party requests the appointment of an
arbitrator, either Party may request the American Arbitration Association to
appoint such person as soon as practicable. The arbitration will take place in a
place that is mutually agreeable by both Parties. Each of the Parties will
cooperate with the arbitrator and will provide the arbitrator with all
information in their possession or under their control necessary or relevant to
the matter being determined. The Parties will use their reasonable efforts to
cause any arbitration hearing that may be held hereunder to be completed as
soon as practicable. The arbitrator will be required to make his award as soon
as practicable after the conclusion of the arbitration hearing. The award will
be in writing, including the grounds on which the arbitrator based the award.
Judgment upon an award, including any interim award, rendered by the
arbitrator may be entered in any Court having jurisdiction thereof. The
arbitrator may determine all questions of law and jurisdiction including
questions as to whether the dispute is arbitratable, and has the right to grant
permanent and interim damages or injunctive relief, and will have the
discretion to award costs including reasonable legal fees, interest and costs of
the arbitration.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 17 of 18

9.
Signatures. The parties to this Contract, either personally or
through their duly authorized representatives, have executed this Contract on
the dates set out below, and certify that they have read, understood, and
agreed to the terms and conditions of this Contract.
This Contract is not binding on either party until approved by the
Procurement Services Division of the Department of Administration and
Information and the Governor of the State of Wyoming or his designee, if
required by Wyo. Stat. § 9-2-10 16(b)(iv).
The effective date of this Contract is July 1, 2012.

STATE OF WYOMING, DEPARTMENT OF CORRECTIONS:
1-~7-J:JDate

INMATE CALLING SOLUTIONS:

I!tie~t Vic.e

ATTORNEY GENERAL'S OFFICE APPROVAL AS TO FORM:
.~--~:}

S ., I

/
.'
.-J C..,c
:eLL· '4- ,'~ 7:S
Marion Yoder, Seni~ Assistant Attorney General
'"

/21 C<'1~C).q

f·'

,- -'7---

c:.-

Professional Services Contract between the State of Wyoming, Department of Corrections
and Inmate Calling Solutions
Page 18 of 18

ATTACHMENT A
CONTRACTOR RESPONSIBILITIES & INMATE TELEPHONE SYSTEM
FEATURES AND FUNCTIONALITIES

Installations:

For each installation, the Contractor shall submit an
implementation plan that shall include an installation schedule. Any initial
installations must be completed within sixty (60) days of the Effective Date of
this Contract. This implementation plan will become a part of the Contract
and must be followed.
A.

i.
Due to Contractor's action(s), if any installation is not
completed within the timeframe allowed in the agreed upon implementation
plan, Contractor may incur liquidated damages in the amount of three
hundred dollars ($300.00) per day for each day beyond the installation date. In
no event will natural disasters or acts of God cause Contractor to incur
liquidated damages.

Attachment A: Inmate Calling Solutions
Page 1 of20

ii.
Should Contractor incur liquidated damages, WDOC
or its Designated Agent will invoice Contractor. Payment of the invoice shall be
made to WDOC or its Designated Agent within thirty (30) days of Contractor's
receipt of the invoice.
B.
The Contractor agrees to obtain WDOC's written permission
before proceeding with any work that requires cutting into or through girders,
beams, concrete or tile floors, partitions or ceilings, or any work that may
impair fireproofing or moisture proofing, or potentially cause any structural
damage. WDOC does not anticipate that such work will be required for the
initial installation of the centralized ITS.

The Contractor agrees to assume responsibility for all
installation of equipment in accordance with the specifications contained in the
manufacturer's installation instructions.
D.
The Contractor shall provide a signed statement indicating
that all circuits have been tested, and that all cables, pairs, blocks, frames,
and terminals are legibly marked after completion of each installation.
E.
Use of existing or in-place conduit, raceways, cable ways,
cable, inside wiring, telephone set mountings, switches, terminal boxes, and
terminals within the Facilities are at the risk of Contractor. No exposed wiring
will be permitted. Ownership of any wiring or conduit placed under this
Contract by Contractor becomes WDOC's upon expiration and/ or termination
of the Contract.

F.
The Contractor agrees that if any cabling work is required as
part of any installation, all new cables shall be used and marked clearly and
legibly at both ends, and must meet all applicable Electronics Industries
Association EIA/TIA Commercial Building Telecommunications Wiring
Standard. This shall be done throughout this Agreement term and all
subsequent renewal terms.
G.
Throughout the term of this Agreement, WDOC may require
additional inmate telephones and monitoring and recording equipment for the
existing Facilities, expansions and/ or newly constructed Facilities. Contractor
shall install any additional inmate telephones and monitoring and recording
equipment, as needed, within thirty (30) days of request and at no cost to
WDOC.
This shall be done throughout this Agreement term and all
subsequent renewal terms.
H.
Contractor shall provide and install adequate surge and
lightning protection equipment on all lines used for the ITS. Contractor shall
be responsible for maintaining, replacing or upgrading the surge and lightening
protection at no cost to WDOC.

