ORDER NO c6948
NEW CONTRRCT F'OR INMRTE PHONE SERVICES
SHF_RIFF'S DEFT.
On this the LEth day of March c4~01, upon motion made by
Commissioner- Baldwin, seconded by Commissioner- Let z, the
Co~.xrt unanimo~xsly approved by a vote of 4-0-0, to approve the
proposal for- jail inmate telephone services from Rdvanced
Telecom Systems Cor-por-ation, d/b/a Ker-r-ville
Telephone--N.er-rville 8~_isiness Systems, subject to the approval
of the Co~_mty Rttorney's office, and authorize Co~_rnty J~_~dge to
sign the same.
COMMISSIONERS' COURT AGENDA REQUEST
PLEASE FURNISH ONE ORIGINAL AND NINE COPIES OF THIS REQUEST AND DOCUMENTS TO BE
REVIEWED BY THE COURT.
MADE BY: W.R Ilierholzer
MEETING DATE: Mazdt 26.2001
OFFICE: Kerr Counri Sheriffs Office
TIME PREFERRED:
SUBJECT: (PLEASE BE SPECIFIC)
Consider and discuss new contract for inmate telephone system
EXECUTIVE SESSION REQUESTED: (PLEASE STATE REASON)
NAME OF PERSON ADDRESSING THE COURT:
ESTIMATED LENGTH OF PRESENTATION:
W.R Hierholzer
10 minutes
[F PERSONNELMATTER-NAME OF EMPLOYEE:
Time for submitting tlds request for Court to assure that [he matter is pnsuxi in aax~rdarnz with Title 5, Chapter 55t and
552, Government Code, is as follows:
Meeting scheduled for Mondays:
THIS REQUEST RECEIVED BY
THIS REQUEST RECEIVED ON:
5:00 P.M. previous Tuesday.
All Agenda Requests will be screened by the County Judge's Office to determine if adequate information has been
prepared for the Court's fomnal consideration and action at time of Court Meetings. Your coopcvation will be
appreciated and contribute towards your request being addressed at the earliest opportunity. See Agenda Request
Rules Adopted by Commissioners' Court.
DATE: Mazch 26, 2001
TO: Kerr County Judge Fred Henneke and
Kerr County Commissioners' Court
FROM: Sheriff W.R. Hierholzer
RE: Inmate Telephone System
Consider and discuss new contract for inmate telephone system.
Proposals have been received from Kerrville Telephone Co. and Evercom
Systems, Inc.
ADVANCED TEL-COM SYSTEMS
955 WATER STREET ~ P.O. BOX 290130
KERRVILLE, TEXAS 78029-0130
REVENUE SHARING AGREEMENT
THIS AGREEMENT made and entered into this- day of , 2001, by and
between having its principal place of business at ,Kerrville, Kerr
County, Texas (hereinafter referred to as "Licensor"), which owns and operates the premises
described on Exhibit "A" whether one or more, collectively referred to herein as the "Location";
and ADVANCED TEL-COM SYSTEMS CORPORATION d/b/a KERRVILLE
TELEPHONE BUSINESS SYSTEMS, a Texas Corporation, with its principal offices located
at 955 Water Street, Kerrville, Kerr County, Texas, (hereinafter referred to as KTBS).
WHEREAS, KTBS is a provider of telecommunications equipment and services,
including pay (coin-operated) telephones; and
WHEREAS, KTBS desires to place a pay telephone or telephones at the Location and
Licensor is agreeable thereto;
NOW THEREFORE, for and in consideration of the mutual undertakings, covenants and
agreements of the parties hereto as set forth herein and other good and valuable consideration,
..~. receipt of which is hereby acknowledged, the parties intending to be legally bound hereby, agree
as follows:
1. LICENSE. Licensor hereby grants to KTBS the exclusive right and privilege for
a period of Tive years from the date of this Agreement to install, maintain and operate pay
telephone equipment, the "Equipment", at or on the Location. KTBS may connect such pay
telephones to any interexchange carrier, alternate operator service provider, or other such carrier
or provider as it may in its sole discretion determine.
