Prison Phone Justice

SETTLEMENT AGREEMENT AND RELEASE
This Settlement Agreement and Release ("Agreement") is entered. into by and between
Jim Hood, Attorney General of the State of Mississippi ex rel. The State of Mississippi (''the

State"), and Global Tel*Link Corporation ("GTL") through their authorized representatives,
hereinafter collectively referred to as "the Parties."

RECITALS
WHEREAS, the State entered into a contract with GTL on or about December 13, 2005,
wherein GTL would provide the State with imnate phone se1vices to multiple MDOC facilities.
In 2007 and 2011, the State renewed the contract with GTL. The State and GTL continue to
have a contract in place, wherein GTL provides inmate phone services to· multiple MDOC
facilities. The State and GTL had a dispute and in accordance with the Agreement, the State and
GTL have resolved this dispute.
WHEREAS, the State has asserted various claims against GTL arising out of its
procurement and/or retention of public contracts with the Mississippi Department of Corrections
("MDOC") in an action filed on February 8, 2017, and captioned Jim Hood, Attorney General of

the State of Mississippi ex rel. The State of Mississippi v. Global Tel*Link C01poration;
Christopher B. Epps; Sam Waggoner and Defendant Does 1 through 5, Civil Action No.:
61CI1 :17-cv-00027-JHE (Cir. Ct., Rankin.Cty.) (the "Action");
WHEREAS, GTL has denied the State's allegations and, specifically, has denied that it
violated any applicable law or regulation or breached any legal duty to the State in connection
with its procurement and/or retention of public contracts with MDOC, including oversight,

management, marketing, supplying or selling of inmate telephone communications and payment
systems;

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WHEREAS, the Parties wish to fully and finally resolve the Action and enter into a
settlement to fully resolve all claims that the State may have against GTL related to its
procurement and/or retention of public contracts with MDOC, including oversight, management,
marketing, supplying or selling of inmate telephone communications and payment systems, on
the terms and conditions set forth below.
The Parties, therefore, for good and valuable consideration, and intending to be legally
bound, agree as follows:
1.

RELEASE AND DISCHARGE BY THE STATE. In consideration of

the obligations of GTL in this Agreement and conditioned upon GTL's full payment of the
Settlement Amount, defined in Paragraph 3 below, the State (on behalf of itself, its officers,
agents, agencies and departments) releases and forever discharges, to the fullest extent pennitted
by the law, GTL, together with GTL's predecessors, current and former parents, direct and
indirect subsidiaries, divisions, transferees, successors and assigns, and any GTL affiliates and
entities, and all of their current and former partners, corporate owners, directors, officers,
employees, agents, contractors, affiliates, stockholders, insurers, and attorneys (collectively, the
"GTL Released Parties") of and from the following: all civil, criminal, or administrative claims,
charges, causes of action, damages, punitive damages, liens, restitution, fines, costs, expenses,
attorneys' fees, and penalties, whether arising from, in or through law, equity, administrative
procedures, subrogation or any other source that the State asserted or could have asserted against
the GTL Released Parties by reason of any conduct that occurred any time through and including
the Effective Date of this Agreement, as defined in Paragraph 8 below, arising from or relating to
the procurement and/or retention of public contracts with MDOC, including oversight,
management, marketing, supplying or selling of inmate telephone communications and payment

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systems (hereinafter the "GTL Released Claims"). In consideration of the obligations of GTL as
set forth in this Agreement, and conditioned upon GTL's payment of the Settlement Amount, the
State agrees to fully and finally release GTL based on the conduct covered by the GTL Released
Claims.
2.

DISMISSAL OF ACTION. Within seven. (7) business days following the

execution of this Agreement, the Parties will file with the Rankin County Circuit Court a
proposed Order of Dismissal with Prejudice in the Action, in the form attached hereto as Exhibit
A, seeking the dismissal of the Action, including dismissal with prejudice of this action as to
GTL. Except as otherwise provided herein, each Party to this Agreement will bear its own legal
and other costs incurred in connection with the Action, including investigation and prosecution
thereof, as well as the preparation and performance of this Agreement.
3.

PAYMENT BY GTL. In consideration for the agreement, promises and

releases provided in this Agreement, GTL shall pay the State the total sum of Two Million Five
Hundred Thousand Dollars ($2,500,000.00) ("Settlement Amount"). The payment shall be made
by GTL to the State within seven (7) business days following the effective date of this
Agreement, as defined in Paragraph 8 below. The payment shall be made by GTL in accordance
with the wiring or other instructions provided to GTL in writing by the State at least seven (7)
days before such payment is due.
4.

NO ADMISSION OF ·LIABILITY. Nothing in this Agreement is to be

construed as an admission of liability on the part of GTL. GTL expressly denies liability and
denies that the State's claims are valid. The State will not urge or seek to admit this Agreement
as evidence of any fault or liability of the GTL Released Parties.

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5.

MATERIALS. During the investigation of this matter, the State has created

and obtained certain notes, interviews and other documents that the State asserts are protected
from disclosure pursuant to the attorney-client privilege and work-product doctrine. The State
does not, nor will it, voluntarily waive any such privileges.
6.

WARRANTY OF CAPACITY TO EXECUTE AGREEMENT.

The individual signing this Agreement on behalf of GTL represents and warrants that he or she is
authorized by GTL to execute this Agreement. The undersigned State signatory represents and
warrants that he is signing this Agreement in his official capacity and that he is authorized to
execute this Agreement on behalf of the State through his respective agency and department.
There is no other understanding or agreement, verbal or otherwise, in relation thereto, between
the Parties except those herein expressly set forth. The undersigned signatories represent that no
interest in any claim herein released has been assigned to any third party. No oral
representations, warranties or inducements have been made to any Party concerning this
Agreement other than the representations, warranties and covenants contained and memorialized
In addition, the Parties represent and warrant that they are not relying on any

herein.

representations or warranties not contained in this Agreement.
7.

