STATE of MICHIGAN CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W

STATE OF MICHIGAN CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W. ALLEGAN ST., LANSING, MICHIGAN 48913 P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE Change Notice Number 5 to Contract Number 180000000708 Program Program UNIVERSITY OF WISCONSIN Manager Carol Skillings MDE

CONTRACTOR 517-241-7058 1025 W. Johnson St. STATE [email protected] Madison, WI 53706 Administrator

Contract Jillian Yeates DTMB Rosie Bell (517) 275-1131 608-890-2550 [email protected] [email protected] CV0049942

CONTRACT SUMMARY ENGLISH LANGUAGE PROFICIENCY TEST ADMINISTRATION, INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE BEFORE May 21, 2018 June 30, 2021 5 - 1 Year June 30, 2024 PAYMENT TERMS DELIVERY TIMEFRAME NET 45 N/A ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING ☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No MINIMUM DELIVERY REQUIREMENTS N/A DESCRIPTION OF CHANGE NOTICE OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE ☐ ☐ N/A CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE $19,765,300.00 $210,000.00 $19,975,300.00 DESCRIPTION Effective September 28, 2021, the following changes are hereby incorporated into this Contract:

1. The WIDA Early Years Scope of Work from Change Notices 1 and 3 is hereby updated with the attached updated WIDA Early Years Scope of Work for 2021-2022 annual membership.

2. This Contract is increased by $210,000 for MDE's WIDA Early Years Program membership.

All other terms, conditions, specifications and pricing remain the same. Per Contractor and Agency Agreement, and DTMB Central Procurement Services approval. Contract 180000000708 - Change Notice 5 Schedule A - Statement and Performance of Work Amendment Michigan: WIDA Early Years Scope of Work Offering/Product Description* Details Price Timeline*** Early Years Membership Annual Membership Includes: $50,000 Annual Annual membership provides statewide State Systems Integration Support Membership: One access to benefits, resources and 1-day on-site or 16 hours of remote targeted technical assistance from an Early Years State year extension of customer service, as well as opportunities Relations Specialist to support the state’s strategic planning, outreach, implementation, existing membership to network virtually and in-person with and/or integration of WIDA Early Years resources within STATE systems. State Systems state leaders from Early Years Member Integration Support shall be requested by STATE. WIDA and STATE will come to a mutual Making States around policy and practice for agreement around scope, timelines, and feasibility of requests. State Systems Integration Connections: TBD supporting multilingual children. Support hours included in the annual membership may not be used for professional learning offerings. Examples of State Systems Integration Support may include, but is not limited to: Virtual • Participation in four state 60-minute committees or workgroups as subject matter Networking expert and/or advocate for multilingual children and families Meetings: TBD • Delivery of three one-hour webinars for state agency leaders and staff In-Person • One day on-site to participate in a stakeholder meeting or state-specific event Networking Hosting requirements if state selects on-site presentation or event: Meeting: TBD • Ensure a minimum of 10 participants • Secure facility and pay site rental fees (if applicable) • Provide meals (if applicable) • Provide AV equipment (projector), chart paper, sticky notes, markers

Making Connections Replace the existing Michigan Connection Document with the new Making Connections document. Price includes: • Publication of Making Connections for Michigan • Hosting of Making Connections PDF on WIDA website • Delivery of Making Connections PDF to state agency State must provide WIDA: • State-specific information requested to be included in the publication • Funding and/or state attribution requirements to appear in the publication

Membership Networking Meetings (Virtual and In-Person**) Three one-hour virtual meetings will be held and open to all Early Years Member states. In addition, membership includes attendance (airfare, lodging, and registration) for one state representative to the annual WIDA Early Years in-person meeting.

Last Updated: August 10, 2021 Page 1 Offering/Product Description* Details Price Timeline*** Early Years Membership, continued Monthly State Membership Calls Monthly State Opportunity for WIDA Early Years staff and state leadership team to discuss contractual Calls: Ongoing deliverables and address any questions or concerns. Calls are 30-60 minutes. through the term of Early Years Membership WIDA Early Years eLearning

Statewide access to self-paced professional learning offerings for early childhood WIDA Early Years professionals. eLearning: Delivery Format: Online access through a learning management system Ongoing through Target Audience: Teachers, practitioners, coaches, and leaders in early care and education the term of Early program; early childhood faculty and pre-service teachers Years Max Audience Size: Unlimited number of users from your organization/state Membership Recommended Prerequisite(s): None Price includes: Customer Service and Support: • Access to WIDA Early Years eLearning system Ongoing • Unlimited number of users from your state/organization • WIDA certificate of completion issued per eLearning offering WIDA Online • Quarterly report for STATE on number of users in Moodle platform; reporting will be Store Discount: self-service on demand in Canvas platform Ongoing through • Basic technology support including user registration, site access, and guides for the term of Early navigation Years Membership • WIDA Early Years outreach flyers for STATE to use for marketing purposes State must: • Disseminate/market information about WIDA Early Years eLearning to their early care and education field

Statewide access to customer service and support on Early Years tools and resources Customer service on Early Years products and services available through the WIDA Client Services Center and [email protected].

Discount for educators on Early Years products available at the WIDA Online Store Discount valid only on purchases of Early Years products on the WIDA Online Store. Available statewide for duration of Early Years membership.

Last Updated: August 10, 2021 Page 2 Offering/Product Description* Details Price Timeline*** Promising Practices Implementation Kit The Promising Practices Implementation Kit includes PDFs of the following: $6,000 Ongoing through The Promising Practices Implementation • Companion Guide the term of Early Kit, a resource for early care and • Promising Practices Years Membership education (ECE) professionals who serve • Promising Practices Implementation Checklist and Scoring tool young multilingual children and families, • Promising Practices Practitioner Needs Assessment and Scoring Tool offers: • Promising Practices Family Needs Assessment and Scoring Tool (available in Arabic, • Guidelines for supporting English, Spanish, Chinese) multilingual children and Price Includes: families • Delivery of electronic statewide access for one year (duration of state membership). • Practical suggestions and voices Kit components will be posted on the home page of the Promising Practices module from the field as downloadable PDFs. • Opportunities for self-reflection • One recorded webinar that provides viewers an overview of the Kit and its • Individual pathways for self- components. The link to the webinar will be posted on the home page of the study Promising Practices module. • Support for data-informed decision-making

Professional Learning Cohort Consult Price includes: $30,000 TBD Technical assistance from a WIDA Early • Technical assistance (TA) for a four-month period consisting of reviewing training Years Professional Learning Specialist materials developed, offering feedback, serving as a thought partner to ideate on Must be completed within who will offer support to a select group the design of state-specific offerings, and answering questions on WIDA Early Years a four-month of participants who completed the state’s resources period Professional Learning Cohort and are • Up to 30 Professional Learning Cohort participants can participate in this developing state-specific trainings. opportunity; participants will be divided into groups of 5 (max of 6 groups) in order to develop state-specific trainings • Four 90-minute planning calls (one per month) hosted by WIDA for the whole group; calls will be scheduled for four consecutive months using a UW-approved platform (e.g., Zoom) • During months 2-4, each participant group receives 4 hours of TA on their group’s state-specific training (total of 72 hours of TA) • State and WIDA Early Years will mutually agree on the timeline for the webinar sessions Hosting requirements: • Identify and recruit 30 Professional Learning Cohort participants • Provide recommendations for small groups • Submit roster of participants to WIDA Early Years at least 5-6 weeks before first event • Establish and communicate guidance or clear expectations for the development and delivery of state-specific trainings

Last Updated: August 10, 2021 Page 3 Offering/Product Description* Details Price Timeline*** Professional Learning Webinar Length: 60- or 90-minute webinar $3,000 TBD but no One webinar on a topic related to WIDA Delivery Format: Live webinar (hosted by WIDA and recorded); recording will be available on sooner than Early Years publications and resources WIDA’s platform and the URL to the recording will be shared with STATE or the state can October 1, 2021 (e.g., the new Connection document, choose to include the recording in the state’s WIDA Early Years eLearning portal in Canvas. Promising Practices, language-focused Target Audience: ECE professionals family engagement). Max Audience Size: 300 Price includes: • Webinar registration link and delivery via Zoom or other UW-approved platform • Digital webinar handouts • Link to recorded webinar Hosting requirements: • Ensure a minimum of 30 participants • State agency representative must join each webinar and be available to answer state-specific questions that may come up • Assist in disseminating webinar and registration information Promising Practices Implementation Kit The WIDA Early Years Promising Practices Implementation Kit is a “WIDA Works”. The $77,000 September 2022 Translations Michigan Department of Education (MDE) will be acknowledged in the publication as a Support the translation of all Kit contributor to the translations available. The Promising Practices Implementation Kit, components into Spanish, Arabic, and including translations, will continue to be made available as an add-on to WIDA Early Years Chinese. member states’ annual membership package.

Price Includes: • Translation of the following Promising Practices Implementation Kit components into Spanish, Arabic and Simplified Chinese: o Companion Guide o Promising Practices o Promising Practices Implementation Checklist and Scoring tool o Promising Practices Practitioner Needs Assessment and Scoring Tool • Acknowledgment of MDE as contributor to translations in Promising Practices (guide) and Companion Guide

Hosting requirements: • State to provide language for acknowledgement and funding attribution statement.

Last Updated: August 10, 2021 Page 4 Offering/Product Description* Details Price Timeline*** State Systems Integration Support: Great Price Includes: $4,000 TBD Start Readiness Program (GSRP) • Review of the following sections: Recruitment and Enrollment, Parent Involvement, Implementation Manual Review and Curriculum WIDA Early Years staff will review • Documents available here: https://www.michigan.gov/mde/0,4615,7-140- specified documents within the GSRP 63533_50451-217313--,00.html Implementation Manual for references to • WIDA Early Years will download all PDFs of sections identified, review and deliver resources and supports for multilingual PDFs with markup reflecting feedback and/or recommendations. In addition, WIDA children and families. Early Years will produce a one-page summary listing broad themes identified in the review and recommendations.

Hosting requirements: • Provide necessary URLs and/or files related to the project

State Systems Integration Support: Price Includes: $4,000 TBD Review of QRIS Indicators • Review of the following sections: Curriculum, Instruction and Learning WIDA Early Years staff will review Environment and Professional Development for Preschool specified QRIS indicators for references • WIDA Early Years will review relevant files/artifacts and deliver them with markup to resources and supports for multilingual reflecting feedback and/or recommendations. In addition, WIDA Early Years will children and families. produce a one-page summary listing broad themes identified in the review and recommendations.

Hosting requirements: • Provide necessary URLs and/or files related to the project

Last Updated: August 10, 2021 Page 5 Offering/Product Description* Details Price Timeline*** Making Connections Community of Length: All CoP sessions and webinars are 60 minutes $36,000 TBD Practice (CoP) Delivery Format: CoP sessions and webinars will be hosted by WIDA and delivered live; Must be A series of nine one-hour virtual CoP webinars will be recorded by WIDA; webinar recordings will be available on WIDA’s platform and the URL to the recording will be shared with STATE completed within sessions for a dedicated group of up to 20 a four to six- Target Audience: WIDA Early Years Professional Learning Cohort participants, ECE ECE professionals facilitated by WIDA month period Early Years. The group will explore the professionals who serve multilingual children and their families Making Connections document, Max Audience Size: 20 participants for the CoP; 300 participants per webinar implement the tools in their local settings, share and discuss their learning Price includes: and experiences, generate • Development of a schedule outlining all CoP sessions and webinar events; State and recommendations for dissemination and WIDA Early Years will mutually agree on the timeline implementation of Making Connections, • Nine virtual CoP sessions and collaborate on the design and • Brief document (1-3 pages) outlining CoP-generated recommendations for delivery of two 60-minute state-wide dissemination and implementation of Making Connections webinars where they will present on their • Delivery of two collaborative (WIDA Early Years and CoP participants) webinars CoP and share their recommendations. Hosting requirements: • Identify and recruit 20 participants • Submit roster of participants to WIDA Early Years at least 5-6 weeks before first event • Representative from state must be available to answer any state-specific questions raised during CoP sessions • Representative from state must join webinars to answer any state-specific questions • Assist in disseminating webinar and registration information TOTAL $210,000.00 *Descriptions provided are subject to change. We reserve the right to refresh and update our deliverable descriptions. **Ability to schedule and offer the in-person Member State Networking Meeting is subject to pandemic restrictions and guidelines around public gatherings issued by the state of Wisconsin, University of Wisconsin-Madison, and/or other local government agencies. A virtual event would be offered if an in-person meeting is not feasible. ***Exact dates for timeline to be determined.

Last Updated: August 10, 2021 Page 6 STATE OF MICHIGAN CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W. ALLEGAN ST., LANSING, MICHIGAN 48913 P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE Change Notice Number 4 to Contract Number 180000000708 Program Program UNIVERSITY OF WISCONSIN Manager Carol Skillings MDE

CONTRACTOR 517-241-7058 1025 W. Johnson St. STATE [email protected] Madison, WI 53706 Administrator

Contract Jillian Yeates DTMB Rosie Bell (517) 275-1131 608-890-2550 [email protected] [email protected] CV0049942

CONTRACT SUMMARY ENGLISH LANGUAGE PROFICIENCY TEST ADMINISTRATION, INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE BEFORE May 21, 2018 June 30, 2021 5 - 1 Year June 30, 2021 PAYMENT TERMS DELIVERY TIMEFRAME NET 45 N/A ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING ☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No MINIMUM DELIVERY REQUIREMENTS N/A DESCRIPTION OF CHANGE NOTICE OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE ☒ 3 Years ☐ June 30, 2024 CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE $10,933,000.00 $8,832,300.00 $19,765,300.00 DESCRIPTION Effective July 1, 2021, the following changes are hereby incorporated into this Contract:

1. The State is exercising the first three option years and adding funding in the amount of $8,832,300. The revised expiration date is June 30, 2024.

