1-RFP Inmate Communications Phones Tablets Educational Tools 2025 (2) (1) (1).pdf

Request for Proposal

PROJECT:

INMATE PHONES, TABLETS, VIDEO VISITATION,

LAW LIBRARY, EMAIL/MESSAGING, MAIL

SCANNING AND INVESTIGATIVE TOOLS

PREPARED FOR:

Kane County 971 East Kaneplex Drive

Kanab, UT 84741

July 2025

INTRODUCTION:

The Kane County Sheriff’s Office is located at 971 East Kaneplex Drive, Kanab, Utah 84741. The Kane County Correctional Facility is operated by the elected County Sheriff. Opened in 2011, the Correctional Facility has 206 beds and can house the following populations by type and area. The

Kane County Sheriff’s Office Sheriff Tracy Glover

971 E. Kaneplex Dr. Kanab, UT 84741 Phone: (435) 644-4916 Fax:(435) 644-2096

Kane County Sheriff’s Office holds inmates that are pre-trial, sentenced, and State Contract inmates. The ADP for 2024 was 181 inmates.

Housing Unit A: Dormitory Pods, 33 total beds.

Housing Unit B: 10 Double Occupancy Cells, 20 total beds.

Housing Unit C: 10 Double Occupancy Cells, 20 total beds.

Housing Unit D: 10 Double Occupancy Cells, 20 total beds.

Housing Unit E: 10 Double Occupancy Cells, 20 total beds.

Housing Unit F: 10 Double Occupancy Cells, 20 total beds.

Housing Unit G: 6 Triple Occupancy Cells, 18 total beds.

Housing Unit H: 4 Triple Occupancy Cells, 12 total beds

Housing Unit J: Dormitory Pods, 33 total beds.

Medical Unit- 2 Double Occupancy Cells, 2 Triple Occupancy Cells, 10 Total Beds

Women’s Unit 1- 6 total beds

Women’s Unit 2- Dorm style pod. 12 total beds

Total bed count at the Kane County Sheriff’s Office 206 beds.

Through this Request for Proposal (RFP), Kane County intends to evaluate qualified inmate communications services to the Kane County Sheriff’s Office for County and State inmates confined in the Kane County Sheriff’s Office.

RFP ORGANIZATION

Pursuant to this RFP a contract will be executed. The Contract period will be for a term of three years. The contract will automatically be renewed upon the same terms and conditions for two additional one-year periods unless earlier terminated as provided in the contract. Kane County reserves the right to issue another RFP at any time during the term of the contract, at which time the existing contract would be terminated once the new PROVIDER is under contract.

This RFP is organized into sections SCOPE OF WORK, GUIDELINES AND

RECOMMENDATIONS, INDEPENDENT CONTRACTOR, SUPERVISION AND

INSPECTION, PROPASAL CONTENTS, PROPOSAL SUBMISSION, PROPOSAL

EVALUATION, EVALUATION CRITERIA, PROPOSAL REJECTION, PROPOSAL

ACCEPTANCE AND NOTIFICATION.

OVERVIEW

PURPOSE OF REQUEST FOR PROPOSAL (RFP)

The purpose of this REQUEST FOR PROPOSAL is to evaluate various secure inmate telephone systems and possibly enter into a contract with a qualified firm to provide labor, material and equipment required to decommission and replace an existing inmate telephone system and video visitation system, plus provide automated information systems, and investigative tools. This RFP is designed to provide interested Vendors with sufficient basic information to submit proposals meeting minimum requirements but is not intended to limit a proposal’s content or exclude any relevant or essential data. Vendors are at liberty and are encouraged to expand upon the specifications to evidence service capability.

BACKGROUND

The Kane County Sheriff’s Office currently has (23 Total, 2 cordless phones in booking and 21 wall mounted phones) inmate telephones serving an average daily population of 181 inmates. The Correctional Facility operates 24 hours per day, seven days a week and rely on a telephone system to provide inmates at the Kane County Sheriff’s Office a means to communicate with family, friends, and legal counsel. On site video visitation consists of 20 wall mounted kiosk/ tablet docking stations, 1 mobile visitation machine for booking area, as well as 10 wall mounted onsite kiosks for the public to utilize for free. This is to facilitate scheduled visits and communication with family, friends, and legal counsel.

Kane County Sheriff’s Office invites qualified companies (herein after referred to as “Vendor”) to submit proposals for an inmate telephone, email/messaging, tablets, video visitation, law library application, educational applications, music and entertainment, off site mail and automated information system and investigative tools (hereinafter collectively referred to as the “ITS” or “proposed system”) at the Kane County Sheriff’s Office in response to this solicitation.

Vendor is to provide (23) telephones and a tablet available to every inmate incarcerated in the Kane County Sheriff’s Office. As well as 20 visitation kiosks/tablet docking stations and 1 mobile visitation station for the inmates. Also 10 wall mounted kiosks for the public to utilize for free onsite visits. Vendor will also be responsible for delivery and installation of the ITS at the project site. Based on order information and specifications provided by the selected Vendor, Kane County Sheriff’s Office will enter into an agreement with the selected Vendor containing the terms, conditions and specifications contained in this RFP unless County in its sole discretion consents to the modification of the terms of the RFP. All delivery and installation arrangements and warranties will be coordinated with and flow through the Vendor. The ITS will be installed at the Kane County Sheriff’s Office facility located at 971 East Kaneplex Drive, Kanab, UT 84741.

