1

UNITED STATES DISTRICT COURT

EASTERN DISTRICT OF TEXAS

SHERMAN DIVISION

SHI INTERNATIONAL CORP., §

§

Plaintiff, § Cause No. 4:23-CV-200-SDJ

§

v. §

§

SECURUS TECHNOLOGIES, LLC, § JURY TRIAL DEMANDED

§

Defendant. §

PLAINTIFF’S FIRST AMENDED COMPLAINT

Plaintiff SHI International Corporation (“SHI”) files this First Amended Complaint against 

Defendant Securus Technologies, LLC (“Securus”).

I. INTRODUCTION

1. SHI provided materials and services to assist Securus in numerous projects 

installing telecommunications media in various correctional facilities nationwide. Some of the 

agreements between Securus and SHI pertain to implementing a program for the Texas Department 

of Criminal Justice (“TDCJ”) under which Securus and TDCJ will issue eligible inmates tablets 

with access to news, books, educational courses, and other media (“TDCJ Project”). The remaining 

agreements between SHI and Securus pertain to various other projects across the country as well 

as equipment and materials purchased from SHI by Securus on an ad hoc basis.

2. Securus abruptly terminated all its contracts with SHI pertaining to the TDCJ 

Project on February 6, 2023. On February 15, 2023, Securus declared that it would not pay SHI 

money owed under any outstanding invoice. Securus’s refusal to pay SHI is a breach of the various 

agreements between the parties, and Securus is currently in default under the invoices in the 

amount of approximately $26,000,000.00. 

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II. PARTIES

3. SHI is a domestic corporation incorporated in New Jersey and has its principal place 

of business in Somerset, New Jersey. It is a technology company that helps its clients select, 

deploy, and manage IT solutions, including network and data storage equipment, 

telecommunications, hardware, software, cloud-based applications and services, and cybersecurity services.

4. Securus is a domestic limited liability company. Securus’s sole member is Aventiv 

Technologies, LLC (“Aventiv”). Aventiv is a domestic limited liability company whose sole 

member is SCRS Acquisition Corp. (“SCRS”). SCRS is a domestic corporation incorporated in 

Delaware and has its principal place of business in California. So, for purposes of diversity 

jurisdiction, Securus is a citizen of Delaware and California. Securus provides telephone, 

messaging, and video conferencing services to its clients, including but not limited to TDCJ. 

Securus can be served with process by service on its registered agent, CT Corporation System, 

1999 Bryan St., Suite 900, Dallas, Texas 75201.

III. JURISDICTION AND VENUE

5. This Court has subject-matter jurisdiction over this suit under 28 U.S.C. § 1332(a) 

because it involves parties who are citizens of different states and an amount in controversy in 

excess of $75,000. 

6. Venue is proper in this district and division pursuant to 28 U.S.C. § 1391(b)(1). 

Securus’s principal place of business is located at 4000 International Parkway, Carrollton, Denton 

County, Texas 75007. 

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IV. FACTUAL ALLEGATIONS

A. The TDCJ Project

7. In January 2021, Securus entered a contract with TDCJ (the “TDCJ Contract”) 

under which Securus would install, operate, and maintain “a tablet solution” for inmates. The 

tablets would provide services such as “music, books, movies, and education resources for eligible 

inmates.”

8. In 2021 and 2022, Securus engaged SHI by executing a series of thirteen Statements 

of Work (“SOW”) to support Securus on the TDCJ Project (“TDCJ SOWs”) by providing and 

installing cabling, access points, fiber optics, electrical outlets, network racks, and network 

equipment, and completing trenching and electrical work. Securus further engaged SHI by 

executing an SOW under which SHI would provide Securus Conex Storage Pods within Texas to 

aid in the TDCJ Project. For purposes of this Complaint, the Conex SOW is included as part of the 

TDCJ SOWs. Each SOW provides project details for discrete projects that comprise the TDCJ 

Project. Under each SOW, estimates to complete the work were provided. These estimates were 

based on limited information provided by Securus prior to beginning the project, such as a brief 

walkthrough, total square footage of the facility, and estimated number of wireless access points. 