2. The following provision is hereby added to the Memorandum of Agreement:

SYSTEMS LICENSE SUPPORT AND MAINTENANCE

WCER shall and does hereby grant a license to the STATE and STATE’s LEAs to fully access and use WCER’s and PDSR CONTRACTOR’s application systems for STATE’s educational purposes consistent with the deliverables of this MOA, including: PDSR CONTRACTOR’s assessment delivery, scoring, reporting, and test administration applications, WIDA’s eLearning platform, WIDA’s SEA Secure Portal application, and WIDA’s Secure Portal application. WCER shall provide, at no additional cost to STATE, all software upgrades, modifications, bug fixes, or other improvements in its software that it makes generally available to its WIDA Consortium members.

3. Schedule B is hereby revised and updated for the option year school year periods per the attached Schedule B.

4. The following provision is hereby added to Schedule C, Education Records Release and Data Use Agreement:

System Control Auditing.

WCER shall require Data Recognition Corporation to obtain annual systems audits, performed by an independent audit firm of Data Recognition Corporation’s choosing, of its organization controls with respect to its handling of STATE's Confidential Data for the provision of assessment services, as described in the Contract. WCER shall review the results of the shared audit reports for sufficiency of controls over these services. DRC shall also provide certificates/letters of audit completion that WCER may share with STATE.

A. The audit reports/certifications shall include summary or certifications of the various audits conducted (as applicable), from the following audit types:

• NIST 800.53 • ISO 27001 Audit • SOC 2 Type 1

B. If the annual system audit report contains any findings in the Processing Environment that are deemed critical in nature by the assessor, those critical findings will be remediated within 30 days of the issuance of the report. Findings other than critical will be addressed in a timely manner according to the severity and impact of finding. C. The audit report shall include at least one audit type that ascertains the Processing Environment uses FIPS 140-2 encryption technologies to encrypt data at rest and date in motion and will report any findings if DRC is not appropriately using these technologies.

D. The annual system audit report shall certify that an Annual Penetration test was conducted by DRC and evaluated by WCER such that the State is able to ascertain that a complete Penetration and Vulnerability Test has been completed.

5. The Contractor’s contact for Notices and Amendments has been changed from Becki Kohl to Rosie Bell, [email protected], (608) 263-2397. (Memorandum of Agreement, Additional Terms, Sections 7 and 8).

All other terms, conditions, pricing and specifications remain the same. Per Contractor and Agency agreement, DTMP Central Procurement Services approval, and State Administrative Approval on June 22, 2021. STATE OF MICHIGAN CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W. ALLEGAN ST., LANSING, MICHIGAN 48913 P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE Change Notice Number 3 to Contract Number 180000000708 Program Program UNIVERSITY OF WISCONSIN Manager Carol Skillings MDE

CONTRACTOR 517-241-7058

1025 W. Johnson St. STATE [email protected] Madison, WI 53706 Administrator

Contract Jillian Yeates DTMB Rosie Bell (517) 275-1131 608-890-2550 [email protected] [email protected] CV0049942

CONTRACT SUMMARY ENGLISH LANGUAGE PROFICIENCY TEST ADMINISTRATION, INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE BEFORE May 21, 2018 June 30, 2021 5 - 1 Year June 30, 2021 PAYMENT TERMS DELIVERY TIMEFRAME NET 45 N/A ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING ☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No MINIMUM DELIVERY REQUIREMENTS N/A DESCRIPTION OF CHANGE NOTICE OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE ☐ ☐ N/A CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE $10,718,000.00 $215,000.00 $10,933,000.00 DESCRIPTION Effective September 24, 2020, the following changes are hereby incorporated into this Contract:

1. The WIDA Early Years Scope of Work from Change Notice 1 is hereby updated with the attached updated WIDA Early Years Scope of Work for 2020-2021 annual membership. 2. This Contract is increased by $215,000 for MDE's WIDA Early Years Program membership.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, DTMB Central Procurement Services approval, and State Administrative Board approval on September 24, 2020. Contract 180000000708 - Change Notice 3 Schedule A - Statement and Performance of Work Amendment Michigan: WIDA Early Years Scope of Work Offering/Product Description* Details Price Timeline** Early Years Membership 2020-2021 Annual Membership Includes: $50,000 Annual Annual membership provides State Systems Integration Support Membership Deliverables: statewide access to benefits, 1-day on-site or 16 hours of remote targeted assistance from an Early Years State Relations Specialist to support the state’s strategic planning, outreach, implementation, integration and September resources and customer service, as 2020 – August capacity-building efforts focused on multilingual children and families. Targeted assistance well as opportunities to network 2021 shall be requested by STATE, to WIDA, who will identify their capacity to provide the virtually and in-person with state assistance, based on budget/scope. WIDA and STATE will come to a mutual agreement leaders from Early Years Member Connection around scope, timelines, and feasibility of requests. Examples of in-person or remote support Document: TBD States around policy and practice for include, but are not limited to: supporting multilingual children. • Participation in state committees or workgroups as subject matter expert and/or Virtual advocate for multilingual children and families Networking • Collaborating with stakeholders to identify ways to integrate Early Years resources Meetings: Scheduled into existing state systems and documents (e.g., state early learning standards) quarterly • Co-presenting with state leaders at state or regional conferences excluding the • Delivery of three one-hour online webinars quarter in which Hosting requirements if state selects on-site presentation or event: the In-Person • Ensure a minimum of 10 participants Networking • Secure facility and pay site rental fees (if applicable) Meeting occurs • Provide meals (if applicable) In-Person • Provide AV equipment (projector), chart paper, sticky notes, markers Networking Meeting: Connection Document Updates April 2021 Publication that provides a crosswalk between the state’s early learning standards and the WIDA Early English Language Development Standards. Updates will be made to the WIDA content in the document. Price includes: • Publication of Connection Document • Hosting of Connection Document on WIDA website • 15 printed copies of Connection Document shipped to one address State must provide WIDA: • The state department’s logo suitable for printing • A link to the state’s early learning standards • Funding and/or state attribution requirements to appear in the publication

Membership Networking Meetings (Virtual and In-Person) Three one-hour virtual meetings will be held and open to all Early Years Member states. In addition, membership includes attendance (airfare, lodging, and networking meeting registration) for one state representative to the annual WIDA Early Years in-person meeting and the 2020 WIDA Annual Conference, if a virtual option becomes available at a later time.

Last Updated: June 25, 2020 Page 1 Offering/Product Description* Details Price Timeline** Early Years Membership, continued Monthly State Membership Calls Monthly State Opportunity for WIDA Early Years staff and state leadership team to discuss contractual Calls: Ongoing deliverables and address any questions or concerns. Calls are 30-60 minutes. for the duration of membership Online Learning Modules Online Online learning modules are self-paced, stand-alone learning experiences. Each of the modules Modules: contains one hour of content. Ongoing for the Length: 1 hour (per module) Delivery Format: Online, self-paced duration of Target Audience: Teachers, practitioners, coaches, and leaders in early care and education membership program. Max Audience Size: Unlimited number of users from your organization/state Customer Recommended Prerequisite(s): None Service and Price includes: Support: Ongoing for the • Access to all Early Years modules duration of • Module hosting through a learning management system for 1 year membership • Unlimited number of users from your state/organization • Certificate of completion for each module WIDA Online • Quarterly report on number of users Store Discount: • Basic technology support including user registration, site access, and guides for Ongoing for the duration of navigation membership State must provide: • The state department’s logo or any other information to be included on certificates of completion • Advertising of online modules to users within your state/organization

Last Updated: June 25, 2020 Page 2 Offering/Product Description* Details Price Timeline** State Systems Integration Support Targeted assistance and professional learning shall be requested by State, to WIDA, $165,000 2020-2021 and Professional Learning who will identify their capacity to provide the assistance or offering(s), based on Exact dates TBD State Systems Integration Support budget/scope. WIDA and State will come to a mutual agreement around scope, offers targeted assistance to support timelines, and feasibility of requests. the state’s strategic planning, outreach, implementation, integration Examples of in-person or remote targeted assistance may include, but are not limited and capacity-building efforts focused to: on multilingual children and families. • Participating in state committees or workgroups as subject matter experts Professional Learning includes a and/or advocates for multilingual children variety of in-person and online • Collaborating with stakeholders to identify ways to integrate Early Years professional learning opportunities to resources into existing state systems and documents meet the needs of early care and • Co-presenting with state leaders at state or regional conferences education professionals serving • Contributing to the development of guidance for supporting transitions to multilingual children and families. Kindergarten • Capacity-building through participation for one additional state representative to the annual WIDA Early Years Networking Meeting and WIDA Annual Conference and participation for two state representatives to the annual Early Years Workgroup Summit

WIDA Early Years offers a variety of in-person and online professional learning opportunities. State leadership teams select offerings based on identified needs in the field. Options include: • The WIDA Early Years Professional Learning Cohort program for local trainers, a comprehensive and long term professional development offering that helps states build local capacity • or 2-day workshops • Live 1-hour webinars

Hosting requirements if state selects on-site presentation or event: • Ensure a minimum of 10 participants • Secure facility and pay site rental fees (if applicable) • Provide meals (if desired), AV equipment (projector), chart paper, sticky notes, markers

TOTAL $215,000.00 *Descriptions provided are subject to change. We reserve the right to refresh and update our content. **Exact dates for timeline to be determined and will be set on mutually agreeable dates, except for the Membership Network Meeting Dates – those dates are set by WIDA.

Last Updated: June 25, 2020 Page 3 STATE OF MICHIGAN CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W. ALLEGAN ST., LANSING, MICHIGAN 48913 P.O. BOX 30026 LANSING, MICHIGAN 48909

CONTRACT CHANGE NOTICE Change Notice Number 2 to Contract Number 180000000708

Program Program UNIVERSITY OF WISCONSIN Manager Carol Skillings MDE

CONTRACTOR 517-241-7058

1025 W. Johnson St. STATE [email protected] Madison, WI 53706

Administrator

Contract Jillian Yeates DTMB Rosie Bell (517) 275-1131 608-263-2397 [email protected] [email protected] CV0049942

CONTRACT SUMMARY ENGLISH LANGUAGE PROFICIENCY TEST ADMINISTRATION, INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE INITIAL AVAILABLE OPTIONS EXPIRATION DATE BEFORE May 21, 2018 June 30, 2021 5 - 1 Year June 30, 2021 PAYMENT TERMS DELIVERY TIMEFRAME Net 45 N/A ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING ☐ P-Card ☐ PRC ☐ Other ☐ Yes ☒ No MINIMUM DELIVERY REQUIREMENTS N/A DESCRIPTION OF CHANGE NOTICE OPTION LENGTH OF OPTION EXTENSION LENGTH OF EXTENSION REVISED EXP. DATE ☐ ☐ N/A CURRENT VALUE VALUE OF CHANGE NOTICE ESTIMATED AGGREGATE CONTRACT VALUE $10,568,000.00 $150,000.00 $10,718,000.00 DESCRIPTION Effective August 7, 2020, the following amendments are hereby incorporated into this Contract:

1. The attached Statement of Work is added to the scope to include the WIDA Early Years Pilot Study.

2. The pricing on this Contract is increased by $150,000.00 per the attached Statement of Work for MDE Preschool Development Grant Birth-5 (PDG B-5).

3. Please note, the Contractor's primary contact has been changed to Rosie Bell, Additional Terms, Section 7. Notices and Section 8. Amendments.

All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Central Procurement Services approval. Contract 180000000708 - Change Notice 2 Schedule A - Statement and Performance of work Amendment Michigan: WIDA Early Years Scope of Work Offering/Product Description* Details Price Timeline** WIDA Early Years Pilot Study Available only for Early Years Member States. $150,000 Ongoing for Researchers from the Center for Research The full cost of the pilot study is $150,000, which includes: the duration on Early Childhood Education (CRECE) will • Planning and project status meetings with CRECE researcher(s) of the study document and analyze the utility of the • Research design, data collection and analysis (approx. 1.5-2 WIDA Early Years Look What I Can Do! • Travel expenses (flight, lodging, meals) for researcher(s) to sites for data collection years) Language-Focused Toolkit for Early • Final state-specific research report and recommendations Childhood Classrooms. A case study methodology will be used that will include Final state-specific research report is contingent upon full payment and the state’s data collection through surveys, artifact participation in the pilot study for the duration of the research project. The pilot study analysis, interviews and/or focus groups, deliverable is estimated to take at least 1.5-2 calendar years to fully complete. and on-site observations. Researchers will produce a state-specific report that State will be invoiced quarterly for this deliverable. includes recommendations for policy and practice. Price for current SOW includes: • Planning and project status meetings with CRECE researcher(s) • Research design and identification of sites • Site and participant recruitment • Initial data collection • Travel expenses (flight, lodging, meals) for researcher(s) to sites for data collection

TOTAL $150,000.00 *Descriptions provided are subject to change. We reserve the right to refresh and update our content. **Exact dates for timeline to be determined and will be set on mutually agreeable dates, except for the Membership Network Meeting Dates – those dates are set by WIDA.

Last Updated: June 25, 2020 Page 1

☒

l 5). - BEFORE

June 30, 2021 June 30, 2021

EXPIRATION DATE 5 (PDG B REVISED EXP.REVISED DATE

MDE DTMB Yes

☐ EXTENDED PURCHASING

$10,568,000.00 1131 7058 DELIVERY TIMEFRAME

1 Year 241-

5 Preschool Birth Development Grant - Carol Skillings 517- [email protected] Jillian Yeates (517) 275- [email protected] Program Contract ESTIMATED CONTRACT AGGREGATE VALUE

Manager Administrator

LENGTH OF EXTENSION OF LENGTH 1 STATESTAT E INITIAL AVAILABLE OPTIONS

180000000708

Other DESCRIPTION to ☐ ☐

CONTRACT SUMMARY

Amendment for Scope of Work addingEarly Scope Work membership toAmendment of for Learning Network.