ISSUING OFFICE AND RFP REFERENCE

Kane County Sheriff’s Office is the issuing office for this REQUEST FOR PROPOSAL and all subsequent addenda relating to it. The RFP title “INMATE PHONES, TABLETS, VIDEO

VISITATION,LAWLIBRARY,EMAIL/MESSAGING,MAILSCANNING,AND

INVESTIGATIVE TOOLS” The RFP title must be referred to on all proposals, correspondence, and documentation relating to the RFP.

PROCEDURE

The Procedure for the issuance of this RFP, evaluation of proposal and selection of Vendor is as follows:

• Interested entity will prepare and submit their proposal according to the Procurement Timetable.

• Kane County Sheriff’s Office and/or its representative will evaluate the submitted proposal to determine acceptance or rejection of the proposal.

• The selected Vendor will be required to sign an agreement with Kane County Sheriff’s Office which contains the terms, conditions and requirements of this RFP unless County in its sole discretion consents to the modification of the terms of this RFP.

RULES OF PROCUREMENT

The Vendor must meet all criteria as of the date of submission.

Kane County Sheriff’s Office has established certain requirements with respect to the proposal to be submitted by the Vendor. The use of “shall”, “must”, “will”, or other similar terms in this RFP indicates a requirement or condition from which a material deviation will not be approved by Kane County Sheriff’s Office. The Kane County Sheriff’s Office Procurement Rules and Regulations govern this RFP.

PROPOSAL INCLUSION REQUIREMENTS

In order to be considered, a proposal must contain all responses, information and documents required herein.

The occurrence of any of the following may result in disqualification of a Vendor:

• Failure to respond within the established timetable.

• Failure to completely answer all questions on the proposal.

• Use of any other type of form or format other than those indicated in the RFP.

• Failure to provide requested documentation at the time of proposal submission.

• Illegal responses

• Failure to sign the submitted proposal.

HEADINGS

The paragraph and section headings contained in this RFP are for convenience only, and do not constitute a part of the provisions hereof.

REQUEST FOR PROPOSAL (RFP) TIMELINE AND EVENTS

The selected Vendor will comply with the following timeline:

• RFP Issue Date: 9/2/2025

• Site Visit: Completed at the pre bid meeting on 10/02/2025

• RFP Response Deadline: Vendors would like a minimum of 30 days to submit proposal

• Agreement Award

• Installation/Cut-Over Within 60 days of Award and execution of the Agreement

Kane County Sheriff’s Office reserves the right to modify this schedule at the County’s discretion. Notification of changes in the response due date will be made to all interested parties.

GENERAL INFORMATION AND INSTRUCTIONS

PROPOSAL SUBMITTAL PROCEDURE AND CONDITIONS

In order to be considered for award, the Vendor must comply with all proposal requirements and submissions in accordance with the following instructions:

QUESTIONS

All questions concerning this REQUEST FOR PROPOSAL must be submitted in written form only, to the following:

Lieutenant Tyrell Roundy Kane County Sheriff’s Office 971 East Kaneplex Drive Kanab, UT 84741 Phone: 435-644-4976 Email: Troundykcso@kane.utah.gov

The deadline for receiving questions is 10/02/2025 by 3:00 pm. Questions and answers will be issued via email to every company that has been issued this RFP.

Mandatory pre-bid meeting will be on 10/02/2025 at 10:00am. This is when we will allow vendors to perform a site visit.

INCURRED EXPENSES

Kane County Sheriff’s Office will not be liable for any cost which Vendors may incur in the preparation of their proposals, site visits, pre-bid conferences, presentations, etc. This provision also includes any costs involved in providing an oral presentation of the proposal. Proposals should be concise, straight-forward, and can be prepared simply and economically. Expensive displays, bindings, or promotional materials are not required. These instructions are not intended to limit a proposal’s content or to exclude any relevant or essential information therefrom.

PROPRIETARY INFORMATION

Vendors responding to this RFP are required to note any specific information contained in their proposal which is not to be disclosed to the public or used for purposes beyond the evaluation of the proposals. Any such restrictions must be clearly stated within the proposal itself. Though every attempt will be made to comply with such restrictions, non-disclosure following signing of the Agreement cannot be fully guaranteed due to public records law considerations.

PROPOSAL SUBMITTAL REQUIREMENTS

Proposals are required to be submitted in hard copy format, one original and four (4) copies as well as one digital copy on a flash drive. Faxed and or emailed proposals will not be considered.

The original proposal must be signed in ink by an officer of the company that is authorized to enter into contractual agreements on its behalf. Proposals received unsigned will not be accepted.