Attachment A: Inmate Calling Solutions
Page 2 0/20

I.
Installation of all telephones and related equipment shall be
accomplished during normal business hours at each Facility or as directed by
Facility's on site Administrator, Warden or Security Manager.
J.
The Contractor shall clean up and remove all debris and
packaging material resulting from any work performed at the Facilities.

The Contractor shall restore to original condition any
damage to WDOC's property caused by maintenance or installation personnel
associated with Contractor, including repairs to walls, ceilings, etc.
K.

L.
The Contractor agrees to install, repair and maintain all
Contractor provided equipment and lines, including, but not limited to, any
wiring or cable work required from the demarcation point throughout each of
the Facilities, at no cost to WDOC.
All Contractor-provided equipment,
installation, maintenance and repair costs as well as all costs or losses due to
vandalism shall be the total responsibility of Contractor.

Upon completion of initial installation and ongoing
installations, Contractor must provide WDOC and its Designated Agent with a
list of telephone numbers, equipment specifications, and locations of each unit.
M.

N.
Ownership of any wiring and conduit placed under this
Contract becomes WDOC's property upon termination and/ or expiration of this
Contract.

5.
Station Equipment Specifications: ITSP shall ensure that all
operational features and system requirements provided must be applicable to
all calls placed through the ITS, including local, long distance and international
calling.
A.
Each call, having been identified as being placed through
Contractor's ITS, shall be delivered to the called party as either a collect call, a
pre-paid call and/ or a debit call - if the pre-paid/ debit application is in effect
and chosen as the means to place the call.
B.
Telephone station equipment shall be powered by a
telephone line or equivalent and require no additional power source. A power
source will be available at the demarcation location.

Attachment A: Inmate Calling Solutions
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simple replacement of inmate telephone parts by the Facility personnel.
Contractor shall be responsible for ensuring the on-site inventory IS
replenished, at a minimum, on a monthly basis. Pick-up and shipment of
inmate telephone inventory shall be accomplished at no cost to WDOC.
D.
The ITS shall comply with all Federal Communication
and/ or Utility Commissions regulations. The inmate telephone stations shall
be stainless steel, non-coin, sturdy enough to withstand vandalism and severe
use, and be steel armored, durable equipment which can withstand tampering
and is suitable for a detention environment. The equipment must contain no
removable parts.
E.
Contractor shall provide a
sufficient
number of
telephone / trunk lines to the ITS to allow inmates the opportunity to place calls
99.5% of the time.

F.
Contractor shall provide telephone reception quality at least
equal to the toll quality offered to the general public and shall meet
telecommunication industry standards for service quality. All telephone sets
must be of the "amplified" or volume controlled sort. Contractor shall accept
WDOC's decision regarding whether the reception quality meets industry
quality standards.
G.
Call acceptance by the called party shall be accomplished for
all calls through caller confirmation (positive acceptance). Voice recognition is
not an acceptable method for positive call acceptance. The ITS shall be able to
recognize standard or irregular busy signals, standard or irregular ringing
signals, answering machines, cellular telephones, pagers, operator intercepts,
quick disconnects, chain dialing and no voice from called party.
H.
The ITS shall monitor the switch hook of the inmate
telephones and if the switch hook is depressed at any time, the call will be
disconnected or an internal dial tone should be activated to prevent fraud.
Contractor must assume all responsibility for fraud.

I.
During the call set up process, the ITS shall provide a prerecorded announcement identifying that the call is coming from a specific
inmate located at the Facilities and that the call "will be recorded and subject
to monitoring."
J.
All collect calls must be clearly identified as a collect call to
the called party. This recording must be heard by the called party and be free
of any toll charges.
K.
The ITS shall process calls on a selective basis: English and
Spanish. The inmate must be able to select the preferred language utilizing a

Attachment A: Inmate Calling Solutions
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simple code. At WDOC's request, Contractor agrees to provide additional
language options for the ITS prompts, at no cost to WDOC, subject to the
standard languages available for the ITS at the time of WDOC's request.
L.
Written dialing instructions in both English and Spanish,
and any additional languages requested by WDOC, must be permanently and
prominently displayed on each inmate telephone.
M.
Contractor shall subscribe to the Local Exchange Carrier
Line Information Screening Data Base (LID B). Contractor shall query this
database for each inmate call and process only those calls which do not have
Billed Number Screening (BNS). Contractor must assume all responsibilities
for the cost and the accuracy of validation.

