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LA Contract with Securus 2012

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File No. R 27926 Y


Se it known, that effective upon approval by the Director of State Purchasing, as evidenced by
the Director's signature on this document, the louisiana Department of Public Safety and
Corrections (hereinafter sometimes referred to as "State, or OPS&C") and Securus, 14651
Dallas Parkway, Dallas, TX 75254 (hereinafter sometimes referred to as "Contractor") do
hereby enter into contract under the following terms and conditions.

Contractor hereby agrees to furnish the services as described in the Request for Proposal for
Offender Telephones, Addendums, Contractor's proposal, Attachments and Appendices of this
The Contractor will provide products and services including, but not limited to, a tum-key single
integrated telephone system statewide, new telephone equipment, telephone monitoring
equipment/services. The systems shall include telephones, local, Inter- and Intra-LATA service,
international service, call control, monitoring and recording equipment. The system will provide
methods for collect. pre-paid, debit calls, etc. The system shall provide features such as a
Personal Identification Number (PIN) controlled environment; allowing and disallowing calls to
specific telephone numbers; recording, monitoring, and playback capabilities; verification of calls
against the line Information Database (LIDS) system; detection of three-way calls and tools that
aid investigators.
The Contractor will furnish, install and maintain the Offender Telephone System (OTS) for use
in all present and future correctional facilities. The OTS will enable offenders at all OPS&C
correctional facilities to make auto-collect local, debit. long-distance and international calls
and/or pre-paid local, long-distance and international calls from the DPS&C correctional
facilities. The OPS&C has special security requirements and has a prime objective of controlling
offender telephone usage and limiting the use of the telephone system for fraudulent activity.
The telephone calls are monitored for public safety, security and to prevent fraudulent activity.
The system shall be logically partitioned so the information for juvenile offenders and the
information for adult offenders remain separated. Access to juvenile offender information shall
be limited to staff from the Office of Juvenile Justice, (OJJ). Access to adult offender information
shall be limited to staff deSignated by the DPS&C.

No amendment or variation of the terms of this contract shall be valid unless made in writing,
signed by the parties and approved as required by law. No oral understanding or agreement
not incorporated in the contract is binding on any of the parties.
Changes to the contract include any change in a) compensation; b) beginning/ending date of
the contract; c) scope of work; and/or d) contractor change through the aSSignment of contract


process. Any such changes, once approved, will result in the issuance of an amendment to the
Contractor agrees not to use contract proceeds to urge any elector to vote for or against any
candidate or proposition on an election ballot nor shall such funds be used to lobby for or
against any propOSition or matter having the effect of law being considered by the Louisiana
Legislature or any local governing authority. This provision shall not prevent the normal
dissemination of factual information relative to a proposition on any election bal/ot or a
proposition or matter having the effect of law being considered by the Louisiana Legislature or
any local governing authority.
Descriptive headings in this contract are for convenience only and shall not affect the
construction or meaning of contractual language.
The DPS&C will be paid a 70 percent Rate of Compensation based on rates proposed in
Securus' Financial Proposal, Section G, Item 1 as shown on Exhibit 1 of this contract
The Contractor shall guarantee the Department a minimum compensation of $250,000 per
month for DOC Adult facilities, excluding State Police Barracks and Juvenile facilities, once the
system is operational in all adult facilities.
Commission payment will be submitted to the DPS&C no later than the last day of the month
following the previous month's usage. This information will be transmitted via three (3) separate
1. DPS&C: includes all adult offenders located in the facilities as shown on Appendix 1 of
this contract with the exception of State Police Barracks.
2. Department of Public Safety adult offenders housed at the State Police Barracks
3. Juvenile offenders housed within the Office of Juvenile Justice facilities
The collect call rates, including traditional col/ect and pre-paid collect, charged by the Contractor
to the end user/responsible party for offender telephones cannot exceed the Correctional
Facility CAP for operator services for collect calls per minute rates and per call surcharges for
the applicable class of service as indicated in the "Rate Schedule cap" columns on Attachment
"A" of the RFP and of Securus' Financial Proposal as shown in Exhibit 1 of this contract.
These rates shall remain firm during the term of the contract, and any renewals, unless:
The Louisiana Public Service Commission (LPSC) or the Federal Communications Commission
(FCC) issues regulations that mandate lower rates (individually or collectively, Regulations"). If
this occurs, and such Regulations are applicable to this Contract, the Contractor shall be
required to decrease the affected rates in accordance with the time period required by such
Regulations. If the Regulations mandate Contractor to lower rates in this Contract, the State
agrees to negotiate in good faith to reduce the commissions paid by Contractor to the State
The debit and pre-paid call rates charged by the Contractor to the end user/responsible party for
prison pay phone and operator services shall be at least ten percent lower than the applicable