Proposals should be submitted in a single sealed envelope or container and delivered to the attention of:

Lt Tyrell Roundy Kane County Sheriff’s Office 971 East Kaneplex Drive Kanab, UT 84741

The lower left corner of the envelope or container should bear the following notation:

“RFP 2025 “INMATE PHONES, TABLETS, VIDEO VISITATION, LAW LIBRARY AND

MAIL SCANNING AND INVESTIGATIVE TOOLS”– Kane County Sheriff’s Office”

The proposal submitted in response to this RFP must be in the required format. Any deviation from this format may be cause for rejection of the proposal response. All proposals submitted shall become property of the County. The County reserves the right to request any firm submitting a proposal to clarify their proposal or to supply additional information necessary to assist in the County’s selection. All firms must be able to meet all of the requirements contained in this RFP as of the deadline for receipt of proposals.

All proposals shall include all of the information requested in this RFP and any additional data that the Vendor deems pertinent to understanding and evaluating of the proposal. The Vendor should not withhold any information from the written response in anticipation of presenting the information orally. All proposals shall meet, at a minimum, all criteria outlined in this RFP.

MODIFICATION OR WITHDRAWAL OF PROPOSALS

Any proposal may be modified or withdrawn by Vendor prior to the RFP Response Deadline, provided such modification or withdrawal is submitted prior to the RFP Response Deadline. Any modification or withdrawal received after the RFP Response Deadline shall be deemed late and will not be considered.

PROPOSAL SUBMITTAL DEADLINE

Proposals must be received no later than 3:00 p.m. on (10/17/25). Proposals received after this deadline will NOT be accepted. Actual receipt by said time is required; deposit in mail or postmark by said due date/time is insufficient.

Vendors may mail or personally deliver their proposals to Kane County Sheriff’s Office at the above address. Kane County Sheriff’s Office will not be responsible for any proposal(s) that is/are lost in the mail or not delivered to the above address by the stated deadline for any reason.

ORAL PRESENTATION

An oral presentation and live or real time demonstration of the proposed systems and components will be required by each Vendor and will be scheduled after the proposal deadline.

BASIS OF AWARD

The Kane County Sheriff’s Office will review all responses to assure compliance with the RFP including the Scope of Work. A Vendor may be excluded from further consideration for failure to comply with all requirements contained in this RFP.

The ITS is a vital service to the Kane County Sheriff’s Office. Additional investigative tools, operation efficiencies and added security are important aspects expected to be derived from this service. The Kane County Sheriff’s Office prefers an Vendor that develops their own software and builds its own systems, with a single point of contact. It is our preference to work with a company that is the source for engineering, deploying and maintaining its own solutions. This would include items such as collect and debit, staff support and in-house product development.

Vendor’s ability to provide an all-inclusive solution will be viewed favorably.

The Kane County Sheriff’s Office expressly reserves the right, in its sole judgment, to accept or reject any or all proposals, with or without cause, modify, alter, waive any technicalities or provisions, or to accept the proposal which County determines to be the best evaluated offer.

Therefore, in selecting a Vendor, the Kane County Sheriff’s Office will not rely exclusively on commission in awarding the proposal as noted in the evaluation criteria below.

The contents of this RFP and the Vendor’s response, when submitted to and accepted by the Kane County Sheriff’s Office, shall become an integral part of any Agreement entered into between the Vendor and Kane County Sheriff’s Office.

The proposal will be evaluated with regards to the following criteria factors:

• 30% - Demonstrated ability to meet all technical requirements (Scope of Work), based upon the RFP responses and information provided by similar facilities in which the Vendor has their system installed.

• 30% - Financial Offerings based upon the new FCC guidelines and ruling including a commission rate for telephone, email/messaging, tablets, entertainment services based on gross revenue (defined as revenue on all local and long distance calls, emails/messages tablets, entertainment services, other offerings), charged to the party who accepts the charges and the Vendor’s ability to offer direct billing, collect call, email, and video billing through an LEC, prepaid and debit based calling, email/messages, tablets, video visitation, entertainment services and other offerings.

• 30% - Vendor experience, technology offering, account support team, maintenance and current customer references.

• 10% - Proposed project plan, scheduling, and implementation with minimal interruption of service.

ACCEPTANCE OF PROPOSAL

Kane County Sheriff’s Office reserves the right to reject any or all proposals or waive minor irregularities when to do so would be in the best interests of Kane County Sheriff’s Office. Minor irregularities are those which will not have a significant adverse effect on overall competition or performance levels. The agreement to be entered into between Kane County Sheriff’s Office and the selected Vendor is attached as Attachment “A” and may contain additional terms and conditions not contained in the RFP.

The Vendor agrees that Kane County Sheriff’s Office may terminate this procurement procedure at any time, and Kane County Sheriff’s Office shall have no liability or responsibility to the Vendor for any costs or expenses incurred in connection with this RFP, or such party’s response.

DISPOSTION OF PROPOSALS

All proposals (and the information contained therein) shall become the property of Kane County Sheriff’s Office. No proposals shall be returned to the Vendor regardless of the outcome of the selection process.

All proposals will be evaluated by authorized representatives of Kane County Sheriff’s Office.

GENERAL

Kane County Sheriff’s Office will award an Agreement in reliance upon the information contained in proposals submitted in response to the RFP. Kane County Sheriff’s Office will be legally bound only when and if there is a definitive signed agreement with the awarded Vendor.