2. INSTALLATION AND SERVICE.
A. Equipment shall be installed by KTB5 at KTBS' expense, and shall be
installed, maintained and serviced solely by KTBS or its designated representatives, whether or
not employees of KTBS. Licensor shall notify KTBS within twenty-four (24) hours of Licensor's
initial knowledge of any service problems or failures of the equipment. Licensor shall exercise
reasonable care to secure the Equipment from abuse or vandalism.
B. Licensor, at Licensor's sole cost and expense, shall furnish necessary 110-
volt AC electrical service to each telephone unit location. Licensor shall be responsible for the
payment of all monthly charges for electricity payable to the local electric utility company,
whether or not attributable to electricity used by the Equipment.
S8P/ATS/ng/rev. 3/04/98
C. KTBS may install additional equipment at the Location from time to time
~.. upon reasonable notice to Licensor
3. ACCESS TO EQUIPMENT. KTBS' service personnel shall be permitted
reasonable access to the Equipment for purposes of service and/or coin collection during the
normal business hours of Licensor at the Location.
4. COLLECTIONS/COMMISSIONS/RECORD.
A. Commissions/Collections. KTBS shall pay to Licensor for the use of each
telephone unit installed at the Location, a quarterly commission based on Monthly Gross
Revenues at the rate set out in Exhibit "B". "Monthly Gross Profits" shall be defined as the total
sum of all revenue collected and/or received by KTBS from each telephone unit.
B. Accounting and Records. Within forty-five (45) days of the last business
day of each quarter, KTBS shall furnish to Licensor a statement ("Monthly Revenue Statement")
of the Gross Profits for each telephone unit for each month of the quarter. Commissions shall be
paid in arcears by the 45's day next immediately following the end of each quarter in which usage
of the Equipment resulting in a Monthly Net Profit (or loss) occurs. Licensor shall have the right
to examine KTBS' records relating to revenues from the Equipment at KTBS' offices upon
reasonable notice to KTBS and at reasonable times during KTBS' normal business hours.
5. OWNERSHIP AND CONTROL OF EQUIPMENT. Licensor acknowledges
that the equipment is the sole property of KTBS. Nothing in this Agreement or in the relationship
between the parties shall be construed or interpreted to give Licensor any ownership or security
interest of any type or kind in the Equipment. KTBS shall have sole possession and control of all
keys to the Equipment
6. EXCLUSIVITY/SALE OR MERGER BY LICENSOR.
A. Licensor shall not allow or permit any other public pay coin-operated, noncoin-
operated, credit card or AOS (alternate operator service) telephone or telephones, or services of
the type offered by KTBS at the Location, to be installed or operated from or at the Location
during the term hereof.
B. Upon any sale, merger, consolidation or reorganization of Licensor or its
assets, the purchaser, successor or assignee of Licensor shall be bound by the terms and
conditions hereof and shall be obligated to discharge the duties and obligations of Licensor
hereunder.
SSP/ATS/ng/rev. 3/04/98 - 2 -
7. LIQUH)ATED DAMAGES. In the event of the breach by Licensor of any of the
.- terms, conditions, covenants or agreements set forth in this Agreement which in any way affects
KTBS' ability to realize the benefits of this agreement, Licensor shall have 20 days after notice in
writing from KTBS of such breach to cure the same. In the event Licensor fails to cure any such
breach within such 20-day period, KTBS, at its sole option, may declare this Agreement
terminated. In the event of such a termination of this Agreement, the parties agree that KTBS
will suffer damages, the amount of which is not easily determined. Therefore, in the event this
Agreement is terminated because of an uncured breach by Licensor, Licensor agrees to pay to
KTBS as liquidated damages a sum equal to 45% of the average gross monthly dollar volume of
revenues collected and/or received from the Equipment from the date of installation of the
equipment to the date of Licensor's breach of the agreement multiplied by the number of months
of the term of this Agreement remaining after such breach. Licensor further agrees to pay KTBS
for its expenses in enforcing this agreement, including without limitation, reasonable attorney's
fees and costs of court.
8. CANCELLATION BY KTBS. If, in KTBS' sole opinion, any Equipment
installed at the Location does not produce sufficient revenues or Gross Profit, KTBS, in its sole
discretion, may remove any or all Equipment from the Location and/or, upon thirty (30) days
written notice to Licensor, terminate this Agreement as to any Location or Equipment.