EXTENSION DESCRIPTION OF CHANGE NOTICE 7058

241- $68,000.00 following:

Change Notice Number Number Notice Change Contract Number Number Contract 517-

[email protected] June 30, 2021

PRC Skillings

☐ CONTRACT CHANGE NOTICE CHANGE CONTRACT Email: Phone: Carol INITIAL EXPIRATION DATE ALTERNATE PAYMENT OPTIONS VALUE OF NOTICE CHANGE

P.O. BOX 30026 LANSING, MICHIGAN 48909 STATE MICHIGANOF CENTRAL PROCUREMENT SERVICES Department of Technology, Management, and Budget 525 W. ALLEGAN ST., LANSING, MICHIGAN 48913

PAYMENTTERMS

LENGTH OF OPTION Statement and PerformanceStatement – and Work of ProvisionsFedeAddendumral into incorporated is hereby Contract. this – – –

2550 21, 2018 890-

Card

Schedule A Schedule E The Program Manager for the Michigan DepartmentMichigan TheEducationtheManager Program to: forupdated is hereby of (MDE), This Contractincreasedthe $68,000.00 is by for Michigan DepartmentEducation of –

May P $10,500,000.00 [email protected] CV0049942 Becki Kohl 608- 1025 W. Johnson St. Madison, 53706 WI UNIVERSITY OF WISCONSIN CURRENT VALUE ☐ 3. 4. 2. 1. ☐

OPTION

CONTRACTOR DATE EFFECTIVE INITIAL Procurement Services approval. Services Procurement All other terms, conditions, specifications and pricing remain the same. Per contractor and agency agreement, and DTMB Centra DTMB and agreement, agency and contractor Per same. the remain pricing and specifications conditions, terms, other All

MINIMUM DELIVERY REQUIREMENTS ENGLISH LANGUAGEPROFICIENCY TEST ADMINISTRATION, Effective September 13, 2019 please note the the note please 2019 13, September Effective Schedule A – Statement and Performance of Work Amendment to add: Michigan: WIDA Early Years Scope of Work Offering/Product Description* Details Price Timeline** Early Years Membership Annual Membership Includes: $50,000 Annual Membership provides states planning Statewide Planning Meeting Membership: and implementation support, statewide State-level leaders from ECE agencies discuss the state’s needs. Participants engage in Ongoing for access to resources and customer collaborative discussions to help inform a vision and action plan for the systematic roll- one year from date of service, and opportunities to network out and implementation of WIDA Early Years resources. contract and collaborate with other state leaders Length: 1 Day Delivery Format: Face-to-Face Audience Size: 10-15 around supporting the learning and Target Audience: State-level leaders and advocates representing ECE agencies Statewide development of young multilingual Price includes: Planning children. • Participant handouts Meeting: • WIDA Early English or Spanish Language Development Standards booklets Late Fall • Facilitator travel expenses (flight, lodging, meals) 2019/Early • 2020 Online vision-setting survey and data report Hosting requirements: Connection • Ensure a minimum of 10 participants Document: • Secure facility and pay site rental fees (if applicable) Late Fall • Provide meals (if applicable) 2019/Early • Provide AV equipment (projector), chart paper, sticky notes, markers 2020

• Assist in disseminating survey Virtual Networking Connection Document Meetings: Publication that provides a crosswalk between the state’s early learning standards and TBD the WIDA Early English Language Development Standards. Price includes: In-Person • Publication of Connection Document Networking • Hosting of Connection Document on WIDA website; state website may link to Meeting: October 15, document hosted on WIDA site 2019 • 15 printed copies of Connection Document shipped to one address State must provide WIDA: • The state department’s logo suitable for printing • A link to the state’s early learning standards • Funding and/or State attribution requirements to appear in the publication

Membership Networking Meetings (Virtual and In-Person) Three one-hour virtual meetings will be held and open to all Early Years Member states. In addition, membership includes attendance (travel, accommodations, registration) for one state representative to the annual WIDA Early Years in-person meeting and the WIDA Annual Conference. In-person meeting to be scheduled the day before the conference starts.

Last Updated: August 28, 2019 Page 3 Offering/Product Description* Details Price Timeline** Early Years Membership, continued Monthly State Membership Calls Monthly Opportunity for WIDA Early Years staff and state leadership team to discuss contractual State Calls: deliverables and address any questions or concerns. Calls are 30-60 minutes. Ongoing for one year from date of Online Learning Modules contract Online learning modules are self-paced, stand-alone learning experiences. Each of the modules contains one hour of content. Online Length: 1 hour (per module) Delivery Format: Online, self-paced Modules: Target Audience: Teachers, practitioners, coaches, and leaders in early care and Ongoing for education program. duration of Max Audience Size: Unlimited number of users from your organization/state one year Recommended Prerequisite(s): None membership Price includes: • Customer Access to all Early Years modules Service and • Module hosting through a learning management system for 1 year Support: • Unlimited number of users from your state/organization Ongoing • Certificate of completion for each module • Quarterly report on number of users WIDA Store • Basic technology support including user registration, site access, and guides for Discount: Ongoing for navigation one year from State must provide: date of • The state department’s logo or any other information to be included on contract certificates of completion • Advertising of online modules to users within your state/organization

Discount for educators on Early Years products available at the WIDA Store Discount valid only on purchases of Early Years products on the WIDA Store. Available statewide for duration of Early Years membership.

Last Updated: August 28, 2019 Page 4 Offering/Product Description* Details Price Timeline** WIDA Early Years Partnership Kick- Length: 1 Day $18,000 Late Fall Off Delivery Format: Face-to-Face 2019/Early Participants explore WIDA Early Years Target Audience: State-, district-, and program-level leaders and/or key stakeholders Qty. 2 2020 resources and discuss ideas for local invested in the success of young multilingual children $9,000/event dissemination and implementation. Max Audience Size: 40 Stakeholder feedback will be collected Price includes: and shared with the state leadership • Participant handouts team. • WIDA Early English or Spanish Language Development Standards booklets • Facilitator travel expenses (flight, lodging, meals) • Stakeholder feedback report Hosting requirements: • Ensure a minimum of 10 participants • Secure facility and pay site rental fees (if applicable) • Provide meals (if applicable) • Provide AV equipment (projector), chart paper, sticky notes, markers

TOTAL $68,000.00 *Descriptions provided are subject to change. We reserve the right to refresh and update our content. **Exact dates for timeline to be determined.

Last Updated: August 28, 2019 Page 5 Federal Provisions Addendum

The provisions in this addendum may apply if the purchase will be paid for in whole or in part with funds obtained from the federal government. If any provision below is not required by federal law for this Contract, then it does not apply and must be disregarded. If any provision below is required to be included in this Contract by federal law, then the applicable provision applies and the language is not negotiable. If any provision below conflicts with the State’s terms and conditions, including any attachments, schedules, or exhibits to the State’s Contract, the provisions below take priority to the extent a provision is required by federal law; otherwise, the order of precedence set forth in the Contract applies. Hyperlinks are provided for convenience only; broken hyperlinks will not relieve Contractor from compliance with the law.

1. Federally Assisted Construction Contracts

If this contract is a “federally assisted construction contract” as defined in 41 CRF Part 60-1.3, and except as otherwise may be provided under 41 CRF Part 60, then during performance of this Contract, the Contractor agrees as follows:

(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.

(2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

(3) The Contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the Contractor's legal duty to furnish information.

(4) The Contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

(5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

(6) The Contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

(7) In the event of the Contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this Contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

(8) The Contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of

6 Version 4 Revised Date: 1/2019 paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

2. Davis-Bacon Act (Prevailing Wage)

a. If applicable, the Contractor (and its Subcontractors) for prime construction contracts in excess of $2,000 must comply with the Davis-Bacon Act (40 USC 3141-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”).

b. The Contractor (and its Subcontractors) shall pay all mechanics and laborers employed directly on the site of the work, unconditionally and at least once a week, and without subsequent deduction or rebate on any account, the full amounts accrued at time of payment, computed at wage rates not less than those stated in the advertised specifications, regardless of any contractual relationship which may be alleged to exist between the Contractor or subcontractor and the laborers and mechanics;

c. The Contractor will post the scale of wages to be paid in a prominent and easily accessible place at the site of the work;

d. There may be withheld from the Contractor so much of accrued payments as the contracting officer considers necessary to pay to laborers and mechanics employed by the Contractor or any Subcontractor on the work the difference between the rates of wages required by the Contract to be paid laborers and mechanics on the work and the rates of wages received by the laborers and mechanics and not refunded to the Contractor or Subcontractors or their agents.

3. Copeland “Anti-Kickback” Act

If applicable, the Contractor must comply with the Copeland “Anti-Kickback” Act (40 USC 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”), which prohibits the Contractor and subrecipients from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled.

4. Contract Work Hours and Safety Standards Act

If the Contract is in excess of $100,000 and involves the employment of mechanics or laborers, the Contractor must comply with 40 USC 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable.

5. Rights to Inventions Made Under a Contract or Agreement

If the Contract is funded by a federal “funding agreement” as defined under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

6. Clean Air Act

If this Contract is in excess of $150,000, the Contractor must comply with all applicable standards, orders, and regulations issued under the Clean Air Act (42 USC 7401-7671q) and the Federal Water Pollution Control Act (33 USC 1251-1387). Violations must be reported to the federal awarding agency and the regional office of the Environmental Protection Agency.

7 Version 4 Revised Date: 1/2019 7. Debarment and Suspension

A “contract award” (see 2 CFR 180.220) must not be made to parties listed on the government-wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

8. Byrd Anti-Lobbying Amendment

If this Contract exceeds $100,000, bidders and the Contractor must file the certification required under 31 USC 1352.

9. Procurement of Recovered Materials

Under 2 CFR 200.322, a non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

8 Version 4 Revised Date: 1/2019

Byrd Anti-Lobbying Certification

The following certification and disclosure regarding payments to influence certain federal transactions are made under FAR 52.203‐11 and 52.203‐12 and 31 USC 1352, the “Byrd Anti‐Lobbying Amendment.” Hyperlinks are provided for convenience only; broken hyperlinks will not relieve Contractor from compliance with the law.

1. FAR 52.203‐12, “Limitation on Payments to Influence Certain Federal Transactions” is hereby incorporated by reference into this certification.

2. The bidder, by submitting its proposal hereby certifies to the best of his or her knowledge and belief that:

a. No federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress on his or her behalf in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment or modification of any federal contract, grant, loan, or cooperative agreement;

b. If any funds other than federal appropriated funds (including profit or fee received under a covered federal transaction) have been paid, or will be paid, to any person for influencing or attempting to influence an officer or employee of any agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress on his or her behalf in connection with this solicitation, the bidder must complete and submit, with its proposal, OMB standard form LLL, Disclosure of Lobbying Activities, to the Solicitation Manager; and

c. He or she will include the language of this certification in all subcontract awards at any tier and require that all recipients of subcontract awards in excess of $150,000 must certify and disclose accordingly.

3. This certification is a material representation of fact upon which reliance is placed at the time of Contract award. Submission of this certification and disclosure is a prerequisite for making or entering into this Contract under 31 USC 1352. Any person making an expenditure prohibited under this provision or who fails to file or amend the disclosure form to be filed or amended by this provision is subject to a civil penalty of not less than $10,000, and not more than $100,000, for each such failure.

Signed by:

______[Type name and title]

Date: ______

9 Version 4 Revised Date: 1/2019 STATE OF MICHIGAN ENTERPRISE PROCUREMENT Department of Technology, Management & Budget 525 W. Allegan St., Lansing, MI 48933 P.O. Box 30027, Lansing, MI 48913 NOTICE OF CONTRACT

NOTICE OF CONTRACT NO. 171 180000000708 . between THE STATE OF MICHIGAN and

University of Wisconsin – Wisconsin Tom Korkoske MDE Center for Education Research – WIDA

Consortium Manager

1025 W. Johnson St. 517-373-8629

Madison, WI 53706 Program [email protected]

STATE Jillian Yeates DTMB Becki Kohl 608-890-2550 517-275-1131 CONTRACTOR Contract

[email protected] Administrator [email protected] CV0049942

CONTRACT SUMMARY DESCRIPTION: English Language Proficiency Test Administration, Scoring, and Reporting – Michigan Department of Education INITIAL AVAILABLE EXPIRATION DATE BEFORE INITIAL EFFECTIVE DATE INITIAL EXPIRATION DATE OPTIONS CHANGE(S) NOTED BELOW May 21, 2018 June 30, 2021 5, 1-Year June 30, 2021 PAYMENT TERMS DELIVERY TIMEFRAME Net 45 N/A

ALTERNATE PAYMENT OPTIONS EXTENDED PURCHASING ☐ P-card ☐ Direct Voucher (DV) ☐ Other ☐ Yes ☒ No MINIMUM DELIVERY REQUIREMENTS N/A MISCELLANEOUS INFORMATION THIS IS NOT AN ORDER: This Contract Agreement is awarded on the basis of our inquiry bearing the solicitation #180000000032 and the WIDA Consortium Memorandum of Agreement. Orders for delivery will be issued directly by the Department of Education through the issuance of a Delivery Order.