It is vitally important that any person who signs a proposal on behalf of the Vendor organization certifies that he or she has the authority to so act. The Vendor who has its proposal accepted may be required to answer further questions and provide further clarification of its proposal and responses.

Receiving this RFP or responding to it does not entitle any entity to participate in services or transactions resulting from or arising in connection with this RFP. Kane County Sheriff’s Office shall have no liability to any person or entity under or in connection with this RFP, unless and until Kane County Sheriff’s Office and such person shall have executed and delivered a definitive written agreement.

By responding to this RFP, Vendor acknowledges that neither Kane County Sheriff’s Office nor any of its representatives is making or has made any representation or warranty, either express or implied, as to the accuracy or completeness of any portion of the information contained in this RFP. The Vendor further agrees that neither Kane County Sheriff’s Office nor any of its representatives shall have any liability to the Vendor or any of its representatives as a result of this RFP process or the use of the information contained in this RFP. Only the terms and conditions contained in the Agreement when, as, and if executed, and subject to such limitations and restrictions as may be specified therein, may be relied upon by the Vendor in any manner as having any legal effect whatsoever.

TERMS AND CONDITIONS AGREEMENT TERM

The initial term of this Agreement will be for a period of three (3) years commencing upon the execution hereof by all parties and terminating three years after the commencement of the provision of services under this Agreement(cutover to Vendor’s ITS) At the expiration of this Agreement, Kane County Sheriff’s Office will have the option of continuing the ITS with the Vendor on written notice to Vendor given at least 60 days prior to the end of the Agreement term on the same terms and conditions and at the same commission and rates for a period of two (2) additional years in one-year increments. Each optional year will require the Kane County Sheriff’s Office’s approval for renewal. Either party may terminate this Agreement without cause at any time by giving one hundred twenty (120) days prior written notice to the other party. Commission rates paid to Kane County Sheriff’s Office proposed and accepted shall be valid for the initial and all renewal periods of the Agreement. Any subsequent commission rate changes must be requested in writing, with justification, and be accepted by Kane County Sheriff’s Office prior to implementation. In the event this Agreement is terminated by either party, there shall be no disruption of service between the termination of the existing services and the implementation of an alternate ITS. Vendor shall continue providing the ITS service until a new Vendor is selected and commences to provide services (cutover to subsequent Vendor services).

Upon termination for any reason, all financial obligations paid in advance by either party shall be adjusted on a per diem basis as of such termination date. Any notice and other communications given pursuant to the provisions of this paragraph shall be in writing and shall be given by mailing the same by certified mail or registered mail, return receipt requested, postage prepaid, to the other party to this Agreement.

TERMINATION

The obligation to provide further service under the terms of the Agreement may be terminated by Kane County Sheriff’s Office immediately upon written notice to Vendor in the event of material breach by the Vendor to perform in accordance with the terms hereof. In the event that the Agreement is terminated for any reason, the Vendor warrants that it will remove all its equipment from the facilities without charge. Service and equipment will not be removed until another contractor has been acquired. The removal of equipment and disconnection of service process will occur during the implementation of the new system with minimal interruption of service to this facility. The Vendor shall cooperate with the new contractor during the implementation of the new system.

Except for a material breach, if either party defaults in the performance of any obligation under this Agreement, then the non-defaulting party shall give the defaulting party written notice of its default setting forth with specificity the nature of the default. If the defaulting party fails to cure its default within 30 days after receipt of the notice of default, then the non-defaulting party shall have the right to immediately terminate this Agreement and pursue all other remedies available to the non-defaulting party, both at law and in equity.

Upon termination for any reason, all financial obligations paid in advance by either party shall be adjusted on a per diem basis as of such termination date. Any notice and other communications given pursuant to the provisions of this paragraph shall be in writing and shall be given by mailing the same by certified mail or registered mail, return receipt requested, postage prepaid, to the other party to this Agreement.

DAMAGE AND REPAIR LIABILITY

The Kane County Sheriff’s Office will have no liability to the Vendor for fraud, theft, vandalism/damage or loss of the Vendor’s equipment inflicted by the inmates or the public. All costs associated with the repair or replacement will be the responsibility of the Vendor.

Vendor warrants that all repairs and replacements will be made at Vendor’s expense. Vendors shall make all reasonable efforts to ensure that the ITS is operational and repaired or replaced as quickly as possible.

INSTALLATION/DISCONNECTION

The Vendor will be responsible for all costs of installation or disconnection of Vendor’s equipment. The Vendor will be required to furnish and install equipment, dedicated lines, and any other item(s) necessary to make the ITS functional. The Vendor will remove all ITS equipment, installed by Vendor, including but not limited to, dialers and/or dedicated phone lines from the Kane County Sheriff’s Office facilities without charge upon the termination of services.

Vendor shall be responsible for installation of the ITS hardware at COUNTY’s location in conformance with the applicable installation specifications at no charge to COUNTY in addition to the installation requirements contained in Attachment “A”.