N.
The ITS shall provide a recording back to the inmate which
details why a call was not completed. WDOC reserves the right to request
Contractor to modify/revise the recordings at any time during the term of this
Contract and at no cost to WDOC. WDOC shall modify/revise the recordings
within sixty (60) days of request by WDOC.

o. The ITS shall have the capability to provide free calling to
selected numbers as determined by WDOC and as detailed in Subparagraph e
of Subparagraph viii of Paragraph A of Section 4 of this Contract.
P.
The ITS shall have the capability to program a specific speed
dial codes to selected numbers as determined by WDOC, without the
assistance of Contractor and at no cost to WDOC.
Q.
Contractor shall provide WDOC with its SourceCheck 411
technology at each workstation. The call detail records shall be able to display
the reverse directory information for the specified called number to include, at
a minimum, the called party's billing name and address. The database shall be
accessed via a secure link to the internet and shall be constantly updated. The
SUbscription to the SourceCheck technology shall be provided to the WDOC
and Facilities at no charge and shall be available at every workstation and any
remote monitoring stations.
R.
The Contractor must notify each Facility or the WDOC's
Designated Agent any time a technician will require entry to any of the
Facilities.
S.
The ITS shall have the capability to ensure that calls to
rotary telephones are completed accurately and positive acceptance is applied
to the call.

Attachment A: Inmate Calling Solutions
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T.
The ITS shall, upon request by WDOC, provide specific
information for tracking inmate calling activities and calling patterns by
individual telephone numbers. The following reports shall be available for
monitoring and billing purposes:
i.
Monitoring reports that can be provided or sorted by
any or all of the following criteria:

•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•

Daily statistical reports;
Facility names;
Originating number;
Terminating number;
Date of call;
Time of day;
Inmate name;
Length of call;
Type of call - local, intralata etc;
Bill type - collect, debit or pre-paid
Line or Trunk group and trunk number call route;
Location of station originating the call;
Cost of the call;
Call Acceptance code/Method of call acceptance;
Call Termination code/Method of call termination;
PIN number (associated with Inmate's name);
Frequently called numbers (for all numbers called
more than five (5) times in one day);
Calls from a specific inmate telephone station ID or
group of station IDs;
Common numbers called (for all numbers called by
more than one inmate);
Blocked numbers report;
Three way call attempt reports;
Calls not passing validation;
Trunk activity; and
Station activity.

ii.
Billing reports that can be provided or sorted by any or
all of the following criteria:
•
•
•
•
•
•
•

Call detail report;
Amount charged per call;
Gross charges billed;
Daily statistics;
Monthly statistics;
Called party/number accepting report;
Fraud/velocity report;
Attachment A: Inmate Calling Solutions
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•
•
•
•
•
•
•
•
•

Separate facility totals and statistics;
All facility totals and statistics;
Total calls;
Calls by date;
Time of day;
Length of a call;
Debit usage report;
Bill and call type distribution; and
Calls being denied by validation.

U.
The ITS shall provide system administrators with the
capability to print reports directly from the search screen. After selecting the
required parameters, the ITS shall have the capability to provide a return list of
calls matching the criteria which can be printed in a report format. The ITS
shall also have the capability to produce call count reports, and daily reports
as well as frequency reports based on any of the criteria detailed above or any
parameters as defined by the WDOC.

Security shall be maintained by a multi-level password
system based on user access requirements. The ITS shall allow users to be
assigned pre-set security levels, or allow the flexibility to assign individual
access permissions based upon specific job requirements. These permissions
shall include, but not be limited to, access to inmate accounts, monitoring, call
searching, etc. Those users with the administrator level password must have
the ability to set user access parameters for other users according to security
requirements.

The ITS must include a user log. Only those users with
administrator level access should be able to review the user log. The log must
include user access to the system, the time and date of each access, and the
action taken during the user access.

x.
The ITS shall also provide the ability to customize reports in
a form mutually agreed upon by WDOC and its Designated Agent and
Contractor and at no cost to WDOC.
Y.
The call detail records shall be stored in a minimum of three
(3) locations to avoid any possibility of call detail records being lost. Failure by
Contractor to store all call detail records, or loss of call detail records, for any
of the Facilities, shall result in a fine, of three thousand dollars ($3,000.00), to
be paid by Contractor to WDOC

The ITS shall store all call detail records, including all
attempts and completed calls at the each Facilities for the life of the Contract.
WDOC shall have access to all call detail records for any of the Facilities from
all workstations and remote access computers, based upon user's access level.
Attachment A: Inmate Calling Solutions
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AA. The Contractor shall have the ability to perform remote
diagnostics to the ITS to determine if a problem is with the telephone unit or
with the telephone line.

BB. The ITS shall be TCP / IP compatible and allow multiple
operators simultaneous access while maintaining adequate security to prevent
unauthorized use and access.

cc.

