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HomeMy WebLinkAboutBEALLS COMMUNICATION GROUP INMATE TELEPHONE SERVICE AGREEMENT APR-22-2008 09:32 RCSD JAIL ADMIN 7068211106 P.02/06 . . BEALLS COMMUNICATIONS GROUP INMA TE TELEPHONE SERVICE AGREEMENT This Inmate Telephone Servlce Agreement ("Agreement") is made by and between BeaUs Communication Group, LLC, having its principal place of business at 2605 Thomas Drive Suite 245, Panama City Beach, Florida ("the Company"), and Richmond County Sheriff Department; having its principal place of business at 401 Walton Way, Augusta GA 30911 (the tlFacility") and under the supervision and responsibility of Sheriff Ronald Strength (the "Facility Administratortl). 1. Term of Contract -This Agreement shall commence upon the date inmates within the Facility begin placing telephone calls from the Equipment or by September 1,2007. whichever date is earlier ("the Commencement Date"). This Agreement shall remain in force and effective for three (3) years from the Commencement Date (the "initial termtl). Unless canceled by written notice d.elivered to eithcr party at least Ilinety days prior to the termination of the then-current term, this Agreement shall automatically reIlew at the end of each term for an additional one- year term (a "renewal term") upon the same tenus and conditions as set forth herein. II. Material -This Agreement applies to the provision of space at the F aeit ity as designated as the Facility Administrator to the Company for the placement and installation of Material. The term "Material" is defincd hcrein as the Company's inmate telephone set and enclosure (i f any), including but not limited to associated wiring, inmate operating equipment/systems, and site preparation with an addition of one (I) payphone in the visitation area. Where Material of Company is installed upon the premises owned, leased or otherwise under the supervision of Facility Administrator, such property shall remain in all respects that of the Company. Upon removal ofmatetial by the Company, the Company shall restore said premise to its original condition, ordinary wear and tear excepted. H()wever, the Company shall not be liable for holes placed in walls, pillars or floors or other conditions on the premises, which resulted trom the proper installation of Material described herein. Ill. Additions, Alterations and Attachments -F~tcility Administrator may not add additional equipment, make alterations or place any attachments to Material provided by the Company under this Agreement unless agreed to in writing by the Company_ If during any term of this Agreement, Facility requires additional monitoring and recording equipment, Company will provide the same so long as the request for additional equipment is reasonable and warranted by the volume of calls being placed by the Facility inmates. IV. Remuneration -The Company will install, operate and maintain Material at no charge to Facility Adm.inistrator except as stated below. The Company will pay Facility through the Facility Administrator, for space provided and in consideration for granting Company exclusive rights for the installation and operation of Material, remuneration based on Fifty-Two Percent (52%) of gross billable calls. In addition, Company will provide recording and monitoring and pin software with and integration to receive a file for adding and delete inmate pin numbers automatically to Facility. The Company will provide Facility Administrator with remuneration on a monthly basis to be paid by the 15th of the month following the end of the previous monthly billing cycle. Such remuneration and compensation will be paid to the Facility and sent to the address designated by 1 APR-22-2008 09:32 RCSD JAIL ADMIN 7068211106 P.03/06 . . Facility Administrator. Facility Administrator agrees that all charges and remuneration policies arc subject to change, including any changes that maybe required by the applicable Public Service Commission or to comply with any regulation or tari ff of the applicable Public Service Commission or other such body whether such rcgulation or tarifTs is currently in existence or is hereal\er made known. During the term of this Agreement, including any renewal period(s), the Company shall recognize and protect the confidentiality of all information regarding Material and inmate telephone services, including but not limited to infonu.ation regarding revenue and remunemtion paid to the Facility Administrator under this Agreement, and shall not disclose such information to any party other than Facility Administrator unless required to do so by law or at the order of a court of competent jurisdiction or by the governmental body or authority having ultimate oversight responsibility for the operations of the Facility. At the request of the Facility Administrator, the Company will provid.e a public defender line for inmates to make local calls to the public dcfender telephone number@) at no charge to the inmate. v. F'acility Administrator Agrees To: a. Not allow any other provider to install, operate, maintain or co-Ioc~lte any inmate telephone or inmate commlmication system similar to that contemplated under this Agreement, during the original term or any renewal periods of the Agreement, at Facilities covered under this Agreement. b. Advise the Company of any Facility that has been closed. c. To the extent permissible by law, use the Company as its exclusive agent in all mailers relating to inmate telephone service. d. Reasonably protect the Material again~t willful abuse and report any damage, service failure Of haJi'.ardous conditions to the Company. e. Provide necessary power and power source, and to provide suitable space, accessible to inmates for inmate telephone service, and furthcr represents that it is authorized to provide said space. t: Pernlit the Company to display signs furnished by the Company upon mutual consent; and not to affix or allow to be aflixed any other ~ign~, equipment or information to the Material. g. Permit access to its respective facilities without charge or prejudice to Company employees or representatives, inmate telephone users; patrons or consignees. h. Comply with all federal; state and local statutes, rules, regulations, ordinances or codes governing or applicable to the telephone services offered by Company. 