NOTICES

Unless otherwise provided, any notice, demand, request or any other instrument which may be or is required to be given under this Agreement shall be delivered in person or sent by certified mail, postage prepaid, addressed to the appropriate party as noted here:

To County:

Kane County Sheriff’s Office 971 East Kaneplex Drive Kanab, Utah 84741

With Copies to:

To Vendor:

With Copies to:

ASSIGNMENT

This Agreement may not be assigned, in whole or part, without the express written consent of Kane County Sheriff’s Office.

INDEMNIFICATION

The Vendor shall defend, indemnify, save and hold harmless Kane County Sheriff’s Office, its officers, employees, and agents, from and against any and all claims, demands, causes of action, orders, decrees, judgments, losses, damages, and liabilities (including all costs and attorney’s fees incurred in defending any claim, demand, or cause of action) occasioned by, growing out of, or arising or resulting from any act or omission of Vendor, or its subcontractors, agents or employees.

The Vendor shall assume sole liability for any injuries or damages caused to a third party as a result of its acts or omissions.

Information Technology Systems. In connection with the services being provided hereunder, Vendor may need to operate certain information technology systems (“Non-County Systems”), which may need to interface with or connect to County’s networks or information technology systems (“County Systems”). Vendor shall be responsible for all Non-County Systems, and County shall be solely responsible for County Systems, including taking the necessary security and privacy protections as are reasonable under the circumstances. If Vendor serves as the merchant-of-record for any credit or debit card transactions in connection with any of the services provided hereunder, then Vendor will be responsible for complying with all applicable laws, regulations and payment card industry data security standards related to the protection of cardholder data. Vendor shall indemnify, defend and hold County harmless from all claims, liabilities, damages and costs (including reasonable attorneys' fees) to the extent caused by Vendor’s failure to comply with its obligations herein.

Vendor shall defend all suits brought upon such claim or demand and pay all costs and expenses incidental thereto, but County shall have the right, at its option and expense, to participate in the defense of such suit without relieving Vendor of any obligation hereunder.

INDEPENDENT CONTRACTOR

Vendor states and affirms that he is acting as an independent contractor, holding himself out to the general public as an independent contractor for other work or contracts as he sees fit; that he advertises his services as he sees fit to the general public, maintains his office or place of employment separate from Kane County Sheriff’s Office, and that this Agreement is not exclusive of other agreements, contracts or opportunities.

The parties intend that an independent contractor relationship will be created by this Agreement.

Kane County Sheriff’s Office is interested only in the results to be achieved, and the conduct and control of the work will lie solely with Vendor. Vendor is not to be considered an agent or employee of Kane County Sheriff’s Office for any purpose, and the employees of Vendor are not entitled to any of the benefits that Kane County Sheriff’s Office provides for County’s employees.

It is understood that Vendor is free to contract for similar services to be performed for others while working under the provisions of this Agreement with Kane County Sheriff’s Office.

Both parties agree that Vendor shall be deemed an independent contractor in the performance of this Agreement, and shall comply with all laws regarding unemployment insurance, disability insurance, and workers’ compensation. As such, Vendor shall have no authorization, express or implied, to bind Kane County Sheriff’s Office to any agreement, settlement, liability, or understanding whatsoever, and agrees not to perform any acts as agent for Kane County Sheriff’s Office. The compensation provided for herein shall be the total compensation payable hereunder by Kane County Sheriff’s Office.

APPLICATION OF LAW

This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Utah.

ENTIRE AGREEMENT

This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement.

MODIFICATION

Any modification of this Agreement, or additional obligation assumed by either party in connection with this Agreement, shall be binding only if placed in writing and signed by each party or an authorized representative of each party.

SUCCESSORS IN INTEREST

This Agreement shall be binding upon the heirs, successors, administrators, and assigns of each of the parties thereto.

CONFLICT

If any of the provisions of this Agreement conflict with the provisions of the RFP or Vendor’s response thereto, the provisions of this Agreement shall control and govern. The terms and conditions contained in the RFP shall control when in conflict with Vendor’s response to the RFP.

TIME

All services shall be provided in a timely and professional manner. Time is of the essence.

NO THIRD-PARTY BENEFICIARIES

This Agreement is not intended to benefit any party or person not specifically named as a party herein.

SEVERABILITY

If any provisions of this Agreement are held to be invalid or unenforceable by a court of proper jurisdiction, the remaining provisions shall remain in full force and effect, unless the invalid or unenforceable provision is material. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

WAIVER

A waiver by any party of any provision of this Agreement, whether in writing or by course of conduct or otherwise, shall be valid only in the instance for which it is given, and shall not be deemed a continuing waiver of said provision, nor shall it be construed as a waiver of any other provision.

STANDARD OF PERFORMANCE

Unless otherwise stated herein, VENDOR’S services under this Agreement shall be performed in a reasonable and prudent manner in accordance with generally accepted industry practices.

NO PRESUMPTION

Should any provision of this Agreement require judicial interpretation, the Court interpreting or construing the same shall not apply a presumption that the terms hereof shall be more strictly construed against a party, by reason of the rule of construction that a document is to be construed more strictly against the person who himself or through his agents prepared the same, it being acknowledged that all parties have participated in the preparation hereof.