ESTIMATED CONTRACT VALUE AT TIME OF EXECUTION $10,500,000.00

CONTRACT NO. 171 180000000708

FOR THE CONTRACTOR:

University of Wisconsin – WIDA Company Name

Authorized Agent Signature

Authorized Agent (Print or Type)

Date

FOR THE STATE:

Signature

Tom Falik, Services Division Director Name & Title

DTMB Procurement Agency

Date

2 CONTRACT NO. 171 180000000708

WIDA Consortium Memorandum of Agreement

This memorandum of agreement (MOA) is between the State of Michigan, Department of Technology, Management and Budget-Procurement, on behalf of the Michigan Department of Education (“STATE”) and the Board of Regents of the University of Wisconsin System, on behalf of the University of Wisconsin-Madison’s Wisconsin Center for Education Research (WCER).

WCER is the organizational home of the WIDA Consortium (“WIDA"), a multi-state coalition of state educational agencies (SEAs) that acts in collaboration to research, design and implement a standards-based educational system that promotes equitable educational opportunities for English language learners in pre-kindergarten through grade twelve. The WIDA English Language Development Standards form the base of this system. The WIDA English Language Development Standards include the four recognized domains of speaking, listening, reading, and writing, and are based on the academic language content of PreK-12 students. SEAs join the WIDA Consortium to obtain the WIDA Consortium Core Package for use by SEAs and local educational agencies (LEAs) within each of their states (see Schedule D, WIDA Consortium Board for definition of “Core Package”).

Title I and Title III of the Federal Elementary and Secondary Education Act (currently enacted as The Every Student Succeeds Act of 2015 or “ESSA”) establish Federally-supported education programs and activities related to English language instruction, acquisition and achievement; require local educational agencies and institutions to evaluate and report the biennial progress made by English learners; and require SEAs to develop accountability models for English learners that relate to these children’s development and attainment of English proficiency while meeting challenging State academic content and student academic achievement standards.

WCER offers an annual academic assessment of English proficiency as part of the Core Package, on behalf of WIDA, under the brand name ACCESS for ELLs. ACCESS for ELLs is designed to assess the progress of students in attaining English proficiency, including students’ level of comprehension in the four recognized domains of speaking, listening, reading, and writing. ACCESS for ELLs is aligned with the WIDA English Language Development Standards.

STATE has adopted ACCESS for ELLs for its plan to meet STATE’s and Michigan’s LEAs’ Title I and III requirements.

STATE wishes to become a WIDA Consortium member in order to access the Core Package, including the annual administration of ACCESS for ELLs and related services of WCER and WCER, as holder of the intellectual property rights to the Core Package and having obtained a vendor to provide the operational administration of ACCESS for ELLs, wishes to provide STATE with the intellectual property licenses, assessment administration and related services of the Core Package.

3 CONTRACT NO. 171 180000000708

The Parties therefore agree as follows:

TERM

The terms set forth within this MOA are hereby in effect from the effective date of this MOA through June 30, 2021. This MOA may be renewed for up to five additional one-year periods. Renewal must be by mutual written agreement between the STATE and WCER.

STATE WIDA CONSORTIUM MEMBERSHIP

STATE shall be a WIDA Consortium Member as a result of approving/adopting (and purchasing) the ACCESS for ELLs assessment for purposes consistent with this MOA. Consequently, STATE is entitled to one seat on the WIDA Consortium Board and to participate in WIDA Consortium Board activities. The operation and expectations of the WIDA Consortium Board is set forth in Schedule D‒WIDA Consortium Board.

LEA PROCUREMENT OF RELATED SERVICES

Where applicable, any LEA subject to STATE’s oversight shall be entitled to the same rights and benefits granted to STATE in this MOA. WCER will offer any LEA in Michigan services related to the use and implementation of the Core Package (“WIDA Services”) under the same or similar terms of this MOA. Because of the expense and time associated with negotiating a contract with every LEA for the provision of WIDA Services is cost prohibitive, WCER will only negotiate contracts with LEAs in very limited circumstances. WCER or its subcontractors shall, however, accept any purchase order from an LEA in Michigan under the condition that the LEA is joining the terms of procurement stated in this MOA. LEA and WCER may change the scope of work, program terms and payment terms as mutually agreed. LEA, by joining the terms of procurement in this MOA shall expressly agree that the terms of this MOA shall supersede any conflicting terms that LEA may attach or incorporate to any contract or purchase order that it issues in relation to the provision of WIDA Services. The terms of this MOA shall take precedence in any purchase order/contract document hierarchy between the parties. Any new terms provided by LEA not addressed in this MOA shall not be accepted by WCER, unless and until affirmed by written initials and date of authorized WCER representative. An LEA may add the following statement to its purchase order/contract to join the terms of procurement in this MOA by reference: “WCER shall provide WIDA Services in accordance with the terms negotiated by the Michigan Department of Education in its WIDA Consortium Memorandum of Agreement.”

STATEMENT AND PERFORMANCE OF WORK, INVOICE AND PAYMENT

For satisfactory performance of the services described in the attached Schedule A‒ Statement and Performance of Work, STATE shall pay WCER the compensation provided for in Schedule B‒Invoice and Payment.

4 CONTRACT NO. 171 180000000708

STATE acknowledges that the performance of work requires accurate submissions of data files by LEAs and/or STATE. If an LEA and/or STATE submits a data file or student information containing errors or omissions that require additional work/cost in order to proceed with the administration of an assessment under this agreement, then the parties shall mutually determine to take one of the following courses of action: 1. The LEA and/or STATE shall correct the data file or student information; or 2. The LEA and/or STATE shall request WCER to correct the data file or student information, where STATE shall pay the cost incurred by WCER to correct the data file or student information.

WCER shall have no obligation to provide test administration services to an LEA and/or STATE if the parties cannot mutually determine a course of action to remedy the LEA and/or STATE errors/omissions.

ASSESSMENT PROCEDURES AND SEA OBLIGATIONS

STATE shall establish and implement or cause LEAs to implement, consistent with this MOA, the necessary procedures and policies to administer the annual ACCESS for ELLs assessment in Michigan, including policies and procedures to maintain the security and secure nature of the ACCESS for ELLs assessment within Michigan. STATE acknowledges that timely administration of ACCESS for ELLs requires adherence to administration procedures by LEA personnel. STATE shall cooperate and provide assistance to WCER in any dispute that it may have with a LEA in Michigan related to the provision of services under this MOA.

SUBCONTRACTORS

STATE acknowledges that only subcontractors of WCER that directly provide services to STATE, as part of the Core Package, are covered by the provisions of this MOA. WCER shall obtain all subcontractors in accordance with State of Wisconsin and University of Wisconsin procurement laws and rules. In light of the preceding, STATE further acknowledges that due to the multistate nature of the WIDA Consortium, i.e. WCER providing the same services to multiple states, it is not practical or economically feasible to require WCER’s subcontractors to meet each of the WIDA Consortium member state’s specific subcontractor requirements. Any specific requirements that STATE may place on WCER’s subcontractors that goes beyond State of Wisconsin and University of Wisconsin procurement laws and rules may result in additional costs to STATE.

STATE acknowledges that WCER will obtain a vendor and has selected Data Recognition Corporation to provide the annual printing, distribution, scoring and reporting (the “PDSR Contractor” or “DRC”) of the ACCESS for ELLs assessments. WCER obtained the PDSR Contractor through an open competitive bidding process, proposal no.15-5335, Amendment no. 2 (the “PDSR Contractor RFP”).

5 CONTRACT NO. 171 180000000708

INTELLECTUAL PROPERTY OWNERSHIP AND LICENSE

WCER and the Board of Regents of the University of Wisconsin System, on behalf of the WIDA Consortium, own the copyrights of all works covered under this agreement (collectively the “WIDA Works”). This agreement does not convey any exclusive rights, title or interest in or to the WIDA Works to STATE. Because WCER makes these materials available to all WIDA Consortium member states, STATE shall not take any actions that would limit or restrict access to the materials by other states or otherwise adversely affect the proprietary nature of the WIDA Works.

Unless otherwise expressed in writing, STATE shall retain all rights in training and other materials developed by STATE. Any specific works that WCER develops and delivers solely for STATE shall be expressly agreed upon in writing and shall be on a work made for hire basis with STATE retaining ownership of the works. The WIDA Works includes the following: 1. ACCESS for ELLs English language proficiency test (“ACCESS for ELLs”), including online and paper-based versions and Alternate ACCESS for ELLs; 2. WIDA English language proficiency placement test (the “WIDA Screener”), including both paper-based and online versions as they are developed and the Kindergarten W-APT; 3. WIDA English Language Development Standards and Resource Guide (“WIDA ELD Standards”), including Essential Actions, WIDA Can Do Descriptors by grade level cluster, individual figures, tables and charts from the Resource Guide and future ELD Standards, Can Do Descriptors and Resource Guide editions; 4. WIDA Early English Language Development Standards; WIDA Early Spanish Language Development Standards, in Spanish and English; WIDA Spanish Language Development Standards; and WIDA Spanish Language Arts Standards (collectively, “WIDA Language Standards”); 5. WIDA Facilitator Toolkit (“WIDA Facilitator Toolkit”) or other comparable resource, including ACCESS for ELLs administration and WIDA ELD Standards training materials; 6. WIDA Consortium professional learning materials (“WIDA PL Materials”); and 7. ACCESS for ELLs technical documents and research reports.

NOTE: WIDA Early Years works, not including the WIDA Early Language Standards, but specifically, WIDA Early Years assessments, professional learning and training materials, family engagement materials and standards correspondence materials are excluded from the license grant of this MOA. Use of WIDA Early Years works are covered under a separate agreement with WCER and are subject to additional fees and terms.

WCER hereby grants STATE the right to use the WIDA Works for State of Michigan educational purposes within the State of Michigan only and subject to the following conditions:

STATE’s license to use the ACCESS for ELLs is subject to the payment of the required fees set forth in Schedule B‒Invoice and Payment of this MOA and shall remain in effect as long as STATE elects to use the ACCESS for ELLs for State of Michigan educational purposes. STATE

6 CONTRACT NO. 171 180000000708

acknowledges that ACCESS for ELLs is a secure test, as that term is defined in 37 C.F.R. § 202.20(b)(4). STATE shall implement statewide policies and procedures to ensure that the security of the test is maintained. STATE shall immediately notify WCER if it learns of any breach or threatened breach of test security. WCER will print and distribute the ACCESS for ELLs for STATE in accordance with the Statement and Performance of Work schedule of this MOA. The ACCESS for ELLs shall not be copied, modified, distributed or displayed, including electronic storage or retrieval, in any manner without express written permission from WCER and the appropriate security measures in place.

STATE’s license to use the WIDA Screener Online grades 1-12 is not subject to any fee, as long as STATE elects to use the ACCESS for ELLs. STATE’s license to use the WIDA Screener Paper grades 1-12 is subject to the payment of the required fees set forth in Schedule B‒ Invoice and Payment of this MOA and shall remain in effect as long as STATE elects to use the ACCESS for ELLs. STATE, LEAs and individual schools in STATE’s state may print and duplicate the appropriate downloadable, WIDA Screener consumable forms for use by LEA or school staff as needed. WIDA Screener materials and resources shall not be modified or publicly displayed, including electronic storage or retrieval, in any manner without express written permission from WCER. WCER shall provide, as long as this contract is in effect, a version of the WIDA Screener Online that is not subject to any fee.

STATE’s license to use the Kindergarten W-APT is not subject to any fee and shall remain in effect as long as STATE elects to use the ACCESS for ELLs. Kindergarten W-APT is a semi- secure test, meaning it is made available from a password-protected secure website. WCER will make Kindergarten W-APT available electronically in PDF format. STATE, LEAs and individual schools in STATE’s state may print and duplicate the Kindergarten W-APT for use by LEA or school staff as needed. The Kindergarten W-APT shall not be modified or publicly displayed, including electronic storage or retrieval, in any manner without express written permission from WCER. Notwithstanding the foregoing, WCER may phase out all support for the Kindergarten W- APT if/when it introduces a new version of the WIDA Screener for Kindergarten. WCER shall provide, as long as this contract is in effect, a version of the WIDA Screener for Kindergarten that is not subject to any fee.

STATE’s license to use the WIDA ELD Standards is not subject to any fee and shall remain in effect as long as STATE and/or the Michigan State Board of Education elects to use the WIDA ELD Standards as the State’s English language development Standards. WCER will make the WIDA ELD Standards available electronically in PDF format from the WIDA Consortium website. WCER will publicly display and provide the WIDA ELD Standards for download free of charge for personal and educational purposes. Educational purposes shall include LEA and individual school/teacher use within the State of Michigan. This license does not include the right for STATE or any LEA within the State of Michigan to copy and distribute the WIDA ELD Standards beyond de minimis use (de minimis use is less than 100 copies per event, however, making copies for multiple planned events is not de minimis use). WCER will publish or license to publish full color bound copies of the WIDA ELD Standards and make available to STATE, LEAs and other educators within the State of Michigan at a lower WIDA Consortium member rate. The WIDA ELD Standards shall not be modified or publicly displayed for electronic storage and retrieval in any manner without express written permission from WCER. However, linking to

7 CONTRACT NO. 171 180000000708

the WIDA Consortium website and stating the free availability of the WIDA ELD Standards is encouraged. WCER will grant additional permissions upon request but STATE acknowledges that WCER may include additional reasonable restrictions for quality control purposes depending on the nature of the request.

