BVUSD SIS Contract Documents Template.pdf

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BEAR VALLEY UNIFIED SCHOOL DISTRICT

STUDENT INFORMATION SYSTEM

CONTRACT DOCUMENTS TEMPLATE

For use with BVUSD Next-Generation Student Information System RFP

2026-27 Procurement

DRAFT FOR DISTRICT / LEGAL COUNSEL REVIEW

Prepared as a procurement template; not a substitute for advice of District legal counsel.

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How to Use This Package This package is designed for a California K-12 school district procuring a cloud-based Student Information System (SIS) through competitive negotiation. It is intentionally different from a public works contract package: it omits construction-specific requirements such as payment/performance bonds, prevailing wage, DIR registration, retention, stop-payment notices, and construction change-order procedures, while adding SaaS licensing, student-data privacy, cybersecurity, implementation, acceptance testing, service levels, data migration, transition assistance, and technology-specific warranties.

Bracketed items [LIKE THIS] are fields for BVUSD to complete or negotiate. The selected proposer's final proposal and any vendor paper should be incorporated only in the order of precedence stated in the Agreement.

Recommended Contract Documents

1. Agreement for Student Information System and Related Services (main agreement).

2. Exhibit A - Scope of Work and Functional Requirements.

3. Exhibit B - Implementation, Migration, Testing and Acceptance Plan.

4. Exhibit C - Pricing and Payment Schedule.

5. Exhibit D - Service Level Agreement (SLA).

6. Exhibit E - Student Data Privacy and Information Security Requirements / CA-NDPA.

7. Exhibit F - Insurance Requirements.

8. Exhibit G - Certifications and Compliance Forms.

9. Exhibit H - Contractor's Final Proposal (incorporated subject to order of precedence).

10. Exhibit I - Approved Vendor License/Subscription Terms, if any (subordinate to District terms).

11. Form 1 - Milestone Acceptance Certificate.

12. Form 2 - Final System Acceptance Certificate.

13. Form 3 - Change Authorization.

Procurement Notes The RFP should identify Public Contract Code section 20118.2 as the competitive-negotiation authority if BVUSD elects to proceed under that statute, and the Governing Board should make the finding required by section 20118.2(c). The final contract should also satisfy Education Code section 49073.1 for third-party digital storage, management, retrieval, or use of pupil records. BVUSD should have counsel review the final negotiated indemnity, limitation-of-liability, privacy, cybersecurity, and insurance provisions before Board approval.

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AGREEMENT FOR STUDENT INFORMATION SYSTEM AND RELATED SERVICES

This Agreement for Student Information System and Related Services ("Agreement") is entered into as of [DATE] by and between BEAR VALLEY UNIFIED SCHOOL DISTRICT, a California public school district ("District"), and [LEGAL VENDOR NAME], a [STATE/ENTITY TYPE] ("Contractor"). District and Contractor may each be a "Party" and collectively the "Parties."

RECITALS

A. District issued a Request for Proposal for a Next-Generation Student Information System ("RFP") to obtain a modern SIS, related implementation, migration, integration, training, hosting, support, and maintenance services.

B. District intends this technology procurement to be conducted pursuant to Public Contract Code section 20118.2, subject to the Governing Board findings and procurement procedures required by law.

C. Contractor submitted a proposal representing that it possesses the qualifications, personnel, technology, experience, and resources necessary to perform the Services.

D. District desires to obtain, and Contractor desires to provide, the System and Services on the terms stated in the Contract Documents.

1. DEFINITIONS

1.1 "Acceptance" means District's written determination that a Deliverable or the System satisfies the applicable Acceptance Criteria.

1.2 "Authorized User" means a District employee, pupil, parent/guardian, contractor, agent, or other person authorized by District to access the System.

1.3 "Contract Documents" means this Agreement and the documents identified in Section 3.

1.4 "District Data" means all data, records, files, content, metadata, logs, attachments, configurations, and information supplied by or on behalf of District, generated through District's use of the System, or relating to District pupils, employees, parents/guardians, operations, or programs.

1.5 "Go-Live" means District-authorized production use of the new SIS for District operations.

1.6 "Pupil Records" has the meaning applicable under California Education Code section 49073.1 and related law.

1.7 "Security Incident" means unauthorized access to, acquisition, use, disclosure, alteration, loss, destruction, or compromise of District Data or systems used to provide the Services.

1.8 "Services" means all software, SaaS subscriptions, hosting, implementation, configuration, integrations, migration, testing, training, support, maintenance, professional services, and other obligations required by the Contract Documents.

1.9 "System" means Contractor's SIS platform and all modules, interfaces, APIs, integrations, tools, environments, and components furnished under this Agreement.

2. TERM; BOARD APPROVAL

2.1 Initial Term. The Agreement begins upon approval by the District Governing Board and execution by authorized representatives and continues through [DATE], unless earlier terminated.

2.2 Implementation Period. Implementation will proceed under Exhibit B, with a target full Go-Live of the first business day in January 2028, unless modified by written agreement.

2.3 Renewal. District may exercise [NUMBER] optional [ONE-YEAR] renewal periods by written notice. No automatic renewal applies unless expressly approved in writing by District.

2.4 No Binding Obligation Before Approval. No obligation requiring Governing Board approval is binding on District until such approval occurs.

3. CONTRACT DOCUMENTS; ORDER OF PRECEDENCE

3.1 The Contract Documents are: (a) this Agreement and mutually executed amendments; (b) District-issued RFP addenda; (c) the District RFP; (d) Exhibits A-G; (e) Contractor's final proposal, Exhibit H; and (f) any approved Contractor standard terms, Exhibit I.

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3.2 In a conflict, the documents control in the order listed above, except that a later mutually executed amendment expressly identifying the provision modified will control.

3.3 No click-through, browse-wrap, portal term, hyperlink term, online policy, invoice term, purchase-order acknowledgment, or other Contractor term will modify the Contract Documents unless expressly incorporated by a written amendment signed by an authorized District representative.

3.4 Contractor's proposal statements marked "Comply" or equivalent are binding performance commitments unless expressly modified in the final Contract Documents.

4. SCOPE OF SERVICES

4.1 Contractor shall provide a complete, operational SIS and all Services reasonably necessary to achieve the requirements in the Contract Documents.

4.2 Contractor shall furnish all labor, project management, licenses, hosting, configuration, integrations, migration, testing, documentation, training, support, maintenance, updates, and other resources included in the agreed price.

4.3 Contractor shall not materially reduce functionality during the Term. Material replacement or retirement of functionality requires advance notice and a functionally equivalent or better replacement at no additional cost unless District agrees otherwise.

4.4 Contractor is responsible for the acts and omissions of its employees, subcontractors, subprocessors, and agents.

5. COMPENSATION; PRICE PROTECTION

5.1 District shall pay only the charges expressly stated in Exhibit C and only after the applicable payment condition has been satisfied.

5.2 Except as expressly listed in Exhibit C, pricing includes all costs necessary to perform the Services, including implementation, ordinary travel, hosting, storage, support, maintenance, updates, required interfaces, documentation, and Contractor-controlled third-party components.

5.3 No additional work or charge is authorized without a written Change Authorization signed by District's authorized representative before the cost is incurred.

5.4 Renewal increases, if any, shall not exceed [__]% annually / [CPI CAP LANGUAGE], unless otherwise stated in Exhibit C.

5.5 Payment of an invoice does not constitute Acceptance, waive a warranty, or waive District's right to dispute defective or nonconforming Services.

6. IMPLEMENTATION; PROJECT GOVERNANCE

6.1 Contractor shall perform implementation in accordance with Exhibit B and maintain a current project plan identifying tasks, owners, dependencies, risks, decisions, and milestones.

6.2 Contractor shall assign a qualified project manager and the key personnel identified in its proposal. Contractor shall not replace key personnel without reasonable notice and personnel of substantially equivalent qualifications.

6.3 Contractor shall promptly identify any circumstance that may affect schedule, cost, security, data integrity, CALPADS reporting, or Go-Live readiness and provide a corrective-action plan.

6.4 Schedule changes do not authorize additional compensation unless approved through a Change Authorization.

7. DATA MIGRATION AND VALIDATION

7.1 Contractor shall extract/import, cleanse as agreed, map, convert, validate, and reconcile the historical and current data identified in Exhibit B.

7.2 Contractor shall provide field mapping, exception reports, record counts, validation results, and reconciliation support sufficient for District to verify completeness and accuracy.

7.3 Contractor shall correct at its expense migration errors attributable to Contractor, its tools, mappings, or processes.

7.4 Production cutover shall not occur until District authorizes it in writing after required validation and testing.

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8. TESTING AND ACCEPTANCE

8.1 Deliverables are subject to District review and Acceptance against the Acceptance Criteria in Exhibit B.

8.2 District may reject a Deliverable that materially fails Acceptance Criteria by providing a description of deficiencies.

Contractor shall correct the deficiencies and resubmit without additional charge.

8.3 Silence, use for testing, partial use, invoice payment, or passage of time does not constitute Acceptance unless Exhibit B expressly states otherwise.

8.4 Final System Acceptance occurs only upon District's execution of the Final System Acceptance Certificate.

8.5 District may authorize conditional acceptance subject to a written punch list and correction deadline; conditional acceptance does not waive unresolved items.

9. LICENSE; ACCESS; ENVIRONMENTS

9.1 During the Term, Contractor grants District a nonexclusive right to access and use the System for District educational and administrative operations for all Authorized Users within the contracted scope.

9.2 The subscription includes production and [TEST/SANDBOX/TRAINING] environments as specified in Exhibit A.

9.3 Contractor shall not impose unlisted user, transaction, API, storage, record, export, or integration limits.

9.4 District may use reasonable automated interfaces and APIs supplied or approved by Contractor for District business and approved integrations.

10. DISTRICT DATA OWNERSHIP AND USE

10.1 District Data remains the property of and under the control of District. Contractor acquires no ownership interest in District Data.

10.2 Contractor may access and use District Data only to perform the Services or as specifically authorized by District and applicable law.

10.3 Contractor shall not sell District Data; use it for targeted advertising; build advertising profiles; or use personally identifiable District Data to develop, train, or improve a general-purpose artificial intelligence or machine-learning model without District's express written authorization and a legally compliant data-use agreement.

10.4 Contractor shall not assert a lien, possessory right, or other right to withhold District Data because of a payment or contract dispute.

10.5 Upon request and at termination, Contractor shall provide District Data in the formats and manner required by Section 25 and Exhibit E.

11. PUPIL RECORDS; PRIVACY

11.1 The Parties intend this Agreement and Exhibit E to satisfy applicable requirements of Education Code section

49073.1 and other applicable pupil-record privacy law.

11.2 Pupil Records remain the property of and under the control of District. Contractor shall use Pupil Records only for purposes required or specifically permitted by the Contract Documents.

11.3 Contractor shall support District procedures for lawful parent, guardian, and eligible-pupil review and correction of personally identifiable information.

11.4 Contractor shall implement and maintain procedures, training, and safeguards to protect the security and confidentiality of Pupil Records and shall comply with the incident-notification requirements of Exhibit E.

11.5 Contractor shall delete or return Pupil Records at termination as required by law and the Contract Documents, subject only to legally required retention.

11.6 Exhibit E and any executed California Student Data Privacy Agreement (CA-NDPA) are incorporated. If privacy terms conflict, the term providing greater protection to District Data will control unless prohibited by law.

12. INFORMATION SECURITY

12.1 Contractor shall maintain a written information-security program appropriate to the sensitivity of District Data and the risks associated with the Services.

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12.2 At minimum, Contractor shall maintain encryption in transit and at rest; role-based access control; least-privilege administration; multifactor authentication for privileged accounts; secure authentication; logging and monitoring;

vulnerability and patch management; secure backup; incident response; and disaster-recovery controls.

12.3 Contractor shall provide, upon reasonable request, current independent security assurance documentation such as SOC 2 Type II, ISO 27001 certification, or comparable evidence, subject to reasonable confidentiality restrictions.

12.4 Contractor shall remediate material vulnerabilities within commercially reasonable risk-based timeframes and promptly address actively exploited vulnerabilities affecting the System.

12.5 Contractor shall not materially reduce security safeguards during the Term.

13. SECURITY INCIDENT RESPONSE

13.1 Contractor shall notify District without unreasonable delay and in no event later than [24] hours after confirmation of a Security Incident involving District Data, or sooner if required by applicable law or Exhibit E.

13.2 Notice shall include, to the extent known, the nature of the incident, systems/data affected, date/time, mitigation taken, investigation status, and Contractor's incident contact.

13.3 Contractor shall preserve relevant evidence, investigate, mitigate, cooperate with District, provide regular updates, and furnish a written root-cause/corrective-action report.

13.4 Contractor shall not notify affected individuals, regulators, or media on District's behalf without District approval unless legally required, in which case Contractor shall coordinate with District to the extent permitted by law.

13.5 Allocation of incident-response costs and legally required notices shall be governed by the indemnity, insurance, and applicable liability provisions of this Agreement.

14. SUBCONTRACTORS AND SUBPROCESSORS

14.1 Contractor shall remain fully responsible for subcontractors and subprocessors.

14.2 Contractor shall maintain a current list of material subprocessors that access or host District Data and provide District reasonable advance notice of material additions or replacements.

14.3 Contractor shall bind subprocessors to written privacy and security obligations no less protective of District Data than applicable obligations imposed on Contractor.

14.4 Contractor shall not transfer District Data to a location or provider inconsistent with Exhibit E without required notice/approval.

15. SERVICE LEVELS; SUPPORT; MAINTENANCE

15.1 Contractor shall meet the service levels in Exhibit D, including 99.9% minimum uptime excluding approved scheduled maintenance.

15.2 Contractor shall provide the response and resolution/workaround targets stated in Exhibit D and heightened support during California state-reporting windows.

15.3 Service credits are not District's exclusive remedy. Repeated or material SLA failures may constitute breach.

15.4 Contractor shall provide advance notice of scheduled maintenance and perform maintenance during agreed off-peak windows where practicable.

15.5 Updates shall preserve District configurations, user-defined fields/tables, data integrity, and required integrations unless District approves a change.

16. ACCESSIBILITY

16.1 Contractor shall maintain the contracted user-facing System in material conformance with WCAG 2.2 Level AA to the extent applicable.

16.2 Contractor shall provide a current VPAT or comparable accessibility conformance report upon request.

16.3 Contractor shall promptly remediate verified accessibility defects that materially interfere with use by persons with disabilities and shall provide reasonable workarounds while remediation is pending.

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17. WARRANTIES

17.1 Contractor warrants that the System and Services will materially conform to the Contract Documents, documentation, and binding representations in Contractor's proposal.

17.2 Contractor warrants it has all rights necessary to provide the System and Services without infringing third-party intellectual-property rights.

17.3 Contractor warrants Services will be performed professionally by qualified personnel consistent with generally accepted industry practices.

17.4 Contractor warrants that malicious code will not knowingly be introduced into District systems or data.

17.5 The implementation warranty shall continue for twelve (12) months following Final System Acceptance. SaaS performance, security, support, and conformity obligations continue throughout the Term.

17.6 Contractor shall correct warranty defects without additional charge.

18. INTELLECTUAL PROPERTY

18.1 Contractor retains ownership of its preexisting software, tools, documentation, methodologies, and intellectual property, subject to District's license rights.

18.2 District retains ownership of District Data and District-created materials.

18.3 Unless otherwise stated in Exhibit A, custom configuration, reports, templates, mappings, and documentation created specifically for District may be used by District during and after the Term to the extent necessary to access, understand, transition, or preserve District operations and records.

18.4 Contractor shall defend and indemnify District against third-party claims alleging that the System or Services infringe intellectual-property rights, subject to Section 20.

19. INSURANCE

19.1 Contractor shall maintain the insurance in Exhibit F throughout the applicable period and provide evidence before performance.

19.2 Required coverage should include, as applicable: commercial general liability; workers' compensation/employers liability; technology errors and omissions/professional liability; cyber/privacy liability; and automobile liability where vehicles are used in performance.

19.3 District may require additional-insured status for applicable liability policies as stated in Exhibit F. Cyber and technology E&O requirements shall be tailored to the risk and contract value.

20. INDEMNIFICATION

20.1 To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless District, its Governing Board, officers, employees, and agents from third-party claims, damages, liabilities, losses, judgments, penalties, and reasonable costs arising from Contractor's negligence, willful misconduct, violation of law, or breach of its obligations concerning confidentiality, privacy, security, or intellectual property, except to the extent caused by District's negligence or willful misconduct.

20.2 Intellectual-property claims shall include Contractor's obligation, at its expense and option, to obtain continued rights, modify/replace the affected item without material loss of functionality, or refund prepaid amounts for unusable Services and provide transition assistance if continued use cannot reasonably be secured.

20.3 Final indemnity language is subject to District legal counsel review and any negotiated limitation-of-liability provisions.

21. LIMITATION OF LIABILITY

21.1 [NEGOTIATION CLAUSE.] Except for Excluded Claims, each Party's aggregate liability arising from this Agreement shall not exceed [CAP].

21.2 "Excluded Claims" should be negotiated and may include obligations arising from infringement indemnity; breach of confidentiality/privacy; Security Incidents caused by Contractor's breach of security obligations; fraud; gross negligence; willful misconduct; amounts covered by required insurance; and obligations to return/refund District Data or prepaid fees.

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21.3 No limitation will authorize Contractor to retain, sell, misuse, or withhold District Data.

21.4 District legal counsel should approve this Section after review of Contractor's proposed cap and insurance program.

22. CONFIDENTIALITY; PUBLIC RECORDS

22.1 Each Party shall protect the other's lawfully confidential information using reasonable care and use it only for contract purposes.

22.2 Contractor acknowledges District is subject to the California Public Records Act and other disclosure laws.

District cannot guarantee that Contractor information marked confidential will be exempt from disclosure.

22.3 Contractor shall clearly identify information it believes is legally exempt and, upon request, provide the legal basis for claimed confidentiality. District retains responsibility for responding to public-records requests.

22.4 Nothing in this Section reduces statutory protections applicable to pupil records or other confidential records.

23. COMPLIANCE WITH LAW

23.1 Contractor shall comply with applicable federal, state, and local laws and regulations in performing the Agreement, including applicable pupil-record, privacy, accessibility, employment, and data-security requirements.

23.2 To the extent applicable to the Services, the Parties will comply with FERPA and California Education Code provisions governing pupil records, including Education Code section 49073.1.

23.3 Contractor shall comply with Education Code section 45125.1 to the extent Contractor personnel interact with pupils outside the immediate supervision and control of a parent/guardian or school employee, and shall provide certifications reasonably required by District.

23.4 Contractor shall maintain all licenses and authorizations necessary to perform the Services.

24. TERMINATION

24.1 Convenience. District may terminate all or part of the Agreement for convenience upon thirty (30) days' written notice. District shall pay for accepted Services properly performed through the effective termination date and any expressly agreed, noncancelable charges identified in Exhibit C.

24.2 Cause. Either Party may terminate for material breach not cured within [10/30] days after written notice; provided that District may require immediate protective measures or suspend access where necessary to protect pupils, District Data, or District systems.

24.3 Chronic Performance Failure. Repeated material SLA failures, material failure to meet an agreed Go-Live milestone, or repeated failure of critical functionality may constitute material breach as defined in Exhibit D/B.

24.4 Non-Appropriation. District may terminate if sufficient funds are not appropriated or lawfully available for a future fiscal period, subject to applicable law and the terms approved by District.

24.5 Termination does not eliminate Contractor's obligations concerning data return, confidentiality, security, indemnity, transition, or other provisions intended to survive.

25. EXIT; DATA RETURN; TRANSITION ASSISTANCE

25.1 At any time upon reasonable request and at expiration or termination, Contractor shall provide District a complete export of District Data in documented, commonly usable, nonproprietary formats, together with data dictionaries, file layouts, code tables, attachments, and other information reasonably necessary for migration.

25.2 Unless Exhibit C expressly states otherwise, one complete termination export and reasonable transition cooperation are included in the contracted price.

25.3 Contractor shall maintain District access for a transition period of [60-180] days after termination/expiration if requested and legally permissible, at the pricing stated in Exhibit C.

25.4 After District confirms successful receipt and any legally required retention period ends, Contractor shall securely delete remaining District Data from active systems and backups in accordance with Exhibit E and provide written certification upon request.

25.5 Contractor shall not intentionally impair exports, interoperability, or transition to a replacement provider.

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26. RECORDS; AUDIT; DOCUMENTATION

26.1 Contractor shall maintain records sufficient to substantiate charges, performance, security obligations, and required certifications for at least [4] years after final payment or longer if required by applicable law or grant terms.

26.2 Upon reasonable notice, District may review records directly relevant to charges and contractual compliance, subject to reasonable security and confidentiality protections.

26.3 Contractor shall maintain current technical and user documentation sufficient for District to operate the System.

27. CHANGE MANAGEMENT

27.1 A Change Authorization is required for a change to scope, price, material deliverables, or agreed milestones.

27.2 Contractor shall identify requested changes in writing, including reason, cost, schedule impact, technical impact, security/privacy impact, and alternatives.

27.3 No Contractor employee may rely on informal direction from District staff as authorization for additional compensation.

28. INDEPENDENT CONTRACTOR; PERSONNEL

28.1 Contractor is an independent contractor and not an employee, partner, joint venturer, or agent of District.

28.2 Contractor is solely responsible for compensation, taxes, benefits, supervision, and direction of its personnel.

28.3 Contractor shall comply with applicable workplace and nondiscrimination laws.

29. ASSIGNMENT; CHANGE OF CONTROL

29.1 Contractor may not assign this Agreement without District's prior written consent, except as otherwise approved in writing.

29.2 Contractor shall provide prompt written notice of a merger, acquisition, sale of substantially all assets, or other change of control that may materially affect performance, security, privacy, hosting, or District Data.

29.3 District may evaluate the effect of a change of control and exercise contractual remedies where the change materially impairs Contractor's ability to perform or materially increases risk.

30. DISPUTES; GOVERNING LAW; VENUE

30.1 The Parties shall first attempt good-faith executive-level resolution of disputes without delaying necessary protection of District Data or continuity of critical services.

30.2 California law governs without regard to conflict-of-law rules.

30.3 Venue for litigation shall lie in a court of competent jurisdiction in [SAN BERNARDINO COUNTY], California, unless applicable law requires otherwise.

30.4 No mandatory out-of-state arbitration, forum, or choice of law applies unless expressly approved by District in a signed amendment.

31. NOTICES

31.1 Formal notices shall be delivered to the addresses below by personal delivery, nationally recognized overnight delivery, or email with confirmation, as specified by the Parties.

District: Bear Valley Unified School District, Attn: [TITLE], [ADDRESS], Email: [EMAIL].

Contractor: [NAME/TITLE/ADDRESS/EMAIL].

32. GENERAL PROVISIONS

32.1 Entire Agreement. The Contract Documents constitute the complete agreement regarding their subject matter.

32.2 Amendment. Amendments must be in writing and signed by authorized representatives, with Governing Board approval when required.

32.3 Waiver. Failure to enforce a provision is not a waiver of future enforcement.

32.4 Severability. Invalid provisions will be severed or construed to preserve the remainder to the extent lawful.

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32.5 Counterparts/Electronic Signatures. The Agreement may be executed in counterparts and by legally valid electronic signature.

32.6 Survival. Provisions concerning data ownership/return, privacy, confidentiality, security incident obligations, indemnity, audit, transition, and accrued payment obligations survive as applicable.

SIGNATURES

BEAR VALLEY UNIFIED SCHOOL DISTRICT [CONTRACTOR LEGAL NAME]

By: ______________________________ By: ______________________________ Name/Title: _______________________ Name/Title: _______________________ Date: _____________________________ Date: _____________________________ Board Approval Date: ______________ Contractor Tax ID: ________________

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EXHIBIT A - SCOPE OF WORK AND FUNCTIONAL REQUIREMENTS

Contractor shall provide the following as a complete solution. The final Exhibit A should attach or reproduce the negotiated functional compliance matrix from the RFP and clearly identify all approved exceptions.

A.1 Core Scope

• Cloud/SaaS Student Information System for approximately 2,150 TK-12 students across six school sites, subject to enrollment changes.

• California state reporting/CALPADS functionality, validation, auditing, and extracts.

• Online registration and parent self-service.

• Elementary and secondary grading, transcripts, GPA, course management, and A-G support.

• Attendance, truancy, parent absence requests, LTIS and ELO-P support.

• Counseling/student services, intervention logging, MTSS/504/SST workflows, and SEIS integration.

• Master scheduling and complex bell-schedule support.

• Discipline/behavior workflows.

• Required API/integration support identified in the RFP.

• Health/immunization and restricted medical-alert functionality.

• English learner/ELAS/ELPAC/RFEP functionality and required notifications.

• Reporting, historical enrollment reporting, data exports, audit logs, and role-based access.

A.2 Deliverables Deliverable Included? Due/Milestone Acceptance Criteria Production SIS environment

Yes [DATE] [CRITERIA]

Test/sandbox environment Yes [DATE] [CRITERIA] Configured roles/security Yes [DATE] [CRITERIA] Data migration Yes [DATE] [CRITERIA] Integrations/APIs Yes [DATE] [CRITERIA] Reports/templates Yes [DATE] [CRITERIA] Training Yes [DATE] [CRITERIA] Documentation Yes [DATE] [CRITERIA] Parallel run Yes [DATE] [CRITERIA] Go-Live support Yes [DATE] [CRITERIA]

A.3 Approved Exceptions Only the following exceptions to the RFP/Contract Documents are approved: [NONE / LIST]. All other Contractor exceptions are rejected unless expressly incorporated by signed amendment.

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EXHIBIT B - IMPLEMENTATION, MIGRATION, TESTING AND ACCEPTANCE PLAN

B.1 Target Schedule Phase Target Window Acceptance / Evidence Implementation planning & integration mapping

March-April 2027 [DEFINE]

Configuration & data migration / cleanup

May-June 2027 [DEFINE]

Parallel system run Summer/Fall 2027 [DEFINE] Final readiness review December 2027 [DEFINE] Full system Go-