The SOWs expressly stated that the “not to exceed” cost estimates stated in them were not 

guaranteed, and that the estimate could be amended via the Change Control Process explained in 

the SOW.

9. Each SOW includes a Change Control Process, which “govern[s] changes to the 

scope of the Project during the life of the Project.” The Change Control Process requires “a written 

‘Change Request’” to communicate “any desired change to the project,” “describ[ing] the 

proposed change; the reason for the change and the effect the change may have on the Project.” 

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Each party must sign the approval portion of a Change Request to effect a change to the SOW. 

The Change Request under the Change Control Process is the vehicle to implement any change to 

the Project’s “scope, schedule or price.”

10. During the life of the SOWs comprising the TDCJ Project, each underwent the 

Change Control Process affecting their scope and estimate between three to five times. For 

example, the SOW for TDCJ Region 5 Cabling was subject to five Change Requests. In the most 

recent of these Change Requests, executed October 26, 2022, SHI and Securus approved expansion 

of labor and scope to include overtime and work outside the standard maintenance window, agreed 

to modify the budget of the existing SOW to “bill as actuals,” and allowed the project billing to 

exceed the “not to exceed” amount noted in Section 11 of the SOW. This particular Change 

Request, like at least five others within TDCJ Project effected that same month, was approved on 

behalf of Securus by David Brennan. Each Change Request approved by Brennan modified the 

budget of the respective SOWs to “bill as actuals” and allowed the project to exceed the “not to 

exceed” amount. In August 2022, Brennan was designated by Securus as the proper person to 

approve Change Requests on behalf of Securus. 

B. Other Work for and Materials Provided to Securus

11. Also in 2021 and 2022, SHI and Securus entered 19 other SOWs to provide work 

and materials for other projects throughout the United States. Additionally, Securus often 

purchased materials and equipment from SHI outside the SOWs. When Securus required materials 

and equipment, SHI provided Securus a quote for the items needed. SHI’s quotes expressly provide 

that any items sold thereunder are sold “in accordance with the SHI Online Customer Resale Terms 

and Conditions.” To accept SHI’s quote, Securus submitted a purchase order (“PO”) for the 

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materials and equipment contemplated by the quote. During the parties’ relationship, Securus 

submitted a number of POs to SHI agreeing to buy materials and equipment for a certain price.

C. Securus’s Breach

12. In September 2022, SHI communicated to Securus that it would not enter any new 

SOWs with Securus and, following completion of any outstanding SOWs, the parties’ relationship 

would terminate. However, SHI agreed to finish and continued working on all outstanding 

contracted work.

13. On February 6, 2023, Securus terminated the TDCJ SOWs effective immediately 

and directed SHI to cease all work in connection with the TDCJ Project. SHI did so. When Securus 

terminated the TDCJ SOWs, however, there were no open projects outside the TDCJ Project, and 

the last few elements of the TDCJ Project were approximately two months from completion.

14. During the life of the SOWs between SHI and Securus and thereafter, SHI invoiced 

Securus for work completed under the SOWs and for materials and equipment provided under the 

POs. Under the SOWs, all invoices were required to be paid within a stated period, most frequently, 

30 days. SHI’s Online Customer Resale Terms and Conditions—the terms underlying the POs—

provide that invoices are to be paid within 30 days. 

15. As of March 8, 2023, Securus owes SHI approximately $25,809,837.25 under 

outstanding invoices. Securus, however, refuses to pay any outstanding invoices issued by SHI.