STATE’s license to use the WIDA Language Standards is not subject to any fee and shall remain in effect as long as STATE and/or the Michigan State Board of Education elects to use the WIDA Language Standards as the State’s language standards. For purpose of this license, STATE shall include any governmental agency of the State of Michigan. WCER will make the WIDA Language Standards available electronically in PDF format from the WIDA Consortium website. WCER will publicly display and provide the WIDA Language Standards for download free of charge for personal and educational purposes. Educational purposes shall include the following: LEA, individual school/teacher, non-profit agency use within the State of Michigan. This license does not include the right for STATE, LEAs or non-profit agencies within the State of Michigan to copy and distribute the WIDA Language Standards beyond de minimis use (de minimis use is less than 100 copies per event, however, making copies for multiple planned events is not de minimis use). WCER will publish or license to publish full color bound copies of the WIDA Language Standards and make available to STATE, LEAs, non-profits and other educators within the State of Michigan at a lower WIDA Consortium member rate. The WIDA Language Standards shall not be modified or publicly displayed for electronic storage and retrieval in any manner without express written permission from WCER or except in accordance with published guidelines issued by WIDA. However, linking to the WIDA Consortium website and stating the free availability of the WIDA Language Standards is encouraged. WCER will grant additional permissions upon request but STATE acknowledges that WCER may include additional reasonable restrictions for quality control purposes depending on the nature of the request.

STATE’s license to use the WIDA Facilitator Toolkit is not subject to any fee and shall remain in effect as long as STATE elects to use the ACCESS for ELLs. WCER will make the WIDA Facilitator Toolkit or a comparable resource available electronically from the password- protected section of the WIDA Consortium website. STATE and Michigan’s LEAs may use the WIDA Facilitator Toolkit and its individual components for STATE and LEA in-service training purposes. STATE and LEAs may modify individual components of the WIDA Facilitator Toolkit only in accordance with WCER provided user guidelines. STATE and LEAs shall not publicly distribute or display, including electronic storage or retrieval, any training materials from the WIDA Facilitator Toolkit, unless specifically permitted by WCER user guidelines or WCER.

STATE’s license to use the WIDA PL Materials is not subject to any fee and shall remain in effect as long as STATE elects to use the WIDA ELD Standards. WCER will make the WIDA PL Materials available electronically to STATE prior to any professional learning. STATE will be responsible for copying and distributing WIDA PL Materials to participants of STATE sponsored professional learning offerings. The WIDA PL Materials shall not be modified or publicly displayed for electronic storage and retrieval in any manner without express written permission from WCER.

STATE’s license to use the ACCESS for ELLs technical documents and research reports is not subject to any fee and shall remain in effect as long as STATE elects to use the ACCESS

8 CONTRACT NO. 171 180000000708

for ELLs. WCER will make the ACCESS for ELLs technical documents and research reports available electronically to STATE from the public area of the WIDA Consortium website. All confidential and proprietary information will be removed from the ACCESS for ELLs technical documents and research reports that are posted in the public area of the WIDA Consortium website. STATE will receive an individual electronic copy of all ACCESS for ELLs technical documents and research reports, including those documents and reports containing confidential and proprietary information. The ACCESS for ELLs technical documents and research reports shall not be modified and no documents or reports containing confidential and proprietary information shall be publicly displayed, including electronic storage and retrieval in any manner.

STATE shall remove as soon as practicable any WIDA Works that it publicly displays, including electronic storage and retrieval systems, that WCER determines, in its sole discretion, contain confidential or proprietary information.

WIDA, the WIDA Consortium logo, WIDA MODEL and ACCESS for ELLs are trademarks of the Board of Regents of the University of Wisconsin System (collectively the “WIDA Trademarks”). Any use of the WIDA Trademarks shall inure to the benefit of WCER. STATE acknowledges that WCER may, from time-to-time, issue trademark and copyright use guidelines and policies in order to maintain the proper use and integrity of the WIDA Trademarks and WIDA Works and the quality of WCER services and products. Current WIDA guidelines will be posted on the WIDA website or provided to state as applicable. STATE shall assist WCER in implementing any trademark and copyright use guidelines for all uses by STATE, Michigan’s LEAs, and STATE Contractors (see below).

STATE may contract with third parties (“STATE Contractors”) to provide services to LEAs and other educational agencies within the State of Michigan or organizations operating under the authority of STATE that STATE would otherwise provide (“In-service Activities”). Contracts for In-service Activities shall be limited to a set geographic territory set by STATE (“In- service Area”) and shall not authorize the provision of any WCER, WIDA or WIDA Consortium service, unless STATE receives prior written authorization from WCER to do so. STATE Contractors may charge a fee to cover the cost of providing In-service Activities. However, STATE Contractors are prohibited from charging a greater fee to LEAs and other educational agencies outside of their In-service Area, if their In-service Area is smaller than the whole state territory.

EDUCATION RECORD RELEASE AND DATA USE

The parties acknowledge that the unauthorized access to or dissemination of school student records is prohibited under state and federal law. In order to protect the privacy of students and parents, and to prevent the disclosure of STATE’s confidential information, the parties agree to enter the Education Record Release and Data Use Agreement attached as Schedule C to this MOA.

DISCLAIMER

The parties acknowledge that the Michigan Legislature, the Michigan State Board of Education, STATE and the Michigan’s LEAs set and implement the educational policy for the

9 CONTRACT NO. 171 180000000708

Michigan, including, but not limited to, the determination of how STATE and Michigan’s LEAs will meet Michigan’s and the Michigan LEAs’ federal requirements under ESSA.

THE WIDA WORKS AND RELATED SERVICES OFFERED UNDER THIS MOA WERE DEVELOPED AS PART OF THE NON-PROFIT RESEARCH AND EDUCATIONAL ACTIVITIES OF THE UNIVERSITY OF WISCONSIN-MADISON, AND ARE PROVIDED TO STATE AS PART OF THE UNIVERSITY'S MISSION OF OUTREACH AND SERVICE TO THE EDUCATIONAL COMMUNITY. THE UNIVERSITY HAS NO REASON TO BELIEVE THAT THE WIDA WORKS INFRINGE ON THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, OR ARE UNFIT FOR THE PURPOSES DESCRIBED IN THIS MOA; HOWEVER, DUE TO THE NON-COMMERCIAL NATURE OF THE UNIVERSITY IT CAN NOT PROVIDE WARRANTIES FOR THE WIDA WORKS, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Neither party shall be liable under this MOA for any special, consequential, indirect or incidental damages. IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY TO THE OTHER UNDER THIS CONTRACT, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR BY STATUTE OR OTHERWISE, FOR ANY CLAIM RELATED TO OR ARISING UNDER THIS CONTRACT, EXCEED THE MAXIMUM AMOUNT OF FEES PAID IN THE IMMEDIATELY PRECEDING CALENDAR YEAR UNDER THIS CONTRACT.

TERMINATION

The parties shall provide notice, in writing, of any failure to keep in force any of the terms and conditions of this MOA. The parties shall have the right to terminate this MOA without cause at any time during the term by giving sixty (60) days’ notice in writing. Upon termination, WCER shall be paid for all services detailed in Schedule A‒Statement and Performance of Work satisfactorily rendered up to the date of termination. Notwithstanding termination, the provisions on intellectual property and confidentiality shall survive termination.

Each party shall notify the other party immediately upon receiving information at any time that lack of continued governmental funding or any other set of circumstances may prevent continuation of this project. WCER acknowledges that STATE may suspend or terminate this MOA upon providing notice of discontinuation of governmental funding.

LIABILITY PROTECTION AND HOLD HARMLESS

The State of Wisconsin is self-funded for State liability purposes. The State's Self- Funded Liability Program provides coverage against claims made as the result of the negligent acts of University officers, employees and agents. The State's liability protection is afforded under Wisconsin Statute 895.46 (1) and extends to all employees in the course and scope of their duties.

Neither party shall be liable for the acts and omissions of the other.

10 CONTRACT NO. 171 180000000708

MISCELLANEOUS

This MOA may be amended at any time by mutual consent set forth in writing.

In the event of a disagreement regarding the terms or implementation of this MOA, the parties agree to discuss their dispute in good faith and make best efforts to achieve a mutually agreed-upon resolution.

STATE acknowledges that WCER is a research center/sub-unit of the University of Wisconsin System and therefore, is an agency of the State of Wisconsin Government. Nothing in this agreement shall be construed as waiving the sovereign immunity of the State of Michigan or the State of Wisconsin.

WCER shall comply with all Federal and state laws. WCER and its subcontractors shall comply with Federal and State of Wisconsin non-discrimination laws, including the Wisconsin Fair Employment Act and similar Federal law.

Pursuant to MCL 423.321, the State may void this Agreement if WCER or one of its subcontractors appears on the Unfair Labor Practice register.

Pursuant to MCL 18.1261(12), WCER warrants that is neither currently engaged in nor will engage in the boycott of a person based in or doing business with a strategic partner as described in 22 USC 8601 to 8606.

WCER receives federal funds and is therefore subject to federal regulations regarding federal fund recipients. WCER certifies that it complies with all Federal funding certifications and assurances required by the U.S. Office of Management and Budget. WCER certifies that it and its principal officers are not debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency from doing business with the Federal Government. WCER certifies that it is in compliance with the Federal Immigration Reform and Control Act and that it verifies the employment eligibility of all of its employees. Additional information on WCER’s representations and certification can be obtained from the federal system for award management website under DUNS: 626535538.

ADDITIONAL TERMS

1. Approval of New Subcontractors.

a. Subcontractors. The State acknowledges that WCER has existing subcontracts for the provision of WIDA Consortium-wide services, including test development and test printing, distribution, scoring and reporting. WCER shall seek advance approval from the State for the use of any subcontractors for work specific to and solely for the benefit of the State. WCER, shall upon reasonable request, make all subcontract procurements documents available to the State for its review. WCER acknowledges that WCER subcontracts that are contrary the State’s procurement requirements may be grounds for the State to terminate this agreement.

11 CONTRACT NO. 171 180000000708

2. Relationship of the Parties.

a. Independent Contractor. The Parties intend that an independent contractor relationship exist between the State and WCER, and that nothing in this MOA shall be construed as being inconsistent with that status and relationship. All individuals which WCER assigns to perform the Services shall be employees or subcontractors of WCER, and shall never be considered employees or individual agents or contractors of the State for any purpose. No such WCER employees or agents are entitled to any of the rights, compensation or other benefits which the State may provide to its own employees.

b. Non-Exclusive Services. The State does not agree to use the WCER exclusively for the performance of the Services or otherwise. It is understood and acknowledged that the State is free to contract for similar services to be performed by other persons or entities so long as such services do not interfere with the performance of the obligations of the Parties under this MOA.

3. Confidential Information.

Each Party agrees to exercise reasonable efforts to maintain the confidentiality of any information disclosed by the other that is marked or designated as “confidential” or that due to the nature of the information and the circumstances of disclosure, a reasonable person would understand the information to be confidential information of the disclosing Party. This section does not apply to information that:

a. Subject to disclosure under the federal, Michigan Freedom of Information Act (FOIA), or the Wisconsin’s open records law; or b. is available in the public domain or becomes available to the public through no act of the receiving Party; or c. is independently known prior to disclosure or is discovered independently by an employee of the receiving Party who had no access to the information supplied by the disclosing Party under this agreement; or d. is made available to the receiving Party as a matter of lawful right by a third party; or e. is required to be disclosed by applicable law, administrative or judicial process. Each Party, including the employees, agents, or subcontractors of WCER, must use the same care to prevent unauthorized disclosure of confidential information as the Parties use to prevent disclosure of its own information of a similar nature. Each Party will limit disclosure of the other Party’s confidential information to employees, agents, and subcontractors who must have access to fulfill the purpose of this MOA. In the event of a suspected or actual breach, intrusion, or unauthorized access, use or disclosure of confidential information, either Party must (a) notify the other Party as soon as practicable; (b) promptly cure any deficiencies in its internal security controls; (c) comply with any applicable federal and state laws and regulations pertaining to unauthorized disclosures; and (d) cooperate to mitigate the effects.

4. Non-Assignment.

12 CONTRACT NO. 171 180000000708

Neither Party may assign this MOA, nor its rights and duties hereunder, nor any interest herein without prior written consent from the other.

5. Entire Agreement.

This MOA constitutes the entire agreement between the Parties and supersedes all prior agreements, whether written or oral, with respect to the subject matter. All appendices, attachments, schedules and exhibits referenced in this MOA are incorporated in their entirety and form part of this MOA.

6. Non-Waiver.

Failure by either Party at any time to require performance by the other Party or to claim breach of any provision of this MOA shall not be construed as a waiver of any subsequent breach nor affect the validity and operation of this MOA, nor prejudice either Party with regard to any subsequent action to enforce the terms of this MOA.

7. Notices.

Each person identified below is the primary contact for all communications in the performance of this MOA. All notices and other communications required or permitted under this MOA must be in writing and shall be considered given when delivered. Acceptable delivery methods include: hand delivery, email, fax with receipt of transmission, or by mail return receipt requested, addressed as follows (or any other address that is specified in writing by either Party):

If to the State: Jillian Yeates 525 West Allegan Street, 1st Floor Lansing, Michigan 48913 517 275-1131 [email protected]

If to WCER: Becki Kohl, WIDA Consortium 1025 West Johnson St, MD#23, Madison, WI 53706 608-890-2550 [email protected]

8. Amendments.

The Agreement may not be modified or amended in any way except by an instrument in writing executed by authorized representatives of the University and the State. The authorized representative to negotiate modifications and amendments for the State is:

If to the State:

13 CONTRACT NO. 171 180000000708

Jillian Yeates 525 West Allegan Street, 1st Floor Lansing, Michigan 48913 517 275-1131 [email protected]

If to WCER: Becki Kohl, WIDA Consortium 1025 West Johnson St, MD#23, Madison, WI 53706 608-890-2550 [email protected]

9. Audits.

a. All records, regardless of physical form, and the accounting practices and procedures of WIDA and WCER relevant to this MOA are subject to examination by DTMB or its designee. DTMB or its designee may audit the relevant records of WCER to verify compliance with the MOA. The financial and accounting records associated with the Agreement shall be made available to DTMB or its designee and the auditor general, upon request, during the term of the MOU and any extension of the MOA and for 3 years after the later of the expiration date or final payment under the MOA.

b. In addition to the rights conferred upon the State in paragraph 9.a. and in accordance with MCL 18.1470, DTMB or its designee may audit WCER to verify compliance with the MOA. The financial and accounting records associated with the MOA shall be made available to DTMB or its designee and the auditor general, upon request, during the term of the MOA and any extension of the MOA and for 3 years after the later of the expiration date or final payment under the MOA.