ATTORNEY’S FEES

If either party defaults in the performance of this Agreement, or any of its covenants, terms, conditions, or provisions, the defaulting party shall pay all costs and expenses, including a reasonable attorney’s fee, which may arise or accrue from enforcing this Agreement, or from pursing any remedy provided hereunder or otherwise provided by law except in the instance that the defaulting party cures the default as provided in this Agreement.

GENERAL COVENANTS

Whenever the context of any provision shall require it, the singular number shall be held to include the plural number, and vice versa. The use of any gender shall include the other gender and all business entities. The paragraph and section headings contained in this Agreement are for convenience only, and do not constitute a part of the provisions hereof. In the event of a default or dispute arising in any manner under this Agreement, the default or dispute will be resolved in the courts of the state of Utah and jurisdiction and venue for any said default or dispute shall be in Kane County Sheriff’s Office. This Agreement may be executed in two or more counterparts, each of which shall be considered an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of this Agreement by telecopy, fax, email or other electronic delivery, shall be sufficient to bind the Parties to the terms and conditions of this Agreement. A copy in whole or any part of this Agreement shall have the same effect as an original.

CONFIDENTIALITY

• Vendor recognizes that COUNTY may have certain proprietary information such as cost, process information, technical information, inmate personal information, inmate charges, and security information, which are valuable, special and unique assets of COUNTY. Vendor agrees that it will not, nor will any of its employees, use any such information for personal benefit, or divulge, disclose, or communicate in any manner any such information to any third party without the prior written consent of COUNTY. Vendor will protect the information, treat it as strictly confidential and will not release any information which would violate the Utah Government Records Access Management Act, UCA 63-2-101 et. seq.

• Any technical information relating to the Services or any information concerning a program participant or any other information marked as Proprietary or Confidential furnished by one party (the Disclosing Party) to the other (the Receiving Party), under this Agreement, shall be considered Confidential Information. The Receiving Party shall not, without first obtaining the Disclosing Party’s written consent, disclose to any third party or use for any purpose other than the performance of its obligation under this Agreement, any information or materials developed by the Receiving Party based on Confidential Information that it has received or to which it has access. In addition, the Receiving Party shall likewise protect the confidentiality of oral statements made to it by the Disclosing Party, provided that the Disclosing Party identifies the statement as confidential or proprietary when made and, no later than seven (7) days thereafter, provides the Receiving Party with a written notice that summarizes the statement and confirms the Disclosing Party’s request for confidential treatment.

• Confidential information shall not include:

• information generally available to, or known to, or which becomes known by, the public through no wrongful act of the Receiving Party.

• information lawfully known by the Receiving Party prior to negotiations leading to this Agreement.

• information lawfully disclosed by a third party to the Receiving Party.

• information independently developed by the Receiving Party without the use of information disclosed by the Disclosing Party.

• information lawfully disclosed to a third party by the Disclosing Party without restriction;

and

• information lawfully required to be disclosed to any governmental agency, or which is otherwise required to be disclosed by law, provided that before making such disclosure the Receiving Party shall give the Disclosing Party an adequate opportunity to object to such disclosure or take action to assure confidential handling of such information.

• information required to be disclosed by the Utah Government Records Access

Management Act, UCA 63-2-101 et. seq.

• Upon the request of the Disclosing Party which may be made at any time, the Receiving Party shall return to the Disclosing Party or, at the option of the Disclosing Party, shall destroy the Confidential Information provided by the Disclosing Party or material developed by it based on the Disclosing Party’s Confidential Information. Upon the request of the Disclosing Party, the Receiving Party shall certify that the destruction of Confidential Information provided for herein has occurred. This paragraph shall not apply to information in County's possession which is necessary for County to receive the services provided pursuant to this agreement or information governed by the Government Records Access Management Act, UCA 63G-7-101 et.seq.

• If the Receiving Party fails to abide by its obligations under this section, the Disclosing

Party shall be entitled to seek immediate injunctive relief, in addition to any other rights and remedies available to it at law and in equity.

• The provisions of this section shall survive the expiration or termination of this Agreement.

PERFORMANCE AND EXCUSABLE DELAY

Neither party shall be liable to the other for any delay or failure to perform under this Agreement if the delay or failure to perform is without fault or negligence of the party claiming excusable delay and is due to causes beyond the control of said party, including, but not limited to: acts of God; war; acts of the government; fires; floods; epidemics; quarantine restrictions; strikes, labor disputes or work stoppages; and freight embargoes.

DELIVERY, RISK OF LOSS

At no additional charge to COUNTY, Vendor shall deliver the ITS hardware to the applicable location established by the parties on or before the scheduled delivery date which shall be mutually agreed to by the parties. Vendor shall bear the risk of loss, and all freight, shipping and handling costs associated with delivery of the hardware to the designated location.