9. RENEWAL. Unless either party shall notify the other of its intent to not renew
this Agreement at least 30 days prior to the expiration of the initial term of this Agreement, upon
the expiration of the initial terms hereof, this Agreement shall automatically renew month-to-
'~ month upon the terms and conditions contained herein. Thereafter, this Agreement shall be
terminable by either party upon 30 days' written notice to the other.
10. GOVERNING LAW. This Agreement shall be governed by and construed and
interpreted under the laws of the State of Texas.
11. VENUE. The Parties agree that venue in any litigation arising out of this Agreement
between the Parties shall be in a court of competent jurisdiction in Kerr County, Texas.
12. ENTIRE AGREEMENT. This Agreement is the entire agreement between the
parties with respect to the subject matter hereof and contains all the terms, covenants, conditions
and agreements between the parties hereto.
13. HEADINGS. The headings preceding the various paragraphs of this Agreement
are intended solely for the convenience of the parties. The use of any gender shall include all
genders. The singular number shall include the plural, and the plural number the singular as the
context may require.
14. WARRANTY/REPRESENTATION. Licensor hereby warrants and represents
to KTBS that Licensor owns and operates the Location and has all necessary authority to enter
into this Agreement.
SSP/ATS/ng/rev. 3/04/98 - 3 -
15. CONFIDENTIALITY. This Revenue Sharing Agreement, and all information
..., contained within, is privileged and confidential information intended only for the Parties hereto.
Any dissemination, distribution or copying of this Revenue Sharing Agreement by Licensor is
strictly prohibited. Failure of Licensor to adhere to this clause will cause irreparable damage to
KTBS and Licensor shall be liable for all damages incurred by KTBS, including but not limited to,
the liquidated damages provided for in Paragraph 7 of this Agreement.
16. SEVERABILITY. If any provision of this Agreement is held invalid,
unenforceable or void, the remainder of the Agreement shall not be affected thereby and shall
continue in full force and effect.
17. NOTICES.
A. All payments required to be made by this Agreement hereunder shall be
payable in Kerr County, Texas, at the addresses set forth in this paragraph or such other address
the parties may specify from time to time by written notice delivered in accordance herewith.
B. Any notice or document required or permitted to be delivered hereunder
shall be deemed to be delivered (whether or not actually received) when deposited in the United
States Mail, postage prepaid, Certified Mail, Return Receipt Requested, addressed to the parties
hereto at the respective addresses set out opposite their names below, or at such other address as
they specify in the future by written notice delivered in accordance herewith.
LICENSOR: KTBS:
Advanced Tel-Com Systems
Corporation d/b/a Kerrville
Telephone Business Systems
955 Water Street
Kerrville, Texas 78028
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year
first above written.
ADVANCED TEL-COM SYSTEMS
gy: ~
amen R. Hart
Vice President Business Systems
SSP/ATS/ng/rev. 3/04/98
LICENSOR
By:
Its
-4-
EXHIBIT "A"
REVENUE SHARING AGREEMENT
Locations
Location Name
I{ERR COUNTY LAW ENFORCEMENT CENTER
Telephone Location
400 Clearwater Paseo/Kerrville
Any additional locations maybe added to Exhibit "A" upon agreement of both parties. Any and
all additions to Exhibit "A" must be signed by both parties hereof.
19 -Inmate Phones w/Volume Control
1 - 20 Channel Recorder w/40 Gig Harddrive
SSP/ATS/n8/rev. 3/04/98 - 5 -
Exhibit "B"
Commission Rate Table
Reference: Paragraph 4 of KTBS Revenue Sharing Agreement.
Five (5) Year, Contract Rate Table
Receipts per Inmate Phone
Crross Profits Percentage Rate
$ 0.00- $ 99.00 0
$ 99.01- $ 125.00 10
$ 125.01- $ 150.00 20
$ 150.01- $ 200.00 30
$ 200.01 - $ Above 45%
SSP/ATS/ng/rev. 3/04/98 - 6 -
EVERCOM'
February 22, 2001
Sheriff W.R. Hierholzer
Kerr County Law Enforcement Center
400 Clearwater Paseo
Kerrville, TX. 78028
Dear Sheriff Hierholzer
Evercom Systems, Inc. is pleased to submit our proposal to change the existing Omniphone Inmate Call
Processor, to the Inmate Call Access Management System (CAM) for Kerr County. As one of the nations
largest providers of Inmate Calling Systems, Evercom understands that Kerr County has special
requirements. The most significant is the ability [o control inmate telephone usage. Evercom's proposal is
based on its understanding of Kerr County's priorities and our first hand knowledge of the correctional
environment.