10. Severability.

If any provisions of this MOA should be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions of this MOA shall not in any way be affected, impaired or prejudiced thereby.

11. Force Majeure.

Neither Party hereto shall be liable to the other for any loss of business or any other damages caused by an interruption of this MOA where such interruption is due to war, rebellion or insurrection; an act of God; fire; government statute, order or regulation prohibiting the performance of this MOA; riots; strikes, labor stoppages, lockouts or labor disputes to the extent such occurrences are not caused by the actions of the Party seeking relief under this Section; or other causes beyond the reasonable and respective control of WCER or the State.

12. Headings and Titles.

14 CONTRACT NO. 171 180000000708

Any Article or Section headings in this MOA are for convenience of the Parties only and in no way alter, modify, amend, limit or restrict contractual obligations of the Parties.

13. Counterparts.

This MOA may be executed in one or more counterparts each of which shall be deemed to be an original, but all of which constitute one and the same MOA.

a. No Third Party Beneficiary. Nothing in this MOA shall be intended to confer third party beneficiary status or rights, pursuant to MCL 600.1405 or under the common law, to any person or entity that is not a Party to this MOA.

b. Media Releases. News releases (including promotional literature and commercial advertisements) pertaining to this MOA or the project to which it relates that specifically single out the State of Michigan will not be made without prior approval by the State., and only in accordance with the instructions from the State. Neither Party may use the name or identifying marks of the other Party, or that Party’s employees, agents, or contractors, for publicity or advertising purposes without the advance permission of the other Party.

14. Signer’s Representation. This MOA has been duly authorized, executed, and delivered by the Parties and constitutes a legal, valid and binding obligation upon each of them, enforceable in accordance with its terms. Each person placing his or her signature below represents and warrants that he or she is the signatory duly authorized to execute this MOA on behalf of the State or the WCER, respectively.

This memorandum of agreement will become effective once STATE and WCER both sign it. The date of this memorandum of agreement shall be the date on which it is signed by the last party to sign it.

15 CONTRACT NO. 171 180000000708

Schedule A

STATEMENT AND PERFORMANCE OF WORK

WCER shall provide the professional services listed in paragraphs (a) through (c). The professional services set forth below shall be performed: (i) using the requisite degree of skill, care and diligence; and (ii) in accordance with professional standards consistent with nationally recognized contractors performing similar professional services.

a. WCER shall develop, administer and score the ACCESS for ELLs assessment for 2018‒ 19 and future testing years covered by this MOA in accordance with the following: i. The assessment will be administered online unless the following exceptions apply: a student requires a printed version of the assessment as an accommodation or a district/school does not have the required IT infrastructure to administer the online version. ii. WCER shall coordinate/oversee the PDSR Contractor. The PDSR Contractor may include an additional 15% of printed test booklets in its distribution to LEAs in order to accommodate fluctuations in ELL populations in larger districts. In addition to the per student charge for the ACCESS for ELLs administration, STATE shall be responsible for actual printing and distribution costs of unused tests printed and distributed in excess of 120% of the number of actual students tested. iii. WCER, through the PDSR Contractor, will use best efforts to provide error free printing, distribution, scoring and reporting of the ACCESS for ELLs assessment. WCER shall correct and provide replacement materials for any errors in printed test booklets that materially affect the reliability or validity of the test at no cost to STATE and Michigan’s LEAs. WCER shall issue an errata sheet for all errors that do not materially affect the reliability or validity of the test at no cost to STATE and Michigan’s LEAs. iv. STATE shall determine each year, through consultation with the PDSR Contractor, the testing year window dates, e.g. pre-coding, test ordering, test delivery, test window, etc. STATE shall be responsible for informing Michigan’s LEAs of the annual testing year window dates and the LEAs’ corresponding task responsibilities, e.g. online ordering and corrections submissions. STATE shall take steps to encourage accurate ordering by Michigan’s LEAs in order to prevent over-ordering of test booklets. v. WCER shall provide a State Profile that establishes communication protocols, describes state policies, test delivery specifics, and any additional cost options per MOA. This State Profile will be shared with the WCER and DRC Help Desks to ensure state-specific protocols are followed. The State Profile will be updated in collaboration with STATE. vi. Printing, distribution, scoring, and reporting policies and procedures include the following:

16 CONTRACT NO. 171 180000000708

1. DRC will provide a secure, web-based ordering system and administrative portal supported by toll-free customer service representatives (September through May, 6:00 am–8:00 pm CT and June through August, 6:00 am–6:00 pm CT). LEAs may contact a customer service representative via email at [email protected]. DRC will provide the minimum web browser requirements for the administrative portal on the login page of the administrative portal. 2. LEAs will send student identification and demographic data via file upload through the administrative portal. DRC will populate student testing records for students testing online, and produce Pre-ID labels for all students taking paper-based tests. Pre-ID labels will be packaged with the testing materials for each LEA. 3. Any submission of information for Pre-ID labels past the valid submission window will result in a late submission fee. 4. DRC will consult with STATE and share a preview of STATE specific ordering items in advance of LEA ordering to determine the appropriate file formats, ordering instructions and other related information. 5. DRC will provide test materials in large-print format upon request. LEAs shall contact DRC as early as possible in the test ordering window to ensure on-time delivery of large-print materials. 6. DRC will provide test materials in braille format upon request, for a fee. LEAs shall contact DRC as early as possible in the test ordering window to ensure on-time delivery of braille materials. 7. If a student requires additional accommodations, the LEA shall consult with their state to determine the appropriate assessment options, if any. 8. Through the administrative portal, DRC will provide software downloads for the DRC INSIGHT secure browser, which will be used as the secure test administration platform for all students testing online. 9. DRC will ship initial test materials to each LEA as designated. Individual school designations must be approved by WIDA and SEA and may incur an additional charge. 10. DRC will use United Parcel Service (UPS) for distribution to LEAs. Materials will be shipped to arrive two (2) weeks prior to the opening of the assessment window in the state. Special arrangements can be made to provide material earlier to specific sites, if approved by the WCER. Delivery of materials will be scheduled during regular school hours, 9:00 am to 3:00 pm in the appropriate time zone. DRC will send email notifications to test coordinators when materials are shipped. All sites receiving a large volume of material will receive notification at least 24 hours before the materials are delivered. All shipments will be designated as “inside delivery required” and “secure testing materials enclosed.” Signatures of receipt will provide proof of delivery and allow DRC and districts and schools to track all shipments. DRC will provide all district- and school-specific return shipping labels and forms and will be

17 CONTRACT NO. 171 180000000708

responsible for all costs associated with the return of materials. DRC may include an additional 15% of test booklets in its distribution to LEAs in order to accommodate fluctuations in ELL populations in larger districts. 11. Districts will coordinate one (1) additional materials order for the testing year (if applicable) and DRC will ship the order directly to the District within 3 days of order receipt. If overnight or two-day expedited shipping is needed by the District, then shipping charges may apply. Additional materials orders beyond the one (1) allowed may require approval from the SEA. 12. DRC will scan student booklets to capture each student’s test data. Booklets that cannot be scanned due to damage or extenuating circumstances will be reported to STATE. 13. DRC will connect each student’s data with a unique identification number. 14. Test scoring personnel will be overseen by the ACCESS for ELLs Scoring Director, housed at DRC. All test materials will be identified and scored using the unique identification number assigned during test data capture. Twenty percent of all items will be blind double-scored and the Scoring Director will monitor scorers daily to ensure inter-rater reliability of 70% or higher. 15. DRC shall provide electronic reports and data files to STATE and Michigan’s LEAs via the administrative portal, and printed score reports, as described below. Custom and specialized reports are available from DRC for additional charges. a. STATE will receive: • initial and final draft data in electronic format, including all demographic and student response data collected, raw, scale scores and proficiency levels are included in the file • State Frequency Report b. STATEs’ LEAs will receive 1 copy of the following reports: • District Frequency Report • School Frequency Report • Student Roster Report • Individual Student Report 16. WIDA will provide the WIDA Screener Paper Kits upon request, for a fee. STATE and WIDA shall agree, in writing, upon an order for WIDA Screener Paper Kits that will be delivered to the districts. WIDA shall ship the kits directly to districts and schools according to instructions provided by STATE to WCER; STATE shall provide shipping addresses and the number of kits to be sent to each district.

18 CONTRACT NO. 171 180000000708

vii. LEAs shall return tests to DRC for scoring and reporting. Reports will be available at the mutually agreed upon date. viii. General Data Corrections/Booklet Searches after the Data Validation window has closed and/or Scoring Appeals will be provided by DRC upon request. 1. A combined total of Twenty-Six (26) General Data Corrections/Booklet Searches (after Data Validation window has closed) and/or Scoring Appeals are included in the price of the ACCESS for ELLs assessment. 2. General Data Corrections/Booklet Searches (after Data Validation window has closed) and/or Scoring Appeals beyond the number included in the price of the assessment are available from DRC for additional charges. 3. Scoring Appeal - If it is found that the score was incorrectly calculated, there will be no charge for the Scoring Appeal b. WCER shall provide technical assistance to and in consultation with STATE. i. Technical assistance (TA) shall consist of providing STATE with analysis and consultation concerning Michigan’s ACCESS for ELLs test score data in relation to STATE’s and Michigan’s LEAs’ requirements. ii. Up to eight hours of TA per testing year are included in the price of the ACCESS for ELLs assessment. The included hours of TA do not include any on-site visits. STATE may obtain additional TA as needed at the daily rate in place at the time of ordering. STATE shall submit a purchase order to WCER to obtain additional TA. TA hours expire on June 30th of each testing year and cannot be rolled over from year to year. iii. WCER shall produce a technical report on the ACCESS for ELLs assessments that, at a minimum, fulfills federal requirements regarding the technical quality of English language proficiency assessments. The non-confidential technical report shall be made available for download on WCER’s website. iv. WCER may create and provide STATE with access to a comprehensive, longitudinally- based, online dashboard application comprising of aggregate ACCESS for ELLs assessment information and data from other national databases in support of STATE’s educational programs. The dashboard will only contain aggregate and/or de-identified data in accordance with Schedule C–Education Record Release and Data Use Agreement. c. WCER shall provide test administration training and professional learning services to STATE and STATE’s LEAs in consultation with STATE. i. Test administration training 1. WCER shall provide separate training modules for online and paper-based ACCESS for ELLs administration. a. Both training modules will be delivered online from the password- protected area of the WIDA website. User accounts shall be set up according to STATE in consultation with WCER. User accounts will include training certification and test administrator security agreements.

19 CONTRACT NO. 171 180000000708

b. Paper-based administration. Everyone who administers the paper-based ACCESS for ELLs test needs to take training and receive their training certification. Training certification for paper-based administration will require completion of all applicable training units and passing all applicable quizzes. Certification through the paper-based administration training program shall produce an electronic record of those who have passed the online quizzes and it shall provide a certificate to the test administrator completing the course. c. Online administration. Everyone who administers the online ACCESS for ELLs test needs to take training and receive their training certification. Training certification for online administration will require completion of all applicable training units. Certification through the online administration training program will consist of a certification checklist and shall produce an electronic record of those who completed the training and it shall provide a certificate to the test administrator completing the course. d. Webinars for State Education Agencies. WCER shall provide a series of multi-state webinars for State Education Agency support. These webinars will be conducted live and recorded. Webinars will be archived on the SEA secure portal on wida.us. e. Webinars for Local Education Agencies. WCER shall provide a series of multi-state webinars for Local Education Agency support. These webinars will be conducted live and recorded. Webinars will be archived on a secure page on wida.us. f. WCER will provide STATE with a Checklist detailing ACCESS for ELLs administration procedures. WCER will collaborate with STATE to ensure that procedures are state-specific. 2. WCER shall provide technical support to STATE and STATE’s LEAs test administrators through the Client Services Center (CSC). The CSC shall be available to assist with registering for the online training programs and troubleshooting technical difficulties related to WIDA online resources as well as answering any ACCESS for ELLs and WIDA Screener related question. Technical questions concerning the test ordering platform or testing platform will be referred to the DRC Help Desk. The CSC representatives shall be available in April-October, Monday-Thursday, 8:00 am-5:00 pm Friday, 8:00 am-4:30 pm, and in November-March, Monday-Thursday, 7:00 am-7:00 pm Friday, 7:00 am-5:00 pm and shall be available via email ([email protected]), through the WIDA website (www.wida.us), or by toll free telephone (1-866-276-7735). ii. Professional Learning 1. The parties shall cooperatively develop a plan for offering professional learning (PL) activities related to the administration of the ACCESS for ELLs assessment and use and classroom implementation of the WIDA ELD

20 CONTRACT NO. 171 180000000708

Standards by Michigan educators. The activities shall be geared toward helping STATE and LEAs’ meet their Title I and III requirements. 2. Twenty-Six (26) PL Units for testing year 2018-19 are included in the price of the ACCESS for ELLs assessment. PL Units expire on June 30th of each testing year and cannot be rolled over from year to year. The number of PL units included in the price is subject to change based on the number of students tested in the previous testing year:

Students Tested PL Units 65,000-84,999 22 Units 85,000-104,999 26 Units 105,000-124,999 30 Units

3. WCER will send electronic copies of all course materials for workshops to STATE in advance of the training. The electronic materials will include printing instructions and room set-up instructions. STATE shall be responsible for any participant registration and making and distributing all necessary hard copies of course materials, or providing online access for participants to print materials. 4. STATE is responsible for local expenses (e.g., rental of meeting space, participant’s per diems, and substitute teachers). 5. STATE shall submit a purchase order to WCER to obtain additional professional learning services. 6. If STATE cancels a jointly scheduled professional learning offering for which WCER has incurred non-cancelable costs, then STATE may either reimburse WCER for the incurred costs and reschedule the professional learning offering or it may elect to relinquish the professional learning units altogether at no additional cost to STATE. The non-cancelable costs are as follows:

Time Cancellation Rescheduling $500 + Travel costs + 22-42 days $200 per Additional Day prior to the OR event 50% of the total first day 1 Unit cancellation fees + additional day(s) cancelation fee $2000 + Travel costs + 0-21 days OR $700 per Additional Day prior to the 1 Unit OR event Workshop Unit Cost

a. No penalty will be incurred for professional learning offerings cancelled 43 days or more prior to the event

21 CONTRACT NO. 171 180000000708

b. WIDA facilitators will make every effort to be on-site for workshops. In the event that WCER must cancel an event, STATE will receive an additional webinar in addition to rescheduling the workshop c. Cancellations due to weather will be rescheduled at no charge within the same academic year 7. WCER will provide ELD Standards training and other instructional resources online. 8. Opportunities will be available in 2018-19 for SEAs to participate in the pilot phase of the new Professional Learning package. 9. WCER is working toward a new Professional Learning package by 2019-20 where a minimum 50% of PL Units allocation will be delivered through a menu of e-Learning options and the balance will be delivered through face- to-face workshops.