SYSTEM SOFTWARE LICENSE

• Grant. Vendor hereby grants to COUNTY a non-exclusive, nontransferable license to use the system software. Use of the system software is restricted to the system described in Vendor’s proposal and shall be for the operation of the ITS only. COUNTY may not modify, translate, port to any other computer or human language, disassemble, reverse engineer, or decompile the system software or otherwise attempt to discover any portion of the source code, object code or trade secrets related to the system software. This Agreement is not intended to and shall not be construed to convey or otherwise transfer title to, ownership of, or any proprietary rights in the system software to COUNTY.

• Nondisclosure and Copies. COUNTY shall not disclose, furnish, transfer or otherwise make available the system software or any portion thereof or any related documentation to any third party or duplicate any portion of the system software. COUNTY shall, however, have the right to make one archival or backup copy of the system software. COUNTY may also reproduce the accompanied documentation for COUNTY’s own internal use. Any such backup copies of the system software or reproductions of the documentation shall include any copyright or similar proprietary notices contained in the materials being copied or reproduced. The system software and documentation shall be provided only to those employees of COUNTY with a need to know. The provisions of this Section shall survive the expiration or termination of this Agreement.

• Representations. Vendor represents to COUNTY it has the right to grant a license to use the system software specified in this Agreement.

• Proprietary Rights. Nothing in this Agreement shall be construed as warranty or representation that the system software is or will be free from infringement of patents or other intellectual property rights of third parties. Should COUNTY’s use of the system software be enjoined or, in COUNTY’s reasonable judgment, be likely to be enjoined, due to actual or alleged infringement of any patent, trademark, copyright, trade secret or other proprietary right of any third party, provided that Vendor is notified promptly in writing by COUNTY of such injunction or threat thereof, is given complete control of the defense of any claim and COUNTY cooperates with Vendor in the settlement or defense of such claim, Vendor shall at its expense:

• Defend and indemnify COUNTY from and against any actual or alleged infringement of any patent, trademark, copyright, trade secret or other proprietary right of any third party;

and

• procure for COUNTY, under reasonable terms and conditions, the right to continue using the system software; or

• replace or modify the system software so that it becomes non-infringing in a manner which does not adversely affect the specifications for, or the use or operation by COUNTY of the system.

If neither of the foregoing alternatives is possible even after Vendor’s reasonable efforts, Vendor may in the case of the provision of an Vendor owned system, terminate this Agreement, subject to the rights and remedies of County.

Vendor shall have no obligations under this Section if the system software has been modified by COUNTY and the unmodified version would not have been infringing.

TITLE TO EQUIPMENT/ITS

Title and ownership of the ITS shall remain with Vendor. COUNTY will not encumber or dispose of said system and/or equipment, and except for equipment damaged beyond use or repair by inmates or third parties or through no cause or fault of COUNTY, permit the system and/or equipment to be taken from COUNTY’s location or tampered with. COUNTY agrees that the installation of the system does not constitute the system as a fixture. COUNTY shall cooperate with Vendor in the preparation and filing of any documents deemed necessary by Vendor to preserve such title and ownership rights.

EQUIPMENT

• All ITS equipment provided shall be new and completely operational at cutover

• All onsite equipment shall be indestructible type suitable for use in a, tamperproof, with steel encased housings and shockproof keypads. All instruments shall be waterproof and fireproof. All onsite equipment will be mounted firmly to the wall including cabling to support the equipment. Mounting will be done in a secure manner and approved by County’s designee.

• In the event the County requires integration with a 3rd party’s software, the Vendor must pay for said integration with the 3rd party if and when required by the County.

• Provide previous experience in successfully integrating with management systems including details on the process and level of integration. Provide a list of management systems Vendor is capable of integrating with.

• Hardware and software upgrades are the responsibility of Vendor at no cost to Kane County Sheriff’s Office.

• System upgrades should be fully tested and QA’d prior to installation on County’s production servers.

Vendor shall bear the cost of integration with County’s JMS.

SOFTWARE

Upon learning of any defect in the system software at any time during the term of this Agreement, Vendor shall repair or replace, whichever is appropriate, the system software at no charge to

COUNTY.

Vendor shall provide COUNTY with any updates to the system software that are available and shall install or assist in the installation of the updates. Vendor shall also provide COUNTY with reasonable training and other assistance in the operation of the updates proved by Vendor. Vendor’s installation, training and other services proved in connection with the updates shall be provided at no charge to COUNTY.

INSURANCE AND BONDING REQUIREMENTS INSURANCE

The Vendor agrees to carry commercial general liability insurance coverage equal to or greater than $650,000 per person, $2,325,000 per occurrence, and $270,000 for property damage in any one occurrence, or as modified by the risk manager pursuant to state statute (UCA 63G-7-604) during the term of this Agreement. This coverage shall provide insurance to cover the activities of Vendor and Vendor’s agents, employees and subcontractors, and for all equipment and vehicles, public or private, used in the performance of this Agreement. This insurance shall name 'Kane County Sheriff’s Office, 971 East Kaneplex Drive Kanab, Utah 84741’ as a certificate holder.

The Vendor shall maintain the insurance in full force and effect, coverage equal to or greater than the above stated amounts for the duration of this Agreement. The Vendor shall submit a certificate of insurance to Kane County Sheriff’s Office naming Kane County Sheriff’s Office as a certificate holder in the minimum amounts indicated above before beginning work.