Evercom proposes to provide and maintain for Kerr County an Inmate Telephone System (CAM) that
provides the following:
• Inmate Telephone Instruments in the present locations
• Site/Location Processor
• Monitor and recording of all inmate calls
• Call Block capabilities by receiving parry
'~ • Telephone Number Restriction Capabilities
• Call Detail Reports based on Site Specific Criteria from the onsi[e Work Station or upon request to our
Technical Support Group via 800 Number.
• Collect and Pre-Pay Calling Service for Domestic and Intemational Calls
Inmate Pre-Paid Calling Services is the latest m service offerings by Evercom Systems, Inc. and is
exploding in the mazket place as an alternative calling method for inmates and their families. This source
of calling generates a completely untapped revenue stream that has not been available in the past.
Evercom Systems, Inc. is the first to provide [o the Corrections Industry a true hunate Prepaid Calling
System designed with the features and benefits of a Collect Calling System. Some of the features include:
• New Revenue Stream
• Savings far Indigent Calls
• Domestic Calls within the United States
• Intemational Calling to over 200 Countries
• Reports on Cal] Traffic
• Account Balances
• Call Detail History by P.LN. Number
• Call Complaint History by P.LN. number
• CAM debit platform for pre-paid calling services
• All accessible with no Additional Equipment Located at the Facility
• Cards can be sold at a significant profit through the Commissary for Domestic and International
Calling.
When requested by the Sheriff's Office, calling information, call blocks/unblocks, and call detail reports by
,_ telephone number or by cell :lephone may be obtained and faxed to the facility by calling our Technical
Support Center at our 800 number. This information will also be available via the onsite CAM
Work Station.
8207 Trirtar Drive, Irving, TX 75063
972.9883737 972.988.3779
DIaECT FpC$IMIrE
EVERCOM~
Evercom is pleased to offer to Kerr County:
• A three (3) Year Contract
• Call Access Manager (CAM) with Monitoring and Recording
• Change the Commission Rate from 20.5% Gross to 47% Gross
• 30% Discount on Pre Paid Calling Cards
We thank you for your time and consideration and we look forward to providing Kerr County with the
optimum solutions to your Inmate Telephone Service. Inmate Telephone Service is our only product and as
new applications surface to enhance our programs, Kerr County will certainly enjoy these additional
benefits. If I can be of any help or if you need any additional information please call me at 877-306-1080.
My fax number is 210-352-1601.
Sincerely,
Ge~~ ettitiG
Territory Manager
820! Trirtar Drive, Irving, TX 75063
972.9883737 972.988.3774
DIPECT FACSIMILE
INMATE PAY TELEPHONE AGREEMENT
Page 1
This Inmate Pay Telephone Agreement (the "Agreement") is made as of the day of 2001, by and
b^~een Kerr County Detention Center ("Customer") located at 400 Clearwater-Pasco Kerrville, Texas 78028 and Evercom
.ems, Inc. ("Evercom") located at 8201 Tristar Drive, Irving, Texas 75063.
1. Utilization of Faciliri. The Customer, for and inconsideration of the payment of the Commission (as hereinafter defined) and
the services to be provided by Evercom, gaols Evercom the exclusive right and license to install and maintain an Inmate
Telecommunications System governing all inmate calls, including local and long distance traffic for collect callingand potentially
debit calling, and inter-related hardware and software, (collectively "Evercom Equipment")within all pre-existing and future jail
and/or detention facilities (collectively the "Facility"), and hereby releases the Facility for that purpose, upon the terms and
conditions set forth in this Ageement. The Customer covenants and agees to maketheFacilityavailable toEvercom for complete
installation and operation of the Equipment.
2. Compensation. In consideration ofthe right to install and operate the Equipment within the Facility, Evercom agrees to pay the
Customer forty seven percent (47%) of the Boss revenue from use of the Equipment through all collect calls, (does not include
debit), billed by inmates within the Facility (the "Commission"). "Gross Revenue" shall mean the total of all actual local & long
distance calls billed via a local exchange carries The Commission shall be paid to the Customer on a monthly basis, as set forth in
Section 3 below. The Customer herein agrees that any current or future use of prepaid calling services (Debit} wilt be covered by a
separate Letter Of Agreement.