16. Any conditions precedent to bringing suit have been performed or have occurred. 

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V. CAUSES OF ACTION

Count 1 – Breach of Contract – TDCJ SOWs and Change Requests

17. SHI incorporates the foregoing paragraphs by reference as if fully alleged herein.

18. Securus and SHI entered a series of written contracts—SOWs and Change 

Requests—comprising the TDCJ Project. The contracts were executed by persons with authority 

to bind each party as follows:

Duncan Unit Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on December 

15, 2021

Ryan Huffine on December 

22, 2021

Change Request Jerimy Thompson on March 

10, 2022

Gabriela Angel on March 11, 

2022

Ector County Site Survey

Securus Executed SHI Executed

SOW Jared Pereira on May 13, 

2021

Ryan Huffine on May 17, 

2021

Kegan Unit Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on October 18, 

2021

Change Request Jerimy Thompson on January 

13, 2022

Alejandra Angel on January 

13, 2022

Lewis Unit Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on December 

15, 2021

Ryan Huffine on December 

22, 2021

Change Request Greg Saxon on August 22, 

2022

Lisa Gauger on August 22, 

2022

On-site Survey and Installation SOW for TDCJ

Securus Executed SHI Executed

SOW Greg Saxon on April 1, 2022 Jessica Cole on April 5, 2022

On-site Survey and Installation SOW for TDCJ Region 3

Securus Executed SHI Executed

SOW Greg Saxon on April 8, 2022 Jessica Cole on April 14, 

2022

Polunsky Unit Cabling

Securus Executed SHI Executed

SOW Michael Pareti on December 

15, 2021

Ryan Huffine on December 

22, 2021

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Change Request 1 Greg Saxon on August 2, 

2022

Lisa Gauger on August 16, 

2022

Change Request 2 Jerimy Thompson on March 

10, 2022

Gabriela Angel on March 10, 

2022

Change Request 3 Greg Saxon on November 9, 

2022

Lisa Gauger on November 

22, 2022

Change Request 4 David Brennan on October 

26, 2022

Lisa Gauger on October 26, 

2022

Region 2 Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on December 

30, 2021

Ryan Huffine on January 4, 

2022

Change Request 1 Approved by Ryan Edwards 

on August 15, 2022

Approved by Lisa Gauger on 

August 15, 2022

Change Request 2 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 3 Greg Saxon on August 2, 2022 Lisa Gauger on August 16, 

2022

Change Request 4 David Brennan on October 26, 

2022

Lisa Gauger on October 26, 

2022

Region 3 Cabling

Securus Executed SHI Executed

SOW Greg Saxon on April 26, 2022 Jessica Cole on May 11, 2022

Change Request 1 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 2 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 3 Greg Saxon on August 2, 2022 Lisa Gauger on August 16, 

2022

Change Request 4 Greg Saxon on November 9, 

2022

Lisa Gauger November 22, 

2022

Change Request 5 David Brennan on October 26, 

2022

Lisa Gauger on October 26, 

2022

Region 4 Cabling

Securus Executed SHI Executed

SOW Greg Saxon on April 1, 2022 Jessica Cole on May 11, 2022

Change Request 1 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 2 Greg Saxon on November 9, 

2022

Lisa Gauger on November 22, 

2022

Change Request 3 David Brennan on October 26, 

2022

Lisa Gauger on October 26, 

2022

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Region 5 Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on February 

15, 2022

Jessica Cole on February 17, 

2022

Change Request 1 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 2 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 3 Greg Saxon on August 2, 2022 Lisa Gauger on August 16, 

2022

Change Request 4 Greg Saxon on November 9, 

2022

Lisa Gauger on November 22, 

2022

Change Request 5 David Brennan on October 26, 

2022

Lisa Gauger on October 26, 

2022

Region 6 Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on March 24, 

2022

Jessica Cole on April 1, 2022

Change Request 1 Greg Saxon on August 12, 

2022

Lisa Gauger on August 22, 

2022

Change Request 2 Greg Saxon on November 9, 

2022

Lisa Gauger on November 22, 

2022

Change Request 3 David Brennan on October 26, 

2022

Lisa Gauger on October 26, 

2022

TDCJ Site Surveys

Securus Executed SHI Executed

SOW Matthew Pareti on August 31, 

2021

Ryan Huffine on September 1, 

2021

Conex Box Delivery and Storage

Securus Executed SHI Executed

SOW Greg Saxon on May 27, 2022 Jessica Cole on June 8, 2022

Change Request Greg Saxon on August 3, 

2022

Lisa Gauger on August 16, 

2022

19. Each party’s signature to an SOW represents the party’s agreement to its terms, 

including that invoices must be paid. Moreover, Securus’s signature authorized SHI to begin the 