The Vendor shall furnish, with the bid submission, a Certificate of Insurance to Kane County Sheriff’s Office evidencing that the Vendor has Workers Compensation Insurance for the Vendor, all subcontractors, and all employees of the Vendor and/or subcontractors and shall maintain the same in effect for the duration of this Agreement.

The Vendor shall furnish, with the bid submission, a Certificate of Insurance to Kane County Sheriff’s Office evidencing that the Vendor has general liability insurance in the above stated amounts.

PROPOSAL CONTENTS PROPOSAL RESPONSE FORMAT

All proposals must include the following in the order listed:

1. Title Page. Include company name, local address, telephone number, fax number, e-mail address, and contact name. This page must be signed by a principal or authorized officer or representative of the company named thereon. The signature on the proposal shall be construed as the Vendor's intent to comply with all the terms, conditions and specifications in the RFP.

2. Table of Contents. Clearly identify location of information by section and page.

3. Executive Summary. The one-page executive summary is to briefly describe the Vendor's proposal. This summary should highlight the major features of the proposal. It must indicate any requirements that cannot be met by the Vendor. The reader should be able to determine the essence of the proposal by reading the executive summary. Any protected information requests should be identified in this section.

4. Detailed Response. This section should constitute the major portion of the proposal and must contain at a minimum the following information:

• A brief history of the company, including but not limited to ownership, date business started, mission statement, etc.

• A complete narrative of the Vendor's assessment of the work to be performed, the Vendor's ability and approach, and the resources necessary to fulfill the requirements. This should demonstrate the Vendor's understanding of the desired overall performance expectations.

Clearly indicate any options or alternatives proposed.

• A listing of any data or information which Vendor will require in order to undertake the project.

• A description of Vendor’s intended relationship with County staff, including the level of assistance anticipated in completing the work of this project.

• A description of any subcontracts and associations with other firms that Vendor proposes to utilize in the performance of this work. Fully describe the intended working relationships and responsibilities of each subcontracted firm and the number of past projects in which Vendor worked with each subcontracted firm.

• A specific point-by-point response to Scope of Work requirements (Section 7).

5. Proposal Response Summary Page. Provide as Attachment B a signed Proposal Response Summary. All costs are to be enumerated on this attachment. In addition to materials, equipment, and direct labor, the stated cost should include any mark-up for fringe benefits, overhead, profit, and other direct expenses such as transportation, housing, and per diem. Identify all equipment/material lead time, and the time after delivery expected for completion of project.

Also provide specific information related to commissions and purchase options for inmate telephone, email/messaging, tablets, law library application, educational applications, music and entertainment, off site mail and automated information system and investigative tools (hereinafter collectively referred to as the “ITS” or “proposed system”) at the Kane County Sheriff’s Office in response to this solicitation solutions on the proposal response summary.

6. Commission Structure Please provide information on the commission structure. Commission structure will be evaluated based on return to Kane County Sheriff’s Office, and economy of rates for end users. Include the following within your response:

• The rate(s) your company will charge and the percentage of commission you will pay Kane County Sheriff’s Office for inmate telephone, video visitation, inmate email service.

(Failure to state proposed commission percentage will result in rejection of proposal.)

• Explain in detail the method used to calculate revenue to the County (e.g., gross revenue, adjusted gross revenue, net revenue).

• For each service state applicable deductions from Gross Revenue before calculating the County's revenue (i.e., uncollectible calls, total calls, access lines charges, clearing house charges, RBOC, LIDB, etc.).

• Method of reporting the calculation of the County's commission payment. What types of reports are available to Kane County Sheriff’s Office to audit commission payments?

Provide report samples.

• Describe the procedure for handling uncollectible revenue. State whether this expense reduces County commission and, if so, specify in what manner. Describe collection procedures. Describe the procedure for billing. Describe your billing process and who handles billing. What deductions are there from revenues, if any?

• Provide Vendor proposed rates for local, intraLATA, interLATA, and interstate calls, inmate telephone, email/messaging, tablets, law library application, educational applications, music and entertainment at the Kane County Sheriff’s Office.

• Cost will be evaluated independently from the technical proposal.

• Describe applicable federal, state and local public regulatory bodies with jurisdiction over the services, their applicable rates, tariffs, rules and regulations and how Vendor will comply with the same.

• Vendor shall notify users of the cost of the service prior to providing the service.

7. Company Qualifications. Include the following documentation of qualifications:

• Copy of any license(s), certification(s), registration(s), etc. required by the local, state, and/or federal authorities having jurisdiction for the Vendor to perform the work of this project.

• Certification from telephone and video manufacturers that the installing contractor is authorized and trained to install their product. If your firm is not certified, provide a statement whether you intend to subcontract or affiliate with a certified firm and indicate the percentage of the work to be given to that firm.

8. Experience of Key Personnel. Include the following documentation of experience:

List 1-3 examples of comparable projects undertaken by the Project Manager your firm is proposing for this project. The Project Manager is defined as the person designated as having day-to-day responsibility to perform the work or to very closely supervise the work of others in the development of this project.

Include resumes of the key…