3. Payment and Acrnantins. Everoom agrees to pay the Customer the Commission on a monthly basis. The commissions shall be
paid no later than thirty days following the month in which revenues were generated from the Equipment during the term of this
Agreement. All commission payments shall be final and binding upon the Customer unless written objection thereto is received by
Evercom within sixty days of mailing of the Commission payment to Customer by Evercom.
4. Maintenance and Reaair. During the term of this Ageement, Evercom will repair and maintain the Equipment in good
operating condition, including without limitation, furnishing all parts and labor, at its sole cost and expense, all such maintenance
be wnducted in a timely manner, (usually within 24 hours). The Customer shall permit employees orcontractors ofEvercom
reasonable access to the Facility in order to service, repair and maintain the Equipment. The Customer shall notify Evercom of
any misuse, destruction, damage or vandalism to the Equipment, as soon as practicable after ascertaining the same. Evercom, by
providing equipment or service from third party vendors makes no representation or warranty with respect to such service or
equipment and, unless expressly stated herein, makes no commitment to maintain or service such equipment hereafter, alt such
arrangements should be made by Customer and third party vendor.
5. Liability Insurance. Evercom agrees to maintain comprehensive general liability insurance wverage having limits ofnot less
than $1,000,000.00 in the aggregate. The Customer agrees to provide Evercom with reasonable and timely notice of any claim,
demand or cause of action made or brought against the Customer arising out of, or related to, the utilization of the Equipment.
Evercom shall have the right to defend any such claim, demand or cause of action at its sole cost and expense and within its sole
and exclusive discretion. The Customer agrees not to compromise or settle any claim or cause of action arising out of w related to
the utilization of the Equipment without the prior written consent of Evercom. In no event shall the Customer be liable for any
damage or destruction to any item of the Equipment.
6. Term of Agreement. The obligations ofthe parties under this Agreement are effective as ofthe datehereof, but the term ofthis
Agreement shall commence upon the date of execution (the "Commencement Date"). This Ageement shall remain in force and
effective for three (3) years from the Commencement Date hereafter known as the initial term which shall have an expiration date
of (M)__, (D)^, (Y)_. Unless canceled by written notice delivered to either party at least ninety (90) days prior to the
termination of the initial term or any renewal term of this Agreement, this Agreement shall automatically renew at the end of the
initial term upon the same terms and conditions as set forth herein. If, because of strikes, riots, wars or for any other reason,
business operations at the Facility shall be interrupted for periods oftime other than as is customary for operations conducted at
the Facility, the expiration of the term of this Agreement shall be extended for a period oftime equal to the period of such
e~aordinary interruption or stoppage of business operations.
7. Event of Default. Termination of Agreement. In the event either party defauhs in the performance of any of its obligations
under this Agreement, the non-defaulting party shall give the defaulting party written notice of default setting forth with
specificity the nature of the event of default. In the event the defaulting party fails to cure such event of default within thirty days
from receipt ofthe notice ofdefault, the non-defaulting party shall have the right to terminate this Agreement and pursue all other
Page 2
remedies available to the non-defaulting party, either at law or in equity. If the performance of this Agreement or any obligation
hereunder, is interfered with by reason of any circumstances beyond the reasonable control of the parties, including without
limitation, fire, explosion, riots, civil unrest, power failures, injunctions, or acts of God, then the party affected shall be excused
~-+t such performance on aday-to-day basis to the extent of such interference, provided the party so affected shall use reasonable
.ts to remove such causes of no-perfotmance. In the event any governmental tariff or regulation prevents Evercom from
providing services, or such tariffs or regulations make continuation of this agreement impractical for economic reasons or
otherwise, then Evercom, at its sole discretion, may terminate this Agreement without -iabiliry. In the event of a termination of
this Ageement for any reason, the Customer agrees to allow Evercom access to the facility in order to remove the Equipment.
Evercom agrees to remove the Equipment within thirty days after termination of this Agreement.