Contractor shall provide accommodations necessary to
comply with Americans with Disabilities Act (ADA) requirements, including but
not limited to, providing telephones which are accessible to persons in
wheelchairs and providing systems that are compatible with Telephone Devices
for the Deaf (TDD). Contractor shall provide one (1) TDD telephone at each
Facility listed in Attachment B at no cost to WDOC. The TDD telephones shall
be compatible with the ITS for call processing, monitoring and recording, and
must be installed and tested by Contractor.
DD. The ITS must offer the called party an option to receive a rate
quote during the call set-up process for every call type. The ITS must repeat
the options to the called party a minimum of two (2) times during the initial call
process.
EE. Contractor shall have the capability to establish an
"informant" line. Calls to the "informant" line shall be free and shall be routed
to a destination designated by WDOC.
If so requested by WDOC, the
destination for the informant line may be an automated voicemail box or an
internal ITS speed dial/prompt. Playback of the informant calls shall be
available via the ITS.
FF. Pro bono calls to Consulates of all countries are required for
ICE detainees and shall be provided at no cost to WDOC.
GG. Contractor shall work with WDOC on the implementation of
a reporting line which complies with the Prison Rape Elimination Act (PREA) of
2003. At a minimum, Contractor shall:
i.
Route free calls via the ITS to a destination provided
and designated by WDOC.

ii.
Provide a telephone line, at no cost to WDOC,
dedicated for the PREA calls to which the calls will be routed as free.
HH. At the request of WDOC, Contractor shall supply WDOC with
signage/brochures/flyers regarding Contractor's pre-paid program at no cost to

Attachment A: Inmate Calling Solutions
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WDOC. Contractor shall supply signage/brochures/flyers within ten (10)
business days of request by WDOC.

Security Features:
A.

The ITS shall prohibit direct-dialed calls of any type.

The ITS shall prohibit access to a line operator for any type

The ITS shall prohibit access to "411" information service.

of call.

D.
The ITS shall prohibit access to 800 type services unless
otherwise agreed to by WDOC.

The ITS shall prohibit access to 900 type services.

F.
The ITS shall prohibit access to multiple long distance
carriers via 950, 800, and 10 10-XXX numbers.
The ITS must be able to shut down quickly and selectively.
WDOC must be able to shut down the ITS via the ITS user application and by
cut-off switches at several locations including, but not limited to:
G.

At demarcation location - total facility telephones;

ii.

By central control center - select telephones; and

iii.

By select housing units - control center.

H.
The ITS shall be able to take an individual station out of
service without affecting other stations or units.

The ITS shall prevent any inmate telephone from receiving
any incoming calls. Contractor agrees that no inmate telephone shall be
capable of receiving an incoming call and Contractor shall work with the local
exchange carriers (LECs) to ensure such control.
I.

J.
The ITS, upon detection of a three-way call, shall have the
capability to flag the call as a three-way call in the call detail records, and in
addition, the ITS shall have the capability to terminate the call immediately.
Contractor shall keep WDOC updated on its progress in enhancing that ITS
three-way detection and termination technology.
K.

The ITS shall have the ability of answer detection.

Attachment A: Inmate Calling Solutions
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The ITS shall incorporate keyword search technology.

M.
The ITS shall have a fraud prevention feature. This feature
will randomly interject pre-recorded announcements throughout the duration
of the conversation to the called party indicating the source of the call. The
inmate must not be able to interfere with these announcements.

N.
The ITS shall be capable of denying certain telephone
numbers from inmate dialing.

The inmate's call shall be muted until the called party has
positively accepted the collect, debit or pre-paid call; however, the inmate
should hear the progress on the called party side.
P.
The ITS shall be capable of limiting the length of a call,
providing the dial tone at certain times of the day and allowing a maximum
number of minutes or seconds per inmate, per month. Call time limits for the
Facilities are detailed in Attachment B.
Q.
In all circumstances, the ITS shall limit the inmate to a
single call request. The ITS shall always require the inmate to disconnect the
call in progress and initiate another call.
R.
ITS shall have the capability to detect and terminate Remote
Call Forwarding calls whenever Contractor develops such technology.

Personal Identification Number (PIN) Application:

A.
The PIN application shall work with the ITS using all of the
features described herein.

B.
The ITS shall have the capability to provide collect, debit,
and pre-paid station-to-station calling utilizing a PIN.

The ITS shall be capable of providing Allow Lists (PANs)
associated with each PIN. The PANs shall store a set quantity of allowed
telephone numbers for each inmate. Attorney numbers included on inmate
PANs shall be marked as "do not record."
D.
Contract shall be responsible for transferring the PIN and
PAN information stored in the inmate telephone system currently being used at
the Facilities at no cost to WDOC.
E.
The ITS shall be capable, upon request by WDOC, to provide
specific information for tracking inmate calling activities and calling patterns

Attachment A: Inmate Calling Solutions
Page 100/20

by individual telephone numbers. The following reports shall be available for
monitoring purposes:
i.
H.

PAN Lists by PIN (inmate) or identifying number; and
Calls by PIN (inmate) or other identifying number.

F.
The ITS shall have the capability to generate PINs for
inmates through the inmate telephones using the inmate number, Book IN
number, random number generated by the ITS, or some number unique to the
inmate.
G.
The ITS shall have the capability to interface with the
WDOC's booking system in accordance with Contractor's standard file transfer
formats so that the inmate PIN can be automatically transferred to the ITS. If
the automated method is selected by the WDOC, the Facilities shall not be
responsible for entering PIN numbers into the ITS when new inmates are
booked.
H.
The PINs and PANs shall be stored in a database that is
accessible to designated users, depending upon the user's password level. The
ITS shall display if a phone number entered is an active entry for any other
inmates.
I.
The ITS shall include, at a mInImUm, an alert system that
will detect and prohibit an attempted call made to a restricted number, an
attempted call using a restricted PIN, or an attempted call made from a
restricted telephone.

