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Prepworks Agreement for City of Miami Beach ,/o01— 3 2 'cc/ Prepworks Agreement for City of Miami Beach _-&. PREPWORKS Prepworks is pleased to provide the City of Miami Beach, Florida (CMB), a municipal corporation organized and existing under the laws of the State of Florida, having its principal place of business at 1700 Convention Center Drive, Miami Beach, Florida 33139, with a 1-year agreement to serve as a site license for up to 500 students at Miami Beach Senior High School (MBSHS), located at 2231 Prairie Avenue, Miami Beach, Florida 33139, for Prepworks PSAT, SAT, and ACT online adaptive programs. The terms of this agreement will commence upon execution and will end on June 30, 2019. Prepworks overview: With 39 national awards of excellence in education technology, Prepworks is a leader in personalized computer adaptive learning for college and career readiness. Headquartered in Miami, Fla., Prepworks combines assessments, instructional activities, and customized reporting to prepare students for success in middle school and high school, as measured by 21st century standards and high-stakes tests. Prepworks Learning Positioning System®(LPS)technology delivers trillions of prescriptive learning paths, based on each students individual performance, calculating each student's path in real-time. Prepworks proudly serves teachers and students in private, charter, and public schools and districts across 47 states and 68 countries. Students will be enrolled in the following programs: Prepworks LPS-Adaptive SAT, PSAT, and ACT Programs: • Includes thousands of practice questions and video lessons delivered via Prepworks Learning Positioning System®adaptive engine, specific to student performance levels • Includes three full-length practice SAT, PSAT, and ACT tests • Includes on demand Progress Reports and Standards Reports for students, teachers, and administrators • Includes Prepworks Score Guarantee to ensure SAT and ACT success The complete program includes the following: • Spring 2018 in-person PD and Training for Teachers: Teachers and administrators will receive training regarding use, implementation, and reporting for Prepworks online adaptive programs. Dates and times to be mutually agreed upon and are based on availability. o Fall 2018 in-person PD for AY 2018-2019 included at no additional charge. • Progress & Standards Reports: Prepworks reports are real-time and customizable. Teachers and students can easily see time-spent, activities completed, and performance relative testing standards, as well as detailed date and time stamps. o Summary Usage & Performance reports to be delivered once monthly to MBSHS and CMB. o Prepworks shall provide anonymous in-course survey data to CMB. Any information protected by the Family Educational rights and Privacy Act (FERPA), 20 U.S.C. s. 1232g will be redacted from any reports provided to CMB. • Enrollment: Students will be enrolled within three business days of receipt of enrollment form. See attachment for further information on enrollment process. o Students will be enrolled on a first-come, first-serve basis as per the enrollment form provided to Prepworks by MBSHS. o Students beyond the initial enrollment period will be enrolled on a rolling basis once monthly. • Prepworks will run a once monthly report on active users to determine number of licenses available to assign. An 'active' user is defined as a student who logs in to their Prepworks account and completes a minimum of 1 activity. • MBSHS to provide enrollment form each month. For the 2017-2018 school year, MBSHS shall enroll grade 11 students and interested grade 12 students. For the 2018-2019 school year, MBSHS shall enroll grade 11 and grade 12 students. • Prepworks will enroll students(with enrollment form provided by MBSHS)until 500 licenses are assigned and active. ©2018 PREFWORKS: Confidential &Proprietary 1 Prepworks Agreement for City of Miami Beach • U.S.- Based Virtual Support: Students will access to support 24/7 via PREPWORKS Support Button located in each program, as well as email to support((7prepworks.com. Indemnification: Each party agrees to be fully responsible for its acts of negligence, or its employees' acts of negligence when acting within the scope of their employment and agrees to be liable for any damages resulting from said negligence. Notwithstanding the foregoing, CMB's indemnification is subject to applicable laws, including, but not limited to, Section 768.28, Florida Statutes, and the limitations, restrictions, and defenses therein. Nothing contained herein shall constitute a waiver of sovereign immunity by CMB. This section shall survive the termination of all performance or obligations under this agreement and shall be fully binding until such time as any proceeding brought on account of this agreement is barred by any applicable statute of limitations. Termination for Convenience: This agreement may he canceled, with or without cause, by CMB during the term hereof upon thirty(30) days written notice to Prepworks. Default: The parties agree that, in the event that either party is in default of its