S. Authority. Each party to this Agreement warrants and represents that they have the unrestricted right and requisite authority to
enter into and execute this Agreement, to bind the respective party, and to authorize the installation and operation of the
Equipment.
9. Notices. Any notice or demand under the terms of this Ageement or under any statute made by either party shall be in writing
and shall be given or made by mail, postage prepaid, addressed to the respective party as listed on signature page of this
agreement.
lo. Miscellaneous.
A. This Agreement shall be construed under and is enforceable under the laws of the state where Evercom services are
performed.
B. No waiver by either party of any event of default under this Agreement shall operate as a waiver of any subsequent default
under the terms of this Agreement.
C. If any provision of this Agreement is held to be invalid or unenforceable, the validity or enforceability of the other
provisions shall remain unaffected.
^ D. This Agreement shall be binding upon and inure to the benefit of Evercom and the Customer, and their respective
successors and assigns.
E. This Agreement may be executed in wunterparts, each of which shall be fully effective as an original, and ali of which
together shall constitute one and the same instrument. This Agreement constitutes the entire Agreement ofthe parties. The
rights and obligations of the parties shall be determined solely from the terms of this Agreement and any prior or
contemporaneous oral agreements are superseded by and merged into this Agreement.
F. This Agreement cannot be vaned or modified orally and can only be varied or modified by a written instrument signed by
all parties.
G. Evercom, at its sole cost and expense shall secure the state, county or federal governmental authority licenses required for
the provision of services contemplated in this Agreement.
H. During the term of this agreement, the Equipment installed in the facility pursuant to this Agreement shall remain the sole
and exclusive properly of Evercom.
EXECUTED as of the date and year signed below:
Evercom Systems, Inc. Customer
By:
^
By:
ee: John Viola Name:
Title: Vice President, Sales and Marketing Title:
Date; Date:

KERB COUNTY ATTORNEY
DAVID M. MOTLEY
COUNTY COURTHOUSE, SUITE BA-103 ~ 700 MAIN STREET KERRVILLE, TEXAS 78028
MEMORANDUM
2 Apri12001
TO: T[IDGE HENNEKE
FROM: TRAVIS LUCAS
RE: KTC REVENUE SHARING CONTRACT
KTC finally sent me the needed changes to this contract last Friday. We had to change
the confidentiality provision (page 4) to allow for open records request. It is now ready
for your signature.
The Equipment Lease Contract is still being modified by KTC. Hopefully, they will
complete it by this week.
MAIN NUMBER (830) 792-2220 ~ HOT CHECKS (830) 792-2221 FAX (830) 792-2228
ADVANCED TEL-COM SYSTEMS
955 WATER STREET ~ P.O. BOX 290130
KERRVII.LE, TEXAS 78029-0130
REVENUE SHARING AGREEMENT
THIS AGREEMENT made and entered into this 30th day of March , 2001, by and
between KER_R Mi7NTY LAW ENFOR('EMENT CENTER having its principal place of
business at400 Clearwater Paseo Dr., Kerrville, Kerr County, Texas (hereinafter referred to as
"Licensor"), which owns and operates the premises described on Exhibit "A" whether one or
more, collectively referred to herein as the "Location"; and ADVANCED TEL-COM
SYSTEMS CORPORATION dlb/a KERRVILLE TELEPHONE BUSINESS SYSTEMS, a
Texas Corporation, with its principal offices located at 955 Water Street, Kerrville, Kerr County,
Texas, (hereinafter referred to as KTBS).
WHEREAS, KTBS is a provider of telecommunications equipment and services,
including pay (coin-operated) telephones; and
WHEREAS, KTBS desires to place a pay telephone or telephones at the Location and
Licensor is agreeable thereto;
NOW THEREFORE, for and in consideration of the mutual undertakings, covenants and
agreements of the parties hereto as set forth herein and other good and valuable consideration,
receipt of which is hereby acknowledged, the parties intending to be legally bound hereby, agree
as follows:
1. LICENSE. Licensor hereby grants to KTBS the exclusive right and privilege for
a period of Eve years from the date of this Agreement to install, maintain and operate pay
telephone equipment, the "Equipment", at or on the Location. KTBS may connect such pay
telephones to any interexchange carrier, alternate operator service provider, or other such carrier
or provider as it may in its sole discretion determine.