J.
The ITS shall store inmate information in a central storage
location so inmate information is available to any of the Facilities without
WDOC administrative staff being required to re-enter inmate information.
K.
Once an inmate is activated in the ITS, the inmate shall be
allowed to complete calls from any Facility listed in Attachment B without any
additional administrative work from the WDOC personnel at any Facility.
However, a PIN shall not be allowed to be used at two different Facilities on the
same day.

PAN lists shall be stored in a central location so the PAN
information does not have to be transferred by the administrative staff of any
WDOC facility.
L.

M.
The ITS shall be capable of documenting the date/time when
an individual PIN or PAN entry was added or modified in the ITS and document
the user making the change.

Attachment A: Inmate Calling Solutions
Page 11 of20

Monitoring and Recording Requirements:

A.
The ITS shall be capable of permitting full monitoring and
recording of all calls from any telephone station within the Facilities unless
there are restrictions that prohibit the recording and monitoring of certain calls
such as attorney-client restrictions. The ITS shall have the capability to
exclude those calls.

B.
The Contractor shall provide remote access to the WDOC
central office in Cheyenne, WY, enabling WDOC to access any of the call
recordings completed at any of the Facilities. The remote access shall also
include access to any and all call recordings stored at any of the Facilities, plus
access to those calls recordings stored at the central office in Cheyenne, WY.
C.
The ITS shall comprehensively record all calls at the
Facilities. The ITS must provide a fully integrated recording component for use
in recording inmate telephone calls. At a minimum, authorized users shall have
the capability of playing back a recorded call. Inmate telephone administration,
conversation monitoring, and conversation recording and playback should all
be capable of taking place from the inmate telephone system workstation at
each Facility and the WDOC central office located in Cheyenne, WY.
D.
All inmate call recordings shall be stored online for the life of
the contract and shall be stored offline indefinitely. Failure by Contractor to
store call recordings, or loss of call recordings, for the Facilities, shall result in
a fine to be paid by Contractor to WDOC of three thousand dollars ($3,000.00)
per instance. WDOC or its Designated Agent shall provide Contractor an
invoice for the total fine due, for which Contractor shall remit payment to
WDOC within thirty (30) days. All call detail records shall be collected and
stored real time at a central, secure location and at an off-site backup.
E.
ITS shall provide the capability to email andj or copy the
conversations onto a compact disc (CDjDVD) or other electronic medium in
audio or MP3jdata format with tamper free capabilities for transport and
replay on any computer with audio capabilities. The storage device shall be
provided by the Contractor and be located in the area designated by WDOC.
The ITS shall produce transfer recordings with virtually no loss in quality and
shall be capable of placing an audio time and visual date stamp within the
recording. The storage device shall have a monitor amplifier and speaker so
the Investigator may confirm accurate transfers of the recorded information.
F.
The recorded conversations stored in the system must
provide security measures to ensure that the conversations have not been
tampered with. This security must extend even to recordings that have been
transferred to external CD, DVD medium andj or transmission bye-mail. The

Attachment A: Inmate Calling Solutions
Page 120f20

Contractor must provide expert testimony regarding security of the call
recordings if required at no cost to WDOC. The transferred record must
include all call record detail available in the ITS (time and date of the call, PIN
number, destination number, etc) of the recorded conversation.
G.
The monitoring and recording of calls shall be selectively
programmable by one or all of the following:

i.
ii.
iii.
iv.
v.

Inmate telephone;
Housing unit;
Start and stop time and date of call;
Called number; and
PIN

The ITS shall utilize current technology in hardware,
H.
specifically hard disk drive arrays for long and short term storage. These arrays
shall be configured for maximum performance.
Offline storage shall not utilize any type of tape or tape
cartridge. Offline storage shall be readily accessible and shall not require
WDOC to load or change out any media.
I.

J.
ITS shall be capable of attaching a note document to any call
record to include information such as case number or other investigative data.
This note shall be a permanent part of the call record and shall have the
capability to be saved to disk. The ITS shall have the capability to save all
notes in word processing programs as Microsoft Word with the original
formatting. Additionally, the ITS shall have the capability to conduct searches
on the information contained within the notes i.e. case number, inmate name
etc.
K.
The ITS shall record the method in which the call was
accepted or denied. Further, the ITS shall record the method in which the call
was terminated. This information shall be contained within the call detail
records (CDR) and shall be included in call detail reports.

The ITS shall be capable of showing real time call activity
(Live Monitoring) on any workstation or remote access computer. This activity
shall be detailed by the date of call, start time of call, stop time of call,
originating telephone station number, called number and PIN (inmate).
L.