obligations under this agreement, the non-defaulting party shall provide to the defaulting party (30) days written notice to cure the default. However, in the event said default cannot be cured within said thirty (30) day period and the defaulting party is diligently attempting in good faith to cure same, the time period shall be reasonably extended to allow the defaulting party additional cure time. Upon the occurrence of a default that is not cured during the applicable cure period, this agreement may be terminated by the non-defaulting party upon thirty (30) days' notice. This remedy is not intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy now or hereafter existing at law or in equity or by statute or otherwise. No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or future exercise thereof. Nothing in this section shall be construed to preclude a Termination for Convenience, pursuant to the foregoing paragraph. Public Records: Pursuant to Section 119.0701, Florida Statutes, any party contracting with CMB is required to (a) keep and maintain available for public inspection any records that pertain to services rendered under this agreement; (b) provide the public such records and at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; (c) ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and (d) meet all requirements for retaining public records and transfer, at no cost, to CMB and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All of such party's records stored electronically must be provided to CMB in a format that is compatible with CMB's information technology systems. Each party shall maintain its own respective records and documents associated with this agreement in accordance with the records retention requirements applicable to public records. Each party shall be responsible for compliance with any public documents request served upon it pursuant to Section 119.07, Florida Statutes, and any resultant award of attorney's fees for non-compliance with that law. Each party acknowledges that this agreement and all attachments thereto are public records and do not constitute trade secrets. Student Records: Notwithstanding any provision to the contrary within this agreement, Prepworks shall fully comply with the requirements of Section 1002.22, Florida Statutes, or any other state or federal law or regulation regarding the confidentiality of student information and records. Each such party agrees, for itself, its officers, employees, agents, representatives, contractors or subcontractors, to fully indemnify and hold harmless CMB and its officers and employees for any violation of this section, including, without limitation, defending CMB and its officers and employees against any complaint, administrative or judicial proceeding, ©2018 PREPWORKS: Confidential& Proprietary 2 Prepworks Agreement for City of Miami Beach payment of any penalty imposed upon CMB, or payment of any and all costs, damages,judgments or losses incurred by or imposed upon CMB arising out of a breach of this covenant by the party, or an officer, employee, agent, representative, contractor, or sub-contractor of the party to the extent that the party or an officer, employee, agent, representative, contractor, or sub-contractor of the party shall either intentionally or negligently violate the provisions of this section or of Section 1002.22, Florida Statutes. This section shall survive the termination of all performance or obligations under this agreement and shall be fully binding until such time as any proceeding brought on account of this agreement is barred by any applicable statute of limitations. Compliance with Laws: Each party shall comply with all applicable federal and state laws, codes, rules and regulations in performing its duties, responsibilities and obligations pursuant to this agreement. Background Screening: The parties agree that each of its employees, or representatives who has direct contact with students, must comply with the requirements of Jessica Lunsford Act, 1012.465 F.S.. Scope: • Prepworks will provide PSAT, SAT, ACT programs to students at MBSHS. • Program fees ($12,500.00)will be paid to Prepworks by CMB. • Prepworks shall provide Progress Reports and Standards Reports for students, teachers, and administrators. Prepworks guarantees that no FERPA-protected information will be provided to CMB. • Prepworks will send letter to MBSHS principal with information on available program and student licenses upon execution of agreement Total Fees: • Site License fees for SAT, PSAT, and ACT through June 30, 2019: o $12,500.00 due in net 30 days FOR PREPWORKS: PREPWORKS: /�y , s'/ By: Signature Printed Name: )1i/7/At ccSe A Title: s--SZJ2/CYftiliCaga14- Date: (P/ ©2018 PREPWORKS: Confidential & Proprietary 3 Prepworks Agreement for City of Miami Beach FOR CITY OF MIAMI BEACH. FLORIDA: (Corporate Seal) THE CITY OF MIAMI BEACH: I / By: Jimmy ). Morale , thy Manager Date: 6 (I I I ATTEST. By: 7j( Rafael E. Granado, City Clerk Date: 7Urrt ►21 tat? g& EL-kJ * . r CHIJ: Yk � . ie. b. APPROVED AS TO FORM & LANGUAGE & FOR XECUTION ((Y city Att y N+ �! ©2018 PREPWORKS: Confidential &Proprietary f; L 4