work described in the respective SOW. Each party’s signature to a Change Request effects the 

change contemplated by the request.

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20. This collection of agreements provided that SHI would provide Securus specified 

technological support services for the TDCJ Project, and that Securus would pay SHI for the 

materials and services rendered.

21. SHI fully performed under the agreements by providing the cable, conduit, access 

points, outlets, network racks, and other materials, and installation thereof with respect to the 

TDCJ Project until the date Securus terminated the TDCJ SOWs.

22. Securus breached the SOWs and Change Requests by refusing to pay the 

outstanding balance owed SHI under the invoices as provided under the SOWs.

23. SHI has suffered damages in the amount of the unpaid invoices. SHI is further 

entitled to attorneys’ fees under Texas Civil Practice and Remedies Code § 38.001.

Count 2 – Breach of Contract – Other SOWs and Change Requests

24. SHI incorporates the foregoing paragraphs by reference as if fully alleged herein.

25. Securus and SHI entered a series of written contracts—SOWs and Change 

Requests—apart from the TDCJ Project. The contracts were executed by persons with authority 

to bind each party as follows:

ADC Site Surveys

Securus Executed SHI Executed

SOW Matthew Pareti on October 5, 

2021

Ryan Huffine on October 7, 

2021

Bell Forestry Camp Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on October 18, 

2021

Change Request Kevin Brown on January 21, 

2022

Alejandra Angel on January 

21, 2022

Blackburn Correctional Complex

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on October 18, 

2021

Change Request Kevin Brown on January 21, 

2022

Alejandra Angel on January 

21, 2022

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Carson City Site Survey

Securus Executed SHI Executed

SOW Johnny Hagins on May 8, 

2022

Jessica Cole on May 11, 2022

FDC Region 2 Cabling

Securus Executed SHI Executed

SOW Greg Saxon on April 13, 

2022

Jessica Cole on April 27, 

2022

FDC Site Surveys

Securus Executed SHI Executed

SOW Matthew Pareti on January 

28, 2022

Jessica Cole on January 31, 

2022

GDC Site Surveys

Securus Executed SHI Executed

SOW Matthew Pareti on March 4, 

2022

Jessica Cole on March 8, 2022

Green River Commercial Complex Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on November 1, 

2021

Change Request Kevin Brown on January 21, 

2022

Alejandra Angel on January 

21, 2022

Little Sandy Site Survey

Securus Executed SHI Executed

SOW Johnny Hagins on May 8, 

2022

Jessica Cole on May 11, 2022

NSX-V to NSX-T Migration (Pre-Production)

Securus Executed SHI Executed

SOW Melanie Sankaran on 

December 20, 2022

Jessica Cole on December 21, 

2022

NSX-V to NSX-T Migration (Production)

Securus Executed SHI Executed

SOW Melanie Sankaran on 

December 20, 2022

Jessica Cole on December 21, 

2022

Ross Cash Women’s Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on November 1, 

2021

Sacramento County Youth Detention Center Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on March 24, 

2022

Jessica Cole on March 28, 

2022

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Sacramento County Youth Detention Center Offender Phone Replacements

Securus Executed SHI Executed

SOW Matthew Pareti on March 24, 

2022

Jessica Cole on March 28, 

2022

Sacramento Main Jail Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on March 24, 