collect call rates. If lower rates are mandated for collect calls then the rates for United States
debit and pre-paid calls shall be adjusted downward accordingly so that they remain the same
percentage below the applicable collect call rates. Otherwise, the debit call rates as offered by
the Proposer in its proposal response shall remain firm during the term of the contract, and any
renewals. The rates shall be made available on the Department's web site for viewing by the
The debit call and pre-paid collect call rates charged by the Contractor to the end
user/responsible party for prison pay phone and operator services shall be charged at the
current prevailing costs for international calls to the specific country being called. The rate
schedule for international calls has been submitted with Contractor's proposal. All international
calls shall be debit, or pre-paid collect, no traditional collect.
There shall be no additional costs to users of the system other than usage charges per
minute and per call surcharges included in the rate schedule, Attachment "A" of the RFP
and of Securus' Financial Proposal as shown in Exhibit 1 of this contract.
On a weekly basis, the DPS&C will transfer to the Contractor the total funds from the previous
week's debit purchases.
Contractor will deliver the services as per Attachment A. Contract Deliverables of this contract.
Contractor agrees that all applicable taxes are included in the schedule pricing. State agencies
are exempt from all state and local sales and use taxes. For offender debit cal/s, collect and
prepaid calls, all applicable taxes and regulatory charges will be added to the schedule pricing.
Contractor's federal tax identification number is 752722144.
The State may terminate this contract for cause based upon the failure of Contractor to comply
with the terms and/or conditions of the contract, or failure to fulfill its performance obligations
pursuant to this contract, provided that the State shall give the Contractor written notice
specifying the Contractor's failure. If within thirty (30) days after receipt of such notice, the
Contractor shall not have corrected such failure or, in the case of failure which cannot be
corrected in (30) days, begun in good faith to correct such failure and thereafter proceeded
diligently to complete such correction, then the State may, at it option, place the Contractor in
default and the contract shall terminate on the date specified in such notice.
The Contractor may exercise any rights available to it under louisiana law to terminate for
cause upon the failure of the State to comply with the terms and conditions of this contract,
provided that the Contractor shall give the State written notice specifying the State's failure and
a reasonable opportunity for the State to cure the defect.
The State may terminate the contract at any time by giving 120 days written notice to the
Contractor of such termination or negotiating with the Contractor an effective date.


The Contractor shall be entitled to payment for deliverables in progress, to the extent work has
been performed satisfactorily.

All records, reports, documents, or other material related to this contract and/or obtained or
prepared by Contractor in connection with the performance of the services contracted for herein
shall become the property of State, and shall, upon request, be returned by Contractor to State.
at Contractor's expense, at termination or expiration of this contract.

Any property of the State furnished to the Contractor shall, unless otherwise provided herein, or
approved by the State and/or Agency, be used only for the performance of this contract.
The Contractor shall be responsible for any loss or damage to property of the State and/or State
Agency which results from willful misconduct or lack of good faith on the part of the Contractor
or which results from the failure on the part of the Contractor to maintain and administer that
property in accordance with sound management practices, to ensure that the property will be
returned to the State and/or State Agency in like condition, except for normal wear and tear. to
that in which it was furnished to the Contractor. Upon the happening of loss, or destruction of, or
damage to property of the State, the Contractor shall notify the State thereof and shall take all
reasonable steps to protect that property from further damage.
The Contractor shall surrender to the State and/or State Agency all property of the State and/or
State Agency prior to settlement upon completion, termination, or cancellation of this contract
All reference to the Contractor under this section shall include any of its employees, agents, or

Waiver of any breach of any term or condition of this contract shall not be deemed a waiver of
any prior or subsequent breach. No term or condition of this contract shall be held to be waived,
modified or deleted except by the written consent of both parties.