2 APR-22-2008 09:32 RCSD JAIL ADMIN 7068211106 P.04/06 - '. VI. Choice of Law --The law ol'the State of Georgia shall govern the constmction, interpretation and perf'onnancc of this Agreement and all transactions under it. VII. Notices -Any notice or demand which under the terms of this Agreement or under any statute must or may be given or made by either party shall be given or madc by mail, postage prepaid, addressed to the respective party as follows: To Company: Bealls Communication Group 2605 Thomas Drive Suite 245 Panama City Beach, FI 32408 To Facility Administrator: Richmond County Sheriff Department Attention: SherifTRonald Strength 401 Walton Way Augusta GA 30911 VIII. Entire Agreement -This Agreement constitutes the entire Agreement between Facility Administrator and the Company and may not be moditled or amcnded other than by a written im;trument executed by both parties. Any additional scrvice orders placed by Facility Administrator hereunder shall incorporate the typed, stamped or written information necessary for the Company to provide said service so long as the typed, stamped or written information merely supplements but not vary to any significant degree the relevant provisions of this Agreement. The Facility Administrator represents and warrants that it has the absolute legal authority to make decisions concerning the provisions of space lor telephones placed by the Company at thc locations covered by the Agreement. IX. RelocationlRemoval-MateriaI shall not be moved, rcmoved, rendered inoperable or unusable, or made inaccessible to inmates or users by Facility Administrator at the location in which it is installed. If the Facility Administrator so requests and said request is agreed to by the Company in its sole discretion, the Company may relocate installed Material to another location in the Facmty designated by the Facility Administrator. If the Company so requests and said request is agreed to by thc Facility Administrator, such approval being not unreasonably withheld, the Company may relocate installed Material to another location in the Facility designated by the Facility Administrator. The Company reserves the right to remove Material that is being subjected to recurring vandalism or whose usage is insufficient to warrant the continuation of service. The Company shall not exercise this right of removal unreasonably. The Company will notify the Facility Administrator in writing of its intention to remove its Material at least thirty (30) days prior to such action. x. Title -Title to Material shall be Clnd remain in the Company at all times under this Agreement. XI. Risk of Loss - Thc Company and its insurers, if any, ~hall relieve Facility Administrator of all risk of loss or damage to the Ma.terial during the periods of transportation and installation of the 3 APR-22-2008 09:32 RCSD JAIL ADMIN 7068211106 P.05/06 Material. However, Facility Admini~trator shall be responsible for loss or damage to Material l(Jcated on the premise cU1L':)ed by fault or negligence of Facility Administrator, Facility employees, independent contractors, agents, designees or hu~iness invitees of the Facility. XU. Default -In the event either party shall be in breach or default of any tenus, conditions, or covenants of this Agreement and Siuch breach or default shall continue for a period of thirty (30) days after the giving of written notice detailing the breach thereof to the other party by the nonbreaching party, then in addition to all othcr rights and remedies at law or in equity or otherwise available, including recovery of attorney's fees and cour1 co~ts, the nonbrcaching party shall have a right t() cancel this Agreement at any time, without further notice and without charge or liability. XIII. Assignment ~ This Agreement may be transferred or assigned, in whole or in part, by the Company to any parent, successor, subsidiary, or afJl1iate of the Company. XIV. Liability -Each party shall be solely responsible and liable fur compliance with all laws, rules and regulations and payment of all wages, unemployment, social security and other payroll taxes relating to its own employees including contribution from such persons, when required by law. The Company shall not be held liable for interruption of telcphonc service from any cause unless solely thc result of the Company's negligence. The Company's liability for payment of remuneration in the event of known technical, computer or other difficulties resulting in the loss or unavailability of data necessary for calculation of remuneration shall be limited as follows: t() an amount equal to the pro rata average daily remuneration for each day such data was lost or unavailable, in no event payable for less than 24-hour period, as calculated based on the previous twelve months' remuneration, or if that data is unavailable, based 011 the Company's reasonable estimate of1he pro rata average daily remunerat\()n lost. In no event shall cither party makc any claim for consequential, special, reliance, punitive or indirect damages. XV. Supersede -This Agreement supersedes any existing Agreement, either oral or written, between Facility Administrator and the Company. XVI. Severability -If any of the provisions of this Agreement shall be deemed invalid or unenforceable under the laws of the jurisdiction applicablc to the entire Agreement, such invalidity or unenforceability shall not invalidate or render unenforceable the entire Agreement, but rather the entire Agreement Sihall be construed as if not containing the particular invalid or l.menforceable provision or provisions, and the rights and obligations of Company and Facility Administrator shall be construed ,md enforced accordingly. XVII. Termination -The Company and Facility Administrator reserves the right to terminate this Agreement upon at least sixty (60) days advance written notice to the other party. If the Facility Administrator terminates this Agreement under the provisions of this Paragraph XVIl during its initial term, the Facility Administrator agrees to pay to Company a "temunation fee" equivalent to the average monthly gross billings over the previous twel ve (12) months, net of the percentage paid to the Facility, multiplied by the number of months remaining in the initial term following the effective date of' 1ennination as specified in the notice. XVIII. Tax Identification Code -The Facility Administrator represents and warrants that its correct Tax Identification Code is: .58-2204274 4 APR-22-2008 09:32 RCSD JAIL ADMIN 7068211106 P.06/06 , .. XM. ADA -The Company wm install Material in accordance with the Americans with Disabilities Act ("ADA") and in compliance with all laws, rules and regulations, federal, state and local requirements, including but not limited to, requirements for handicapped access. If, at the request of Facility Administrator, the Company incurs additional expense by altering or relocating Material, or in any other way incurs unforeseen expense for the purpose of compliance under thi~ Paragraph XIX, the Company will be reimbursed by Facility Administrator in an amoWlt equivalent to the incurred expense or said equivalent arnount shall he deducted from the Facility's remuneration, otherwise payable under this Agreement, at Company's option. Rates for Georgia are mandated per Georgia Public Service Commission. If witness whereof, the parties hereto have executed thh~ Agreement by there duly authorized representatives on the dates set forth below: (printed Name) Facility Adrnini'lr~L (fjf1lYf7 --- (Si ature) /v, !It;, ~ ~ " ~: ~(:?'-"- (Printed Name) ~PL-C (Title Z(ltP,M7 (Date BeaUs Communication Group: (Signature) (Title) (Date) 5 TOTAL P.06