2022

Jessica Cole on March 28, 

2022

Sacramento Main Jail Offender & VPM Phone

Securus Executed SHI Executed

SOW Matthew Pareti on March 24, 

2022

Jessica Cole on March 28, 

2022

Sacramento Site Surveys

Securus Executed SHI Executed

SOW Matthew Pareti on September 

14, 2021

Ryan Huffine on September 

15, 2021

Western KY Correctional Cabling

Securus Executed SHI Executed

SOW Matthew Pareti on October 

14, 2021

Ryan Huffine on November 1, 

2021

Change Request Kevin Brown on January 21, 

2022

Alejandra Angel on January 1, 

2022

Wireless Network Assessment Statement of Work for Georgia Department of Corrections

Securus Executed SHI Executed

SOW Greg Richey on March 29, 

2022

Jessica Cole on April 1, 2022

26. Each party’s signature to an SOW represents the party’s agreement to its terms, 

including that invoices must be paid. Moreover, Securus’s signature authorized SHI to begin the 

work described in the respective SOW. Each party’s signature to a Change Request effects the 

change contemplated by the request.

27. This collection of agreements provided that SHI would provide Securus specified 

technological support services for the projects covered by the SOWs, and that Securus would pay 

SHI for the materials and services rendered.

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28. SHI fully performed under the agreements by providing the cable, conduit, access 

points, outlets, network racks, and other materials, and installation thereof with respect to the these 

projects.

29. Securus breached the SOWs and Change Requests by refusing to pay the 

outstanding balance owed SHI under the invoices as provided under the SOWs.

30. SHI has suffered damages in the amount of the unpaid invoices. SHI is further 

entitled to attorneys’ fees under Texas Civil Practice and Remedies Code § 38.001.

Count 3 – Breach of Contract – Quotes and POs 

31. SHI incorporates the foregoing paragraphs by reference as if fully alleged herein.

32. Securus and SHI entered a series of written contracts—quotes and POs. 

33. Securus’s submission of the various POs to SHI represents its agreement to the 

terms of the quotes offered by SHI and the terms of the POs themselves, including that the items 

purchased are purchased in accordance with SHI’s Online Resale Customer Terms and Conditions. 

34. This collection of agreements provided that SHI would provide Securus materials 

and equipment and Securus would pay for those items. 

35. SHI fully performed under the agreements by providing the various materials and 

equipment contemplated by the POs.

36. SHI has issued invoices to Securus for items sold under the POs.

37. Securus breached the POs by refusing to pay the outstanding balanced owed SHI 

under the invoices issued.

38. SHI has suffered damages in the amount of the unpaid invoices. SHI is further 

entitled to attorneys’ fees under Texas Civil Practice and Remedies Code § 38.001.

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VI. JURY TRIAL

39. SHI demands a trial by jury on its breach of contract claims.

VII. PRAYER

40. SHI respectfully requests judgment against Securus for the following:

a. $25,809,837.25 for damages resulting from Securus’s breaches;

b. Pre-judgment and post-judgment interest;

c. Attorneys’ fees;

d. Costs of suit; and

e. All other relief the Court deems appropriate.

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Dated: March 20, 2023 Respectfully submitted,

MUNSCH HARDT KOPF & HARR, P.C.

By: /s/ Jamil N. Alibhai

Jamil N. Alibhai

State Bar No. 00793248

jalibhai@munsch.com

Jordan R. Curry

State Bar No. 24116242

jcurry@munsch.com

Isabelle Hutchinson

State Bar No. 24116551

ihutchinson@munsch.com

500 N. Akard St.

Suite 3800

Dallas, TX 75201

Telephone: (214) 855-7500

Facsimile: (214) 855-7584

John Cornwell

State Bar No. 24050450

jcornwell@munsch.com

700 Milam Street

Suite 800

Houston, TX 77002

Telephone: (713) 222-1470

Facsimile: (713) 222-1475

ATTORNEYS FOR PLAINTIFF

4887-0185-4295v.1

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