22 CONTRACT NO. 171 180000000708

Schedule B

INVOICE AND PAYMENT

PAYMENT SCHEDULE

For professional services rendered in accordance with this MOA and the Statement and Performance of Work in Schedule A, STATE shall pay WCER the following fees:

a. STATE agrees to pay the yearly ACCESS for ELLs costs as follows:

Testing Year 2018‒19 2019‒20 2020‒21 Online Price $27.75 Not-to-Exceed Not-to-Exceed $32.00 $34.00 Paper Price $27.75 Not-to-Exceed Not-to-Exceed $34.00 $36.00 Alternate Price $77.00 Not-to-Exceed Not-to-Exceed $141.25 $143.25 Braille Price $187.75 Not-to Exceed $194.00 Not-to Exceed $196.00

Total Pop. Est. 115,271 122,984 131,212

Online Pop. Est. 97,920 104,472 111,462

Paper Pop. Est. 16,263 17,351 18,512

Alternate Pop. 1,070 1,142 1,218 Est. Braille Pop. Est. 18 19 20

Online Cost Est. $2,717,280.00 $3,343,104.00 $3,789,708.00

Paper Cost Est. $451,298.25 $589,934.00 $666,432.00

Alternate Cost $82,390.00 $161,307.50 $174,478.50 Est. Braille Cost Est. $3,379.50 $3,686.00 $3,920.00

WIDA $67,850.00 $82,350.00 $82,350.00 Screeners Discount Est $(60,406.50) $(71,976.00) $(84,318.00)

Total Cost Est. $3,261,791.25 $4,108,405.50 $4,632,570.50

23 CONTRACT NO. 171 180000000708

1. For testing year 2018‒19, if more than 75,000 students are tested by STATE, WCER will discount the price of the online and/or paper test by $1.50 for the number of students tested in excess of 75,000 students. Future volume price discounts will be announced when future ACCESS pricing is determined. 2. WCER shall invoice STATE for test development and pre-operational costs of $1,600,000 on or before December 1 and STATE shall pay on or before January 1, and 3. WCER shall invoice STATE for the balance of the cost, based on the actual number of students tested, upon completion and delivery of the annual test reports and STATE shall pay within 45 calendar days. b. WCER will invoice STATE for the printing and distribution costs of unused tests ordered, printed and distributed in excess of 120% of the number of actual students tested and STATE shall pay within 45 calendar days. c. WCER will invoice STATE for the cost of General Data Corrections submitted past the valid submission window at $100 per student, if STATE has surpassed the number of included combined General Data Corrections/Booklet Searches and/or Scoring Appeals and STATE shall pay within 45 calendar days. d. WCER will invoice STATE for the cost of Scoring Appeals at $200 per domain per student, if STATE has surpassed the number of included combined General Data Corrections/Booklet Searches and/or Scoring Appeals and STATE shall pay within 45 calendar days. e. WCER will invoice STATE for the cost of Booklet Searches submitted past the valid submission window at $100 per student if requested with a scan code or $200 per student if without a scan code if STATE has surpassed the number of included combined General Data Correction/Booklet Searches and/or Scoring Appeals and STATE shall pay within 45 calendar days. f. WCER will invoice STATE for the cost of Pre-ID labels if the submission of information is past the valid submission window for Pre-ID labels at $5 per student and STATE shall pay within 45 calendar days. g. The daily rate for additional TA or PL will be determined at the time of purchase based on current Consortium member state pricing. h. WCER will invoice the STATE for the cost of the WIDA Screener Paper Kits and shipping delivered on behalf of the STATE.

MISCELLANEOUS

WCER may use up to 1.5% of the total contract amount to cover the cost of the following events and activities which will be conducted in compliance with UW-Madison cost regulations and policies governing meals and alcoholic beverages. Documentation for these expenses will be retained for three years and will be available for review if requested. Events and activities include: WIDA-Sponsored events at key professional conferences to discuss WIDA activities and services, working dinners with SEA or potential SEA partners or other key Consortium partners, and other events intended to further the WIDA Consortium’s goals and objectives.

24 CONTRACT NO. 171 180000000708

STATE AUDIT

All records, regardless of physical form, and the accounting practices and procedures of WCER relevant to this contract are subject to examination by the Michigan State Auditor or the Auditor’s designee. WCER will maintain all such records for at least three years following completion of this contract.

25 CONTRACT NO. 171 180000000708

Schedule C

Education Record Release and Data Use Agreement

This educational record release and data use agreement is between the STATE Department of Education (“STATE”) and The Board of Regents of the University of Wisconsin System, on behalf of the University of Wisconsin-Madison’s Wisconsin Center for Education Research (“WCER”).

The Family Education Rights and Privacy Act (“FERPA”) allows educational agencies and institutions to disclose personally identifiable information (“Confidential Data” or “PII”) from the education records of students, without consent of students or parents, to authorized representatives of SEAs in order to evaluate and comply with these federal programs and legal requirements. 20 U.S.C. § 1232g(b)(1)(C) and (b)(3) and 34 C.F.R. § 99.31(a)(3) and § 99.35.

Concurrently with its entry into this educational record release and data use agreement, STATE and WCER are entering a memorandum of agreement (the “MOA”) to provide services relating to STATE’s compliance with federal requirements under ESSA, including, but not limited to, the administration and scoring of the ACCESS for ELLS English language proficiency assessment (“Evaluation Services”).

The MOA, by its terms, establishes WCER and its subcontractors as authorized representatives of STATE with respect to the Evaluation Services provided by WCER.

WCER wishes to obtain access to and collect personally identifiable information from the education records of students without the consent of the students or their parents during the performance of these Evaluation Services and STATE wishes to acquire these Evaluation Services, while protecting the privacy of students and parents within STATE.

The Parties therefore agree as follows:

1. Acknowledgment of Release of Confidential Data and Description of Use.

A. The parties acknowledge that STATE is releasing Confidential Data to WCER for the purposes outlined in Section 3(H) below, and that the release of STATE Confidential Data to WCER is necessary for the completion of Evaluation Services. The personally identifiable information to disclosed to and collected by WCER is attached to this agreement as Exhibit A. WCER shall notify STATE and STATE shall provide written

26 CONTRACT NO. 171 180000000708

consent, if approved, of any changes to the list of disclosed information necessary for the provision of Evaluation Services.

B. WCER will use PII from education records in order to facilitate the administration, scoring and reporting of individual student assessments and to connect student records from year to year in order to establish a longitudinal data set that can be used for the evaluation and federal compliance purposes described in this section. WCER will only use de- identified data and/or aggregated data for evaluation activities once student records are connected.

C. WCER’s use of STATE’s Confidential Data is strictly limited to the uses specifically authorized under this agreement. WCER acknowledges that misuse, unauthorized release or violation of the Prohibited Uses Section, below, of STATE’s Confidential Data by WCER or its subcontractor(s), etc., or any other violation of this agreement may be determined to be a material breach of the MOA and grounds for termination.

2. Designation of Authority and STATE Access to System.

A. STATE hereby designates WCER, its subcontractors, including Data Recognition Corporation, and ACCESS for ELLs quality assurance participants as authorized representatives of STATE with respect to the provision of Evaluation Services and, specifically, the use of personally identifiable information disclosed under this agreement.

B. WCER shall provide STATE and STATE’s designated personnel with secure access to Confidential Data via WCER’s Assessment Management System.

C. WCER shall facilitate access to and correction of any factually inaccurate student information in response to an inquiry from an LEA or from the STATE. The STATE shall act as an intermediary on behalf of the LEA for any LEA inquiry.

3. Receiving Institution Obligations.

The undersigned receiving institution, WCER, agrees to abide by the following student privacy and information security requirements:

A. WCER shall not share Confidential Data with anyone, except those employees of WCER, WCER’s subcontractors, including Data Recognition Corporation, and ACCESS for ELLs quality assurance participants (“Authorized Users”) that are directly involved and have a legitimate educational interest in providing Evaluation Services according to the terms of the MOA.

B. WCER shall require all Authorized Users to comply with FERPA and other applicable state and federal student privacy law. WCER shall require and maintain confidentiality agreements with each Authorized User of Confidential Data. The terms of the Authorized User confidentiality agreements shall contain, at a minimum, the terms and conditions

27 CONTRACT NO. 171 180000000708

of this educational record release and data use agreement. A copy of the current WCER employee confidentiality agreement is attached to this agreement as Exhibit B. WCER shall perform and cause its subcontractors to perform background checks on all of its employees and agents that are Authorized Users, prior to providing authorized access to Confidential Data. All background checks will be performed in accordance with the State of Wisconsin/University of Wisconsin background checks for employees and contractors.

C. WCER certifies that it has the capacity to restrict access to Confidential Data solely to Authorized Users and ensure that the Confidential Data is accessed only for the purposes described in this agreement. WCER shall protect Confidential Data in a manner that does not permit personal identification of students and their parents by anyone except those bound by this agreement and STATE. WCER and its subcontractors subject to this section shall maintain a comprehensive information security program that is reasonably designed to protect the security, privacy, confidentiality, and integrity of Confidential Data. A copy of WCER’s Standard Security Policies and Procedures is attached to this agreement as Exhibit C. WCER shall notify STATE in accordance with the procedures in Exhibit C if it learns of any of the following: i. A use of Confidential Data by anyone that is inconsistent with the terms of this agreement or for a use not authorized under the MOA; ii. A security breach to any system containing Confidential Data; or iii. Any disclosure of Confidential Data to anyone other than an Authorized User or the STATE officials authorized to receive Confidential Data.

WCER shall cooperate and take all reasonable means prescribed by STATE to secure any breaches as soon as practicable.

D. WCER shall not store, process or transfer Confidential Data outside the United States.

E. WCER shall not redisclose Confidential Data to any other party without the prior consent of the parent or eligible student. F. WCER shall destroy all Confidential Data within 45 days after it is no longer needed to perform the Evaluation Services described in this agreement, upon STATE’s request or upon termination of this agreement, whichever occurs first or unless otherwise agreed upon in writing. WCER shall provide written verification of the data destruction to STATE within 45 days after the data is destroyed. Prior to destruction, STATE may request a copy of all electronically stored Confidential Data retained by WCER or its subcontractor in accordance with the Transfer Protocol section below. "Destroy" means to remove Confidential Data from WCER’s systems, paper files, records, databases, and any other media regardless of format so that the Confidential Data is permanently irretrievable in the WCER’s and Subcontractor’s normal course of business.

G. WCER shall permit STATE, at STATE’s cost, to audit, upon reasonable request, that it is complying with the Standard Security Policies and Procedures in Exhibit C and/or that it has destroyed the data as verified.

28 CONTRACT NO. 171 180000000708

H. WCER shall collect and use these Confidential Data only for the purpose of assisting STATE to carry out an audit or evaluation of Federal and State supported education programs and to comply with the Federal legal requirements related to the activities outlined in the MOA, including but not limited to: i. Activities related to the development, administration, scoring and reporting of the annual assessment of student English proficiency; ii. Activities related to the evaluation of federally-supported education programs; iii. Activities related to English language instruction, acquisition, assessment and achievement; and iv. The development of accountability measures and models for limited English proficient children that relate to these children’s development and attainment of English proficiency while meeting challenging State academic content and student academic achievement standards.

I. If STATE requests additional services for activities beyond the scope specified in Section H, above, but consistent with STATE’s federal and state requirements, then WCER shall obtain prior written approval from STATE before accessing Confidential Data. Any Confidential Data collected by WCER under activities approved by STATE under this sub-section, which is not regularly collected within the scope of Section H, above, but is consistent with the activities of Section H, shall be subject to the terms and conditions of this agreement.

J. WCER shall obtain from the University of Wisconsin-Madison Institutional Review Board either approval or a determination of exemption for all research conducted using Confidential Data where required by law and/or University policy.

K. If WCER becomes legally compelled to disclose any Confidential Data (whether by judicial or administrative order, applicable law, rule or regulation, or otherwise), then WCER shall use all reasonable efforts to provide STATE with prior notice before disclosure so that STATE may seek a protective order or other appropriate remedy to prevent the disclosure; provided, however, that WCER will use all reasonable efforts to maintain the confidentiality of Confidential Data. If a protective order or other remedy is not obtained prior to when any legally compelled disclosure is required, WCER will disclose only that portion of Confidential Data that it is legally required to disclose.

4. Prohibited Uses

A. WCER shall not sell STATE’s Confidential Data, use STATE’s Confidential Data for purposes of targeted advertising to students or any party, or use STATE’s Confidential Data to create a personal profile of a student other than supporting the Evaluation Services described in this Contract. “Targeted Advertising” means selecting and sending advertisements to a student based on information obtained or inferred over time from the student’s online behavior, use of applications, or PII.

29 CONTRACT NO. 171 180000000708

B. WCER shall not use Confidential Data to measure, capture, record or analyze any biological characteristics that can be used for automated recognition of an individual. WCER shall not create or maintain any biometric records, as defined by FERPA, using PII disclosed, captured or received during the course of providing Evaluation Services to STATE.

C. WCER shall contractually require any subcontractor that it discloses STATE’s Confidential Data in accordance with this contract to comply with the requirements of this prohibited uses subsection.

5. Transparency Requirements

WCER shall provide transparency to parents, school districts and the public about its collection and use of PII for ACCESS for ELLs test administrations by posting the following information in plain English on its public website:

A. Contact information for an individual within WCER’s organization that can provide information on or answer questions related to the use of PII by WCER and Data Recognition Corporation.

B. An explanation of how the PII will be shared with Subcontractors or disclosed to any third party.

C. The types of PII WCER collects, generates, or uses. This information must include all PII that is collected regardless of whether it is initially collected or ultimately held individually or in the aggregate.

D. An explanation of the PII, an explanation of how the PII is used, and the learning purpose for which the PII is collected and used.

E. WCER shall update this information on its website as necessary to maintain accuracy. WCER acknowledges that the STATE may post this information on its public website, in STATE’s sole discretion.

F. WCER shall send the STATE a written notice that includes a clear explanation of the proposed changes prior to making a material change to the transparency information required by this section.

6. Use of Aggregate Data.

A. In order to provide Consortium level data and analysis to WIDA consortium member states, WCER will aggregate State of STATE data with all other WIDA Consortium member states. B. WCER shall follow the recommended practices outlined in the IES-SLDS Technical Brief Statistical Methods for Protecting Personally Identifiable Information in Aggregate

30 CONTRACT NO. 171 180000000708

Reporting, December 2010, Brief 3 NCES 2011-603, including the use of a minimum of 10 students for the reporting subgroup size limitation in Aggregate Reporting.

7. Permission to Use Data.

STATE acknowledges that by entering this agreement it is approving, in writing, of WCER’s use of these Confidential Data within the scope of purposes outlined in this agreement and Section 3H, above.

8. Transfer Protocol.

The parties shall work cooperatively to determine the proper medium and method for the transfer of Confidential Data between each other. The party receiving Confidential Data shall confirm the transfer of Confidential Data and notify the transferring party as soon as practicable of any discrepancies between the actual data transferred and the data described in this agreement.

9. Remedies.

WCER acknowledges that the breach of this Agreement on its part may result in irreparable and continuing damage to STATE for which money damages may not provide adequate relief. In the event of a breach or threatened breach of this Agreement by WCER, STATE, in addition to any other rights and remedies available to it at law or in equity, may be entitled to preliminary and permanent injunctions, enjoining and restraining the breach or threatened breach.

10. Binding Effect and Assignability.

The rights and obligations of each party under this Agreement shall inure to the benefit of and shall be binding upon that party and its respective successors and assigns.

11. Waiver.

The failure by one party to require performance of any provision shall not affect that party's right to require performance at any time thereafter, nor shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent breach or default or a waiver of the provision itself. No modification, amendment, waiver or release of any provision of this Agreement or of any right, obligation, claim or cause of action arising from this Agreement shall be valid or binding for any purpose unless in writing and duly executed by the party against whom they are asserted.

12. Severability.

Any provision of this Agreement that is declared invalid by a court of competent jurisdiction or by operation of law, shall not affect the validity or enforceability of any other provision of this Agreement.

31 CONTRACT NO. 171 180000000708

13. Term.

The term of this Agreement shall be the same as the term of the MOA of even date herewith between STATE and WCER/University of Wisconsin for the development, administration and scoring of ACCESS for ELL’s and other testing services, unless terminated earlier by either party upon thirty (30) days advanced written notice.

14. Data Custodians. The following individuals are the designated data custodians for their respective entities with respect to this educational record release and data use agreement:

For WCER

WIDA Consortium – Data at rest/compliance uses H. Gary Cook Research Director 1025. W Johnson St., MD#23 Madison, WI 53706 Phone: 608-890-0471 Email: [email protected]

WIDA Consortium – Assessment operational uses H. Gary Cook Research Director 1025. W Johnson St., MD#23 Madison, WI 53706 Phone: 608-890-0471 Email: [email protected]

For Data Recognition Corporation – Assessment platform vendor Karen Jans Sr. Director, Education Programs 13490 Bass Lake Road Maple Grove, MN 55311 Phone: 763-268-2040 Email: [email protected]

This educational record release and data use agreement will become effective once STATE and WCER both sign it. The date of this agreement shall be the date on which it is signed by the last party to sign it.

32 CONTRACT NO. 171 180000000708

Schedule D

WIDA Consortium Board

1. Purpose a. Advisory - The WIDA Consortium Board serves as an advisory board to the WIDA Consortium operational leadership. The WIDA Consortium leadership solicits input on and the WIDA Consortium Board offers guidance and support on the annual offering of WIDA’s Core Package of educational services in consideration of recommendations made by subcommittees. b. Collaborative - The WIDA Consortium Board provides an organized opportunity for SEAs to associate and address common issues relating to English language learners, the academic English language development of kindergarten through grade 12 students and other issues related to SEA and LEA requirements of Title I and III supporting ESSA. 2. Structure a. Board Member Appointment - Each WIDA Consortium Member should appoint one SEA representative to the WIDA Consortium Board. Wisconsin, Illinois and Florida are each entitled to appoint one additional representative to the WIDA Consortium Board. b. Term of WIDA Consortium Board Members - Each WIDA Consortium Board Member will serve until replaced by their respective SEA or until their SEA is no longer a WIDA Consortium Member. c. Removal of WIDA Consortium Board Members – WIDA Consortium Board Members may only be removed by their respective SEA. An SEA will appoint a successor member to the WIDA Consortium Board if that SEA removes its appointed member. d. Compensation - Members of the WIDA Consortium Board do not receive compensation. 3. Operations a. General - WCER, through the WIDA Consortium will facilitate the activities of the WIDA Consortium Board. WCER will provide the necessary personnel to serve as a liaison between the WIDA Consortium Board Members and the WIDA Consortium. b. Meetings - The WIDA Consortium will hold the following meetings: i. Annual Meeting - WCER will conduct an annual gathering of the WIDA Consortium Board. The gathering will be held in late spring. ii. Committee Meetings - WCER will conduct committee meetings of the WIDA Consortium Board as provided in 4.c. below, Committees. iii. Special Meetings -WCER will conduct special meetings concerning the ongoing development and review of the annual offering of the Core Package of educational services as necessary. WCER may hold special meetings either in person or via teleconference. Attendance at special meetings may be held to a limited number of WIDA Consortium Board Members. c. Communications

33 CONTRACT NO. 171 180000000708

i. General – WCER will provide the necessary infrastructure to facilitate the WIDA Consortium Board activities. ii. Meeting Summaries – WCER will maintain meeting notes and provide meeting summaries to the WIDA Consortium Board Members after any WIDA Consortium Board meeting. d. Costs i. General - WCER will pay the costs associated with operating the WIDA Consortium Board. ii. Travel Expenses -WCER will pay for/reimburse WIDA Consortium Board Members' travel expenses incurred in connection with attending a WIDA Annual Board meeting. If an SEA wants to bring up to two additional people to attend the WIDA Annual Board Meeting, that SEA is responsible for their travel expenses. In the first year an SEA becomes a WIDA Consortium Member WCER will pay for/reimburse the travel costs of one additional person from that state to attend the WIDA Annual Board meeting. All travel expense reimbursements will be made in accordance with State of Wisconsin guidelines. e. Fiscal Impact - The activities of the WIDA Consortium Board will have no direct fiscal impact on individual WIDA Consortium Members without an additional written agreement between the individual WIDA Consortium members and WCER. If WIDA Consortium Board Members recommend and the WIDA Consortium adopts any changes to the Core Package of educational services that affect the price of the Core Package, then no price change will take effect until the individual WIDA Consortium Members execute written agreements with WCER that reflect these changes. 4. Activities a. General - The activities of the WIDA Consortium Board include the following: i. Attendance at the WIDA Annual Board meeting ii. Participation on WIDA subcommittees as appointed iii. Participation at special meetings conducted by the WIDA Consortium b. WIDA Annual Board Meetings - WCER, through the WIDA Consortium, will coordinate the meetings of the WIDA Consortium Board. i. Meeting Agendas -The WIDA Consortium will set the agendas for any WIDA Annual Board meetings. ii. Meeting Activities 1. Presentations - The WIDA Consortium will present updates on WIDA Consortium activities related to the implementation, research, and development of the Core Package. 2. Discussion and Review Groups - The WIDA Consortium will facilitate discussion groups on targeted topics related to the implementation, research, and development of the Core Package. The discussion groups are an opportunity for WIDA Consortium Board Members to provide input to the WIDA Consortium and to interact and exchange ideas with other SEAs.

34 CONTRACT NO. 171 180000000708

3. Policy Orientation and Priority Setting - The WIDA Consortium may poll the WIDA Consortium Board in order to ascertain the position of WIDA Consortium Board Members on issues related to the policy orientation and priorities of the implementation, research and development of the Core Package. Each WIDA Consortium Board Member present will receive one vote. The votes will be recorded and taken into consideration by the WIDA Consortium. c. Committees i. Executive Committee – The Executive Committee is a standing committee that meets to discuss issues that require cross-collaboration among subcommittees. 1. Purpose - The purpose of the Executive Committee is to recommend, to advise, and comment on policy and priority issues related to the implementation, research, and development of the Core Package and provide recommendations to WIDA leadership. 2. Makeup - Membership on the Executive Committee will consist of the following: a. SEA representatives (one from each subcommittee with expertise in that area) b. One LEA representative (appointed by the LEA Advisory Committee) c. Three standing members (one Wisconsin Department of Public Instruction representative, one Illinois State Board of Education representative, and one Florida Department of Education representative) 3. Term - Executive Committee members serve a two year term. 4. Meetings - The Executive Committee meets virtually and face-to- face each year. Face-to-face meetings include the WIDA Annual Board Meeting in June and one in the late fall. Virtual meetings are scheduled as needed. ii. Subcommittee organizational structure – WCER, through the WIDA Consortium, will form standing subcommittees for the purpose of vetting policy and priority issues related to the implementation, research, and development of the Core Package. Each subcommittee will focus on one main component of the Core Package and may collaborate with other subcommittees, as needed. 1. Standing subcommittees a. Accessibility, Accommodations, and Equity b. Assessment-Development and Implementation c. Assessment-Psychometrics d. National Policy e. Professional Learning f. Research g. Standards 2. SEA Membership a. Member states may have representation on three

35 CONTRACT NO. 171 180000000708

subcommittees, plus Research, for a maximum of four subcommittees b. Each SEA representative may join no more than two subcommittees. c. No more than one SEA representative per state may serve on a subcommittee 3. Membership process - SEA representatives interested in serving on a subcommittee complete and submit the Subcommittee Interest Questionnaire during open enrollment June 1–30. Notices are sent to members in July. 4. Terms of subcommittee membership - Each SEA representative appointed to serve on a subcommittee will actively serve to the end of their appointed term based on subcommittee guidance. 5. Compensation - Members serving on WIDA subcommittees do not receive compensation. 6. Communications - Notes from subcommittees will be made available to all WIDA Consortium members via the secure website. Information and updates will be shared through the established SEA Quarterly and Regional meetings schedule, in addition to standard communication channels. ii. LEA Advisory Committee – The LEA Advisory Committee is a standing committee comprised of local education representatives from each of the regions. 1. Purpose - The purpose of the LEA Advisory Committee is to raise and vet policy and priority issues related to the implementation, research and development of the Core Package with respect to issues effecting local education agencies. 2. Makeup - Two LEAs per region, one representing Subgroup A and one representing Subgroup B, will be nominated by their SEA and approved by the regional group. Regions and Subgroups are defined on the WIDA website at https://www.wida.us/membership/regions/ 3. Term of membership – LEAs serve a two-year term on a staggered rotation as outlined below. a. Subgroup A for all four Regional Groups i. June 15, 2015– June 14, 2017 ii. June 15, 2017–June 14, 2019 iii. June 15, 2019–June 14, 2021 b. Subgroup B for all four Regional Groups i. June 15, 2016–June 14, 2018 ii. June 15, 2018–June 14, 2020 iii. June 15, 2020–June 14, 2022 4. Meetings – The LEA Advisory Committee meets five times annually: one face-to-face session at WIDA Central in Madison, and quarterly, four 1.5 hour WebEx sessions. There may be additional opportunities to share feedback by independent review

36 CONTRACT NO. 171 180000000708

of materials and/or one-on-one discussions with various WIDA departmental members. iii. Ad Hoc Committees – WIDA may form ad hoc committees as needed. The ad hoc committees meet to address a specific task or object and dissolve after completion or accomplishment of the assigned task or objective.