ASSISTANCE OF COUNSEL. The Parties represent that they have had

the assistance of counsel in negotiating, reviewing and executing this Agreement and that they
appreciate and understand the legal significance of this Agreement and the legal significance of
stipulating to a dismissal with prejudice of the Action, all of which have been explained to them
by their attorneys. The State understands the tenns of this Agreement, understands its finality,
and understands that it will never again, in any court anywhere, make any claim against GTL for
any declaratory or equitable relief, for any sums of money, or for any other form of
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compensation for the GTL Released Claims, except as otherwise specifically provided in this
Agreement. The State represents that it is not under duress or pressure from any source and it
has executed this Agreement knowledgeably and freely by and with the advice of its attorneys.
GTL understands the tenns of this Agreement, understands its finality, and understands that the
State will never again, in any court anywhere, make any claim against GTL for any declaratory
or equitable relief, for any sums of money, or for any other form of compensation for the GTL
Released Claims, except as otherwise specifically provided in this Agreement. GTL represents
that it is not under duress or pressure from any source and it has executed this Agreement
knowledgeably and freely by and with the advice of its attorneys. This Agreement shall not be
construed more strictly against one Party than another merely by virtue of the fact that it, or any
part of it, may have been prepared by counsel for one of the Parties, it being recognized that this
Agreement is the result of arm's-length negotiations between the Parties and all Parties have
contributed substantially and materially to the preparation of this Agreement.
8.

INVALIDITY. The Parties agree that should any nonmaterial portion or

portions of this Agreement be found void, unenforceable or otherwise invalid by any court of
competent jurisdiction, after the exhaustion of all rights to appeal, this entire Agreement shall not
be nullified and such invalid portion or portions shall be severed from this Agreement, and the
remainder of the Agreement shall be enforced.
9.

EFFECTIVE DATE. The "Effective Date'' of this Agreement shall be the

date of the last signature of the last signatory to this Agreement.

1o.

GOVERNING LAW AND CHOICE OF FORUM. It is understood

and agreed by the Parties that this document shall be governed and interpreted in accordance
with the laws of the State of Mississippi. Any dispute concerning the meaning, interpretation or
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enforcement of this Agreement ·shall be resolved by the Circuit Court of Rankin County,
Mississippi, which shall be the exclusive trial court forum for all proceedings involving or
arising out of this Agreement.
11.

ENTIRE AGREEMENT. This document contains the entire agreement

between the Parties with regard to the matters set forth herein, and shall be binding upon and
inure to the benefit of all the successors, transferees, heirs and assigns of the Parties. This
Agreement is the exclusive, final and complete agreement between the State and GTL.

In

executing this Agreement, each party represents and warrants that he or it is not relying on any
representation that is not explicitly set forth in this Agreement.

12.

EXECUTION IN COUNTERPARTS. This Agreement may be executed

in counterparts, each of which constitutes an original, and all of which constitute one and the
same Agreement. The Parties agree that facsimile signatures shall be deemed as effective as
original signatures.
13.

ACTS NECESSARY TO EFFECTUATE AGREEMENT. Each

Party agrees to perform such further acts and to execute and to deliver such further documents as
may reasonably be necessary to carry out this Agreement.

Special Assistant Attorney General
On Behalf of Jim Hood, Attorney General of the State of Mississippi, ex rel. The State of
Mississippi

Name:

8 rt4'Y\ Ol:veL

oate:

Position: U-tJ
On Behalf of Global Tel *Link Corporation
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-i'r-------

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EXHIBIT A

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IN THE CIRCUIT COURT OF RANKIN COUNTY, MISSISSIPPI

JIM HOOD, ATTORNEY GENERAL OF
THE STATE OF MISSISSIPPI, ex rel.
THE STATE OF MISSISSIPPI,
Plaintiff,

v.
CASE NO. 61CI1:17-cv-00027-JHE
GLOBAL TEL*LINK
CORPORATION; CHRISTOPHER
B. EPPS; SAM WAGGONER and
DEFENDANT DOES 1 through 5,
Defendants.

FINAL ORDER OF DISMISSAL WITH PREJUDICE

This cause is before the Court on the ore tenus motion of the State of Mississippi ("the
State") for entry of a Final Order of Dismissal with Prejudice, and the Court having been advised
that the case has been settled as to the above case, so that there remain no issues to be tried or
determined by this Court, and the Court being otherwise fully advised in the premises, hereby
dismisses this case with prejudice.
IT IS, THEREFORE, ORDERED AND ADJUDGED that the Complaint be dismissed
with prejudice with each party to bear its own costs.
SO ORDRED AND ADJUDGED, this the _ _ day of _ _ _ _ _ __ _, 2017.

CIRCUIT COURT JUDGE

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AGREED TO:

George W. Neville, Esq. (MSB # 3822)
OFFICE OF THE AITORNEY GENERAL
Walter Sillers Building
550 High Street, Suite 1200
Jackson, Mississippi 39205-0220
Tel: (601) 359-3680 I Fax: (601) 359-2003
ATTORNEY FOR THE STATE OF MISSISSIPPI

P. Ryan Beckett, Esq. (MSB # 99524)
BUTLER SNOW LLP
1020 Highland Colony Parkway, Suite 1400
Ridgeland, MS 39157
Tel: (601) 948-5711 I Fax: (601) 985-4500
ATTORNEY FOR GLOBAL TEL*LINK CORPORATION

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