M.
The ITS shall allow administrators to search for calls
completed and recorded during a specific time period, originating telephone
station number, called number, calls with pre-defined "keywords", or calls
made by phones assigned to a certain group. Playback of online recorded calls
from remote access locations shall commence within ten (10) seconds of

Attachment A: Inmate Calling Solutions
Page 13 0/20

selection by the operator. Playback of online recorded calls shall not require
any media change. Offline records should be accessible in a rapid manner and
shall not require the ITS equipment to play the calls back.
N.
The ITS shall allow the manual set up of the monitoring and
recording connection on an as-needed basis on any of the workstations
provided by the Contractor located at the Facilities. The ITS shall have the
capability to select a particular telephone number for recording or monitoring
while a call is in progress.

The ITS shall have the capability of automatically calling and
alerting investigators and offering live monitoring of calls by tagging specific
dialed numbers or PINs. Monitoring shall not be detectable by the inmate or
the called party and the ITS should be able to allow multiple end-points to
monitor ongoing conversations. The recording system shall allow for live
monitoring of calls in real time, without any interference to existing recording
operation. This feature should be available locally over the workstation
speakers, as well as remotely to a telephone number specifically designated by
the system administrator. Additionally, the WDOC shall have the capability,
while monitoring, to terminate the call from the phone keypad.
P.
All recordings for each Facility shall be available online via
the ITS workstation interface so that system-wide investigations may be
performed from a central location at any WDOC Facility and the WDOC central
office. This process shall not require more than one login by an authorized
user.

Q.
The ITS shall allow an administrator to designate "Hot" PINs
or "Hot" destination numbers. When the ITS detects that a call is being made
using any of the preprogrammed Hot PINs or Hot destination numbers, the ITS
shall automatically call certain destination numbers designated by the WDOC.
The ITS shall allow system administrators to add or remove destination
numbers from the hot list table. These designated numbers should include any
standard phone number, cell phone and/or pager. When WDOC personnel
receive an alert call from the system, the ITS shall promptly notify the recipient
of the alert and the recipient will be instructed to enter a security code which
will immediately enable the user to monitor the live call in progress. The
recipient should be undetected by the inmate or called party; however, WDOC
should have the capability to disconnect the call or cut into the call and talk to
each party. Alerts to pagers must include information including number being
dialed, PIN used, etc. The ITS shall allow the chain of three (3) numbers to be
called in sequential form to alert Facility personnel.
R.
The ITS shall provide for simultaneous playback of recorded
calls as well as continuous recording of live conversations. It is mandatory that
the playback of any selected channel must be accomplished while continuing to

Attachment A: Inmate Calling Solutions
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record all input channels. The recording system must provide users with the
ability to search for recorded calls by individual PIN, specific date and time
criteria, individual destination numbers, individual inmate telephones, or a
group of inmate telephones. The system shall provide a playback history list of
all recorded call(s) to determine every user that has listened to the recorded
call.

The ITS shall provide for continuous online diagnostics and
continuous supervision, as well as local remote offline system control access
for advanced programming and diagnostics. Access to the built-in advanced
diagnostics and program control shall be accessible by service center personnel
and shall provide failure reports, service history and other diagnostics.
T.
The ITS shall have the capability to copy the conversations
onto a compact disc (CD), DVD, email or other electronic medium for transport
and replay on any computer with audio capabilities. The storage device shall
be provided by the Contractor and be located in the area designated by WDOC.
The storage device shall produce transfer recordings with virtually no loss in
quality and shall be capable of placing an audio time and date stamp within
the recording. The storage device shall have a monitor amplifier and speaker
so that the Investigator may confirm accurate transfers of the recorded
information.
U.
Time and date entries for each recorded conversation shall
be displayed on a per channel basis. The ITS shall display all conversations in
chronological order to facilitate research and playback.

Contractor shall provide WDOC with a number of
workstations as specified in Attachment B, working real-time with the ITS for
such monitoring, recording, and reporting. Each workstation shall include a
CDjDVD burner.

w. The Contractor shall provide an uninterrupted power supply
source to ensure there is no loss of recordings or real time call data in the
event of a power failure.
x.

Conversations shall be recorded on visitation phones for the
facilities shown on Attachment B.
9.
Pre-Paid and! or Debit Application:
include, but not be limited to, the following:

A.
ITS provided.

The application shall

The pre-paid andj or debit application shall work with the

Attachment A: Inmate Calling Solutions
Page 15 of20

B.
The debit program shall interface with the current Cashless
Systems (Cactas) software for ease of transfer of money from the commissary
account to the inmate ITS account.

pre-paid

and/or

debit

application

shall

allow

F.
The pre-paid and/ or debit application shall have the
capability to terminate an account and refund income to the inmate or
participant on the inmate's allowed calling list at no additional cost and at the
time the inmate is released/transferred from the Facilities. Contractor shall not
be allowed to keep any money deposited in a debit account or in a pre-paid
collect account upon termination of this Contractor. All monies shall be
returned to the individual inmate or end-user at the termination of the account
or six (6) months of no activity, whichever comes first and in accordance with
unclaimed property laws.
G.
WDOC elects to implement Contractor's Call Center Debit
program upon the Effective Date of this Contract, which will allow inmate
friends and family to deposit funds into an inmate's debit account enabling
inmates to call any WDOC-approved telephone number. The amounts of the
funding and refund fees approved by WDOC are specified in Attachment B.
H.
The pre-paid and/ or debit calling rates may be lower than
the collect calling rates as detailed in Attachment B.

10.

Training:

A.
Contractor shall provide training to WDOC's staff at the
location where the equipment is installed.
Additional training may be
requested by WDOC at any time during this Contract and the additional
training shall be provided at no cost to WDOC. Training manuals shall be
provided at no cost to WDOC's staff at all training meetings. The training
manuals will become the property of WDOC.
B.
Informational pamphlets shall be available for inmates
relative to the applicable features and functionalities of the ITS, when
requested by WDOC.

Attachment A: Inmate Calling Solutions
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The Contractor's training manual shall include, but not be

limited to:

A description of the SourceCheck 411 technology;

ii.

A description of the process for accessing all call

iii.

The process for creating, exporting and transferring

recordings;

case files;

iv.
Information on the type of media player required to
playback call recordings; and

v.
User security levels available, as well as the permitted
tasks for each security level.
11.

Transition:

A.
Upon expiration, termination, or cancellation of this
Contract, Contractor shall cooperate and work with WDOC, its Designated
Agent, and the new Contractor to ensure an orderly transfer of responsibility
and/ or the continuity of the services required under the terms of this Contract
to an organization designated by WDOC. Contractor shall provide and/ or
perform any or all of the following responsibilities:

i.
Contractor agrees that the call records, call recordings,
documentation, reports, data, etc., contained in the ITS are the property of
WDOC and shall be provided to WDOC in a workable, software-compatible
format at no cost to WDOC within fifteen (15) days following the expiration,
termination or cancellation of this Contract. Contractor agrees that one (1)
workstation shall become the property of WDOC at the expiration, cancellation,
or termination of this Contract so that WDOC will have access to all call
records, documentation, reports, data, etc. that are contained in the inmate
telephone system.
ii.
Contractor shall discontinue providing service or
accepting new assignments under the terms of the Agreement, on the date
specified by WDOC. Contractor agrees to continue providing all of the services
in accordance with the terms and conditions, requirements and specifications
of the Contract for a period not to exceed ninety (90) calendar days after the
expiration, termination or cancellation date. Commissions are applicable to
any and all calls handled by Contractor and will be due and payable by
Contractor to WDOC at the compensation rate and terms provided in this
Contract until collect, debit and/or pre-paid calls are no longer handled by
Contractor.

Attachment A: Inmate Calling Solutions
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B.
All inside wiring shall become the property of WDOC at the
conclusion of the Contract. Contractor agrees to remove its equipment at the
conclusion of the Contract in a manner that will allow the reuse of the
cabling/wiring distribution and following the installation of the new provider's
system in order to ensure a smooth transition.

12.

Maintenance:

A.
The Contractor shall provide the necessary labor, parts,
materials, and transportation to maintain all proposed telephones in good
working order and in compliance with the equipment
manufacturer's
specifications throughout the life of this Contract. No charge shall be made to
WDOC for maintenance of the ITS.
B.
The Contractor will be responsible for supplying all
CDs/DVDs for the storage of call recording at no cost to WDOC and for the life
of the Contract.

c.
The Contractor shall maintain all cable dedicated to the ITS,
whether reused or newly installed.
D.
The Contractor shall respond to repair requests from WDOC
or its Designated Agent by arriving at the site promptly after reasonable notice
has been given on a twenty-four (24) hours a day, seven (7) days a week basis,
365 days a year.
E.
Repairs or replacements shall be started by a qualified
technician within four (4) hours following notification of a service request or ITS
failure. The Contractor must exhibit to WDOC a best effort approach to
completion of the repairs or replacement during the first twenty-four (24) hours
following notification of a problem. WDOC, and/ or its Designated Agent, shall
be notified of the technician's arrival on site prior to technician's arrival,
progress and/or delays in progress until the problem is resolved. Contractor
shall provide WDOC and its Designated Agent a complete list of business,
cellular and pager numbers. Contractor's management home and emergency
telephone numbers must also be furnished. Contractor shall provide WDOC
and its Designated Agent with a copy of current repair procedure policies for
both normal maintenance and emergency outages.
F.
Contractor shall be responsible for resolving any service
problem(s) within ten (10) days of receiving notice of the service problem (s)
from WDOC or its Designated Agent ("Cure Period"). Additionally, if any
reported service problem is not resolved within the Cure Period, WDOC shall
have the right to terminated this Contract.

Attachment A: Inmate Calling Solutions
Page 180/20

G.
A complete list of contractors/ subcontractors, managers,
administrators, technicians, etc. must be provided to WDOC. This includes a
complete list of business, cellular and beeper numbers; the Contractor's
management home and emergency telephone numbers must also be furnished.
H.
Either party shall report to the other party any misuse,
destruction, damage, vandalism, liability, etc. to the ITS. Contractor will
assume liability for any and all such damages. In addition, Contractor shall
ensure that all inmate telephones are operable and maintained at an
acceptable level.
I.
All issues surrounding the ITS service shall be reported by
Contractor to WDOC or its Designated Agent promptly.

13. Performance Process: Contractor shall adhere to the following
Performance Process when upgrading the ITS software and equipment, or
performing any changes to the ITS at the Facilities. Any deviation from this
process shall result in a fine or penalty to Contractor. Such fine or penalty will
be equal to no less than three hundred dollars ($300.00) per occurrence or
equal to any fine imposed by the agency supplying the inmates, whichever is
greater. The fine or penalty shall be due and payable by Contractor upon
receipt of written notification from WDOC, or its Designated Agent, of the total
amount due.
A.
Contractor shall provide WDOC, or its Designated Agent,
thirty (30) days written notice of a change or upgrade to the ITS. However, this
does not apply to emergency change control.
B.
Contractor shall perform extensive testing on all system
changes or upgrades prior to discussing with WDOC or its Designated Agent.
At a minimum the extensive testing shall include:

i.
Extensive testing on a system identical to the existing
system at the Facilities.
ii.
iii.

Analog, Data, and Circuit testing.
International call testing.

c.
Contractor shall provide written detailed information about
the change and/or upgrade, specifically identifying additional features and
functionalities said changes shall provide the Facilities.
D.
Contractor shall receive written notification from WDOC, or
its Designated Agent, before scheduling or proceeding with any changes to the
ITS at the Facilities.

Attachment A: Inmate Calling Solutions
Page 190/20

E.
Upon receiving WDOC's approval, Contractor shall provide
the Facilities with written instructions for the inmates of changes to any voice
prompts or calling procedures. Such instructions shall be provided in English
and Spanish, and any additional languages requested by WDOC, and posted
throughout the Facilities.
F.
Customer, at its option, shall have a mmimum of two (2)
weeks to notify inmates at Customer's Facility of any ITS changes that are
going to specifically affect the inmates.
G.
Contractor shall coordinate a convenient time and day with
WDOC to implement the changes or upgrades to the ITS to avoid disruption.
Contractor shall work with WDOC and/ or its Designated Agent to schedule the
changes or upgrades during a time when the telephones are not being used
regularly by the inmates to avoid disruption.

H.
Contractor shall coordinate a technician to be on site the day
of implementation to place test calls and ensure the ITS is functioning
correctly.
I.
All changes or upgrades shall be made by Contractor as
identified in Attachment A, Section 1 and Section 13 and at no cost to
WDOC.
J.
Contractor shall provide 24/7/365 customer service support
through a customer support center.

Attachment A: Inmate Calling Solutions
Page 200/20

ATTACHMENT B
Facility Names and Address:

Inmate Telephones Required
69 + 4 visitation
17
24
27 + 8 visitation
82 + 8 visitation

Lobby Telephones Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Lobby Telephones Required
2
1
1
1
1

Attachment B: Inmate Calling Solutions
Page 10f2

Workstations Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Number of Workstations
6
2
2
2
2

Re~uired

Portable Phones Required
Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Number of Portable Phones Required
5
1
1
0

Visitation Phones - Monitoring and Recording Required
Visitation Phones Monitoring and
Recording Required
Yes
No
No
Yes
Yes

Facility
Wyoming State Penitentiary
Wyoming Honor Farm
Wyoming Honor Conservation Camp
Wyoming Women's Center
Wyoming Medium Correctional Institution

Calling Rates
CALL TYPE

Local
IntraCell
Intralata/Intrastate
Interlata/Intrastate
Interlata/Interstate
International
(Canada,
USVI,
PuertoRico, Gaum)
International
(Mexico)
International
(All
other countries)

COLLECT
Surcharge
First
Minute

Add'l
Minute

$0.50
$0.50
$0.50
$0.50
$2.00
$2.00

DEBIT
First
Minute
$0.05
$0.05
$0.05
$0.05
$0.25
$0.25

N/A

$2.00

$0.25

N/A

$2.00

$0.50

PRE-PAID COLLECT
First
Add'l
Surcharge
Minute Minute

$0.70
$0.80
$1.17
$1.17
$2.80

$0.08
$0.10
$0.17
$0.17
$0.55

$0.60
$0.70
$0.98
$0.98
$2.40

$0.07
$0.08
$0.14
$0.14
$0.50

N/A

Add'l
Minute
$0.05
$0.05
$0.05
$0.05
$0.25
$0.25

N/A

Surcharge

Pre-Paid Transaction Fee:
Billing Statement Fee:
Pre-Paid Collect Refund Fee:

$5.95
$0.00
$2.99

Attachment B: Inmate Calling Solutions
Page 2 of2

WY Contract with ICS 2008-2015

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