2. INSTALLATION AND SERVICE.
A. Equipment shall be installed by KTBS at KTBS' expense, and shall be
installed, maintained and serviced solely by KTBS or its designated representatives, whether or
not employees of KTBS. Licensor shall notify KTBS within twenty-four (24) hours of Licensor's
initial knowledge of any service problems or failures of the equipment. Licensor shall exercise
reasonable care to secure the Equipment from abuse or vandalism.
B. Licensor, at Licensor's sole cost and expense, shall furnish necessary 110-
volt AC electrical service to each telephone unit location. Licensor shall be responsible for the
payment of all monthly charges for electricity payable to the local electric utility company,
whether or not attributable to electricity used by the Equipment.
SSP/ATS/ng/rev. 3/04/98
C. KTBS may install additional equipment at the Location from time to time
upon reasonable notice to Licensor.
3. ACCESS TO EQUIPMENT. KTBS' service personnel shall be permitted
reasonable access to the Equipment for purposes of service and/or coin collection during the
normal business hours of Licensor at the Location.
4. COLLECTIONS/COMMISSIONS/RECORD.
A. Commissions/Collections. KTBS shall pay to Licensor for the use of each
telephone unit installed at the Location, a quarterly commission based on Monthly Gross
Revenues at the rate set out in Exhibit "B". "Monthly Gross Profits" shall be defined as the total
sum of all revenue collected and/or received by KTBS from each telephone unit.
B. Accounting and Records. Within forty-five (45) days of the last business
day of each quarter, KTBS shall furnish to Licensor a statement ("Monthly Revenue Statement")
of the Gross Profits for each telephone unit for each month of the quarter. Commissions shall be
paid in arrears by the 45`s day next immediately following the end of each quarter in which usage
of the Equipment resulting in a Monthly Net Profit (or loss) occurs. Licensor shall have the right
to examine KTBS' records relating to revenues from the Equipment at KTBS' offrces upon
reasonable notice to KTBS and at reasonable times during KTBS' normal business hours.
5. OWNERSHIP AND CONTROL OF EQUIPMENT. Licensor acknowledges
that the equipment is the sole property of KTBS. Nothing in this Agreement or in the relationship
between the parties shall be construed or interpreted to give Licensor any ownership or security
interest of any type or kind in the Equipment. KTBS shall have sole possession and control of all
keys to the Equipment.
6. EXCLUSIVITY/SALE OR MERGER BY LICENSOR
A. Licensor shall not allow or permit any other public pay coin-operated, noncoin-
operated, credit card or AOS (alternate operator service) telephone or telephones, or services of
the type offered by KTBS at the Location, to be installed or operated from or at the Location
during the term hereof.
B. Upon any sale, merger, consolidation or reorganization of Licensor or its
assets, the purchaser, successor or assignee of Licensor shall be bound by the terms and
conditions hereof and shall be obligated to discharge the duties and obligations of Licensor
hereunder.
SSP/ATS/ng/rev. 3/04/98 - 2 -
7. LIQUH)ATED DAMAGES. In the event of the breach by Licensor of any of the
terms, conditions, covenants or agreements set forth in this Agreement which in any way affects
KTBS' ability to realize the benefits of this agreement, Licensor shall have 20 days after notice in
writing from KTBS of such breach to cure the same. In the event Licensor fails to cure any such
breach within such 20-day period, KTBS, at its sole option, may declare this Agreement
terminated. In the event of such a termination of this Agreement, the parties agree that KTBS
will suffer damages, the amount of which is not easily determined. Therefore, in the event this
Agreement is terminated because of an uncured breach by Licensor, Licensor agrees to pay to
KTBS as liquidated damages a sum equal to 45% ofthe average gross monthly dollar volume of
revenues collected and/or received from the Equipment from the date of installation of the
equipment to the date of Licensor's breach of the agreement multiplied by the number of months
of the term of this Agreement remaining after such breach. Licensor further agrees to pay KTBS
for its expenses in enforcing this agreement, including without limitation, reasonable attorney's
fees and costs of court.
S. CANCELLATION BY KTBS. If, in KTBS' sole opinion, any Equipment
installed at the Location does not produce sufficient revenues or Gross Profit, KTBS, in its sole
discretion, may remove any or all Equipment from the Location and/or, upon thirty (30) days
written notice to Licensor, terminate this Agreement as to any Location or Equipment.
