Copyright Security Agreement (2005)Full Document 

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                                                               EXECUTION VERSION

                          COPYRIGHT SECURITY AGREEMENT

     This COPYRIGHT SECURITY AGREEMENT (this "Copyright Security Agreement") is
made this 9th day of September, 2004, among the Grantors listed on the signature
pages hereof (the "Grantors"), and The Bank of New York Trust Company, N.A., in
its capacity as Trustee under the Indenture (as defined below) (the "Trustee").

                                   WITNESSETH:

     WHEREAS, pursuant to  that certain Indenture dated as of September 9,
2004 (as amended, restated, supplemented or otherwise modified from time to
time, the "Indenture") among Securus Technologies, Inc., a Delaware corporation,
as issuer (the "Company"), the subsidiaries of the Company party thereto as
guarantors (the "Guarantors") and the Trustee, and (b) the Purchase Agreement
dated as of August 18, 2004 (the "Purchase Agreement"), among the Company, the
Guarantors, Credit Suisse First Boston LLC and Morgan Stanley & Co. Incorporated
(the "Initial Purchasers"), the Company is issuing $154,000,000 aggregate
principal amount of its Second-Priority Senior Secured Notes Due 2011 (the
"Notes") which will be guaranteed on a senior secured basis by the Guarantors;

     WHEREAS, in order to induce the Initial Purchasers to enter into the
Purchase Agreement and to induce the Initial Purchasers to purchase the Notes,
the Grantors have agreed to grant a continuing Lien on the Collateral in order
to secure the prompt and complete payment, observance and performance of the
Secured Obligations, by the granting of the security interest contemplated by
the Security Agreement (as defined below);

     WHEREAS, the Trustee is willing to enter into the Indenture, but only upon
the condition, among others, that the Grantor shall have executed and delivered
to the Trustee, for the benefit of the Noteholders, that certain Security
Agreement dated as of September 9, 2004 (including all annexes, exhibits or
schedules thereto, as from time to time amended, restated, supplemented or
otherwise modified, the "Security Agreement"); and

     WHEREAS, pursuant to the Security Agreement, the Grantor is required to
execute and deliver to the Trustee, for the benefit of the Noteholders, this
Copyright Security Agreement.

     NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Grantor hereby agrees as
follows:

     1. DEFINED TERMS. All capitalized terms used but not otherwise defined
herein have the meanings given to them in the Security Agreement.

     2. GRANT OF SECURITY INTEREST IN COPYRIGHT COLLATERAL. The Grantor hereby
grants to the Trustee, for the benefit of the Noteholders, a continuing security
interest in all of the Grantor's right, title and interest in, to and under the
following, whether presently existing or hereafter created or acquired
(collectively, the "Copyright Collateral"):

          (a) all of such Grantor's Copyrights and Copyright Intellectual
Property Licenses to which it is a party including those referred to on Schedule
I hereto;

          (b) all renewals or extensions of the foregoing; and

          (c) all products and proceeds of the foregoing, including, without
limitation, any claim by the Grantor against third parties for past, present or
future infringement of any Copyright or any Copyright licensed under any
Intellectual Property License.

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