Contractor warrants that all services shall be performed in a workmanlike manner, and
according to its current description (including any completion criteria) contained in the scope of
No Surreptitious Code Warranty. Contractor warrants that Contractor will make all commercially
reasonable efforts not to include any Unauthorized Code in the software provided hereunder.
"Unauthorized Code" means any virus, Trojan horse, worm or other software routine or
component deSigned to permit unauthorized access to disable, erase, or otherwise harm
software, equipment, or data. or to perform any other such actions. Excluded from this
prohibition are identified and State·authorized features designed for purposes of maintenance or
technical support.


Neither party shall be liable for any delay or failure in performance beyond its control resulting
from acts of God or force majeure. The parties shall use reasonable efforts to eliminate or
minimize the effect of such events upon performance of their respective duties under this
Contractor shall be fully liable for the actions of its agents. employees. partners or
subcontractors and shall fully indemnify and hold harmless the State from suits. actions.
damages and costs of every name and description relating to personal injury and damage to
real or personal tangible property caused by Contractor, its agents, employees, partners or
subcontractors in the performance of this contract, without limitation; provided, however, that the
Contractor shall not indemnify for that portion of any claim, loss or damage arising hereunder
due to the negligent act or failure to act of the State.
Contractor will indemnify, defend and hold the State harmless, without limitation, from and
against any and all damages, expenses (including reasonable attorneys' fees), claims
judgments, liabilities and costs which may be finally assessed against the State in any action for
infringement of a United States Letter Patent with respect to the Products, Materials, or Services
furnished, or of any copyright, trademark, trade secret or intellectual property right. provided that
the State shall give the Contractor: (i) prompt written notice of any action, claim or threat of
infringement suit, or other suit, (ii) the opportunity to take over, settle or defend such action,
claim or suit at Contractor's sole expense, and (iii) assistance in the defense of any such action
at the expense of Contractor. Where a dispute or claim arises relative to a real or anticipated
infringement. the State may require Contractor, at its sole expense, to submit such information
and documentation. including formal patent attorney opinions, as the Commissioner of
Administration shall require.
The Contractor shall not be obligated to indemnify that portion of a claim or dispute based upon:
i) State's unauthorized modification or alteration of a Product, Material, or Service; ii) State's use
of the Product, Material, or Service in combination with other products, materials, or services not
furnished by Contractor; iii) State's use in other than the specified operating conditions and
In addition to the foregoing, if the use of any item(s) or part(s} thereof shall be enjoined for any
reason or if Contractor believes that it may be enjoined, Contractor shall have the right, at its
own expense and sole discretion as the state's exclusive remedy to take action in the following
order of precedence: (i) to procure for the State the right to continue using such item(s) or part
(s) thereof, as applicable; (ii) to modify the component so that it becomes non-infringing
equipment of at least equal quality and performance; or (iii) to replace said item(s) or part(s)
thereof, as applicable, with non-infringing components of at least equal quality and performance,
or (iv) if none of the foregOing is commercially reasonable, then provide monetary compensation
to the State up to the dollar amount of the Contract.
For all other claims against the Contractor where liability is not otherwise set forth in the contract
as being "without limitation", and regardless of the basis on which the claim is made,
Contractor's liability for direct damages, shall be the greater of $100,000, the dollar amount
of the Contract, or two (2) times the charges for services rendered by the Contractor
under the Contract Unless otherwise specifically enumerated herein mutually agreed
between the parties, neither party shall be liable to the other for special. indirect or
consequential damages, including lost data or records (unless the Contractor is required to
back-up the data or records as part of the work plan), even if the party has been advised of the


possibility of such damages. Neither party shall be liable for lost profits, lost revenue or lost
institutional operating savings.
The State may, in addition to other remedies available to them at law or equity and upon notice
to the Contractor, retain such monies from amounts due Contractor, or may proceed against the
performance and payment bond, if any, as may be necessary to satisfy any claim for damages,
penalties, costs and the like asserted by or against them.

Contractor will be required to provide the State of Louisiana with Certificates of adequate
insurance indicating coverage required, in accordance with Section 1.30 Insurance
Requirements, Attachment C. pages 71-73 of the Request for Proposal.

Contractor shall secure and maintain all licenses and permits, and pay inspection fees required
to do the work required to complete this contract. if applicable.

If any term or condition of this contract or the application thereof is held invalid, such invalidity
shall not affect other terms, conditions or applications which can be given effect without the
invalid term, condition or application; to this end the terms and conditions of this contract are
declared severable.

The Contractor may enter into subcontracts with third parties for the performance of any part of
the Contractor's duties and obligations. In no event shall the existence of a subcontract operate
to release or reduce the liability of the Contractor to the State andlor State Agency for any
breach in the performance of the Contractor's duties. The Contractor will be the single point of
contact for all subcontractor work.

If, during the term of this contract. the Contractor or subcontractor cannot provide the personnel
as proposed and requests a substitution. that substitution shall meet or exceed the
requirements stated herein. A detailed resume of qualifications and justification is to be
submitted to the State for approval prior to any personnel substitution. It shall be acknowledged
by the Contractor that every reasonable attempt shall be made to assign the personnel listed in
the Contractor's proposal.

Contractor shall not assign any interest in this contract by assignment. transfer. or novation,
without prior written consent of the State. This provision shall not be construed to prohibit the
contractor from assigning his bank, trust company, or other financial institution any money due
or to become due from approved contracts without such prior written consent. Notice of any
such assignment or transfer shall be furnished promptly to the State.


The contractor acknowledges that Chapter 15 of Title 42 of the Louisiana Revised Statutes
(R.S. 42:1101 et. seq., Code of Governmental Ethics) applies to the Contracting Party in the
performance of services called for in this contract. The contractor agrees to immediately notify
the state if potential violations of the Code of Governmental Ethics arise at any time during the
term of this contract.

The following provision will apply unless the state agency statement of work specifically
indicates that all information exchanged will be non-confidential:
All financial, statistical, personal, technical and other data and information relating to the State's
operations which are designated confidential by the State and made available to the Contractor
in order to carry out this contract, shall be protected by the Contractor from unauthorized use
and disclosure through the observance of the same or more effective procedural requirements
as are applicable to the State. The identification of all such confidential data and information as
well as the State's procedural requirements for protection of such data and information from
unauthorized use and disclosure shall be provided by the State in writing to the Contractor. If
the methods and procedures employed by the Contractor for the protection of the Contractor's
data and information are deemed by the State to be adequate for the protection of the State's
confidential information, such methods and procedures may be used, with the written consent of
the State, to carry out the intent of this paragraph. The Contractor shall not be required under
the provisions of the paragraph to keep confidential any data or information, which is or
becomes publicly available, is already rightfully in the Contractor's possession, is independently
developed by the Contractor outside the scope of the contract, or is rightfully obtained from third

Any claim or controversy arising out of the contract shall be resolved by the provisions of
Louisiana Revised Statute 39:1673.

The State Legislative auditor, federal auditors and internal auditors of the Division of
Administration, or others so deSignated by the DCA, shall have the option to audit all accounts
directly pertaining to the contract for a period of five years from the date of final payment or as
required by applicable State and Federal Law. Records shall be made available during normal
working hours for this purpose.

Any Contractor or Contractor personnel visiting or working in an institution is required to receive
security clearance prior to entering the institution grounds. Contractor must furnish the full
name, driver's license number, social security number, date of birth, race and sex of each
employee who will be entering the compound. This information must be furnished in writing to
the site visit coordinator prior to commencing work. A criminal background check will be
conducted on each employee, and upon arrival, ID cards will be issued to each employee. No
Contractor personnel will be allowed to work on the institution grounds until the above clearance
approval process is completed. The successful Contractor is also required to provide a written
inventory of tools, vehicles, andior trailers prior to entering the institution grounds.