9. RENEWAL. Unless either party shall notify the other of its intent to not renew
this Agreement at least 30 days prior to the expiration of the initial term of this Agreement, upon
the expiration of the initial terms hereof, this Agreement shall automatically renew month-to-
month upon the terms and conditions contained herein. Thereafter, this Agreement shall be
terminable by either party upon 30 days' written notice to the other.
10. GOVERNING LAW. This Agreement shall be governed by and construed and
interpreted under the laws of the State of Texas.
11. VENUE. The Parties agree that venue in any litigation arising out of this Agreement
between the Parties shall be in a court of competent jurisdiction in Kerr County, Texas.
12. ENTIRE AGREEMENT. This Agreement is the entire agreement between the
parties with respect to the subject matter hereof and contains all the terms, covenants, conditions
and agreements between the parties hereto.
13. HEADINGS. The headings preceding the various paragraphs of this Agreement
are intended solely for the convenience of the parties. The use of any gender shall include all
genders. The singular number shall include the plural, and the plural number the singulaz as the
context may require.
14. WARRANTY/REPRESENTATION. Licensor hereby warrants and represents
to KTBS that Licensor owns and operates the Location and has all necessary authority to enter
into this Agreement.
SSP/ATS/ng/rev. 3/04/98 -.3 -
15. CONFIDENTIALITY. This Revenue Sharing Agreement, and all information
contained within, is privileged and confidential information intended only for the Parties hereto.
Any dissemination, distribution or copying of this Revenue Sharing Agreement by Licensor is
strictly prohibited. Failure of Licensor to adhere to this clause will cause irreparable damage to
KTBS and Licensor shall be liable for all damages incurred by KTBS, including but not limited to,
the liquidated damages provided for in Paragraph 7 of this Agreement. Subject to rules of Texas
Open Records Request.
16. SEVERABILITY. If any provision of this Agreement is held invalid,
unenforceable or void, the remainder of the Agreement shall not be affected thereby and shall
continue in full force and effect.
17. NOTICES.
A. All payments required to be made by this Agreement hereunder shall be
payable in Ken County, Texas, at the addresses set forth in this paragraph or such other address
the parties may specify from time to time by written notice delivered in accordance herewith.
B. Any notice or document required or permitted to be delivered hereunder
shall be deemed to be delivered (whether or not actually received) when deposited in the United
States Mail, postage prepaid, Certified Mail, Return Receipt Requested, addressed to the parties
hereto at the respective addresses set out opposite their names below, or at such other address as
they specify in the future by written notice delivered in accordance herewith.
LICENSOR:
KTBS:
Kerr County Sheritl's Office Advanced Tel-Com Systems
400 Clearwater Paseo Drive Corporation d/b/a Kerrville
Kerrville, Texas 78028 Telephone Business Systems
955 Water Street
Kemille, Texas 78028
IN WITNESS WHEREOF, the parties have executed this Agreement the day and year
first above written.
ADVANCED TEL-COM SY TEMS
By: .~.-~-/t~
James R. Hart
Vice President Business Systems
LICENSOR
J
Its _ i~
SSP/ATS/nglrev. 3/04/98 - 4 -
EXHIBIT "A"
REVENUE SHARING AGREEMENT
Locations
Location Name Telephone Location
KERR COUNTY LAW ENFORCEMENT CENTER 400 Clearwater Paseo Dr /
Kerrville
Any additional locations maybe added to Exhibit "A" upon agreement of both parties. Any and
all additions to Exhibit "A" must be signed by both parties hereof.
I9 -Inmate Phones w/Volume Control
1 - 20 Channel Recorder w/40 Gig Harddrive
SSP/ATS/ng/rev. 3/04/98 - tJ -
Exhibit "B"
Commission Rate Table
Reference: Paragraph 4 ofKTBS Revenue Sharing Agreement.
Five (5) Year, Contract Rate Table
Receipts per Inmate Phone
Gross Profits Percentage Rate
$ 0.00- $ 99.00 0
$ 99.01- $ 125.00 20
$ 125.01- $ 150.00 30
$ 150.01- $ above 45
SSP/ATS/ng/rev. 3/04/98 - 6 -