In accordance with DPS&C Department Regulation No. C-01-002 "SEXUAL ASSAULT AND
SEXUAL MISCONDUCT," the Contractor agrees to report allegations of sexual misconduct,
respond to investigation inquiries and participate in training as directed by the Department of
Public Safety and Corrections. The Sexual Assault and Sexual Misconduct with inmates
Acknowledgement Form and the Louisiana Criminal Code: LAR.S. 14:134 Malfeasance in
Office Form will be signed by the vendor and kept on file at the facility. Should the regulation be
modified or amended, the Contractor will be notified and shall comply with the regulations as
modified or amended.
This Contract is effective upon asp approval and will end no later than a period of five (5)
years: unless otherwise terminated in accordance with the Termination provision of this
contract. At the option of the DPS&C and acceptance by the Contractor, the contract may be
extended for one (1) additional three (3) year period and one (1) one additional two (2) year
No work shall be performed by Contractor and the State shall not be bound until such time as a
Contract is fully executed between the State and the Contractor and all required approvals are
The continuation of this contract is contingent upon the appropriation of funds to fulfill the
requirements of the contract by the legislature. If the legislature fails to appropriate sufficient
monies to provide for the continuation of the contract or if such appropriation is reduced by the
veto of the Governor or by any means provided in the appropriations act or Title 39 of the
Louisiana Revised Statutes of 1950 to prevent the total appropriation for the year from
exceeding revenues for that year, or for any other lawful purpose, and the effect of such
reduction is to provide insufficient monies for the continuation of the contract, the contract shall
terminate on the date of the beginning of the first fiscal year for which funds are not
The Contractor agrees to abide by the requirements of the following as applicable: Title VI and
Title VII of the Civil Rights Act of 1964, as amended by the Equal Opportunity Act of 1972,
Federal Executive Order 11246, the Federal Rehabilitation Act of 1973, as amended, the
Vietnam Era Veteran's Readjustment Assistance Act of 1974, Title IX of the Education
Amendments of 1972, the Age Act of 1975, and Contractor agrees to abide by the requirements
of the Americans with Disabilities Act of 1990. Contractor agrees not to discriminate in its
employment practices, and will render services under this contract without regard to race, color,
religion, sex, national origin, veteran status, political affiliation, or disabilities. Any act of
discrimination committed by Contractor, or failure to comply with these statutory obligations
when applicable shall be grounds for termination of this contract.



The Contractor hereby agrees to adhere to the mandate dictated by the Copeland "AntiKickback" Act which provides that each Contractor or subgrantee shall be prohibited from
inducing, by any means, any person employed in the completion of work, to give up any part of
the compensation to which he is otherwise entitled.

The Contractor hereby agrees to adhere to the provisions which require compliance with all
applicable standards, orders or requirements issued under Section 306 of the Clean Air Act
which prohibits the use under non-exempt Federal contracts, grants or loans of facilities
included on the EPA list of Violating Facilities.

The Contractor hereby recognizes the mandatory standards and policies relating to energy
efficiency which are contained in the State energy conservation plan issued in compliance with
the Energy Policy and Conservation Act (P.L. 94-163).

The Contractor hereby agrees to adhere to the provisions which require compliance with all
applicable standards, orders, or requirements issued under Section 508 of the Clean Water Act
which prohibits the use under non-exempt Federal contracts, grants or loans of facilities
included on the EPA List of Violating Facilities.

The Contractor will be expected to comply with Federal statutes required in the Anti-Lobbying
Act and the Debarment Act.

This Contract shall be governed by and interpreted in accordance with the laws of the State of
louisiana. Venue of any action brought with regard to this Contract shall be in the Nineteenth
Judicial District Court, parish of East Baton Rouge, State of louisiana.

This is the complete Contract between the parties with respect to the subject matter and all prior
discussions and negotiations are merged into this contract. This contract is entered into with
neither party relying on any statement or representation made by the other party not embodied
in this contract and there are no other agreements or understanding changing or modifying the
terms. This Contract shall become effective upon final statutory approval.



The Request for Proposals (RFP), dated October 27,2010, and the Contractors Proposal dated
March 17, 2011, are attached hereto and, incorporated into this Contract as though fully set
forth herein. In the event of an inconsistency between this Contract, the RFP and/or the
Contractor's Proposal, unless otherwise provided herein, the inconsistency shall be resolved by
giving precedence first to this Contract, then to the RFP and finally, the Contractor's Proposal.


7 Ue J
on this .1z'.{ day
20/J:, and, IN WITNESS WHEREOF, the part(es have executed this Contract.



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Title: _ _
C;.,.;cJ~e)_ _ _ _ _ _ _ _ ~III;I~.~,\\\\~
THUS DONE AND SIGNED AT Baton Rouge. louisiana on this _ _ day of _ _. 20_. and,
IN WITNESS WHEREOF, the parties have executed this Contract.

Phone No. : ~...::....o=--,,,,,,,,,,,;:,,,-___,,,--,,,,,,,_ _----=___

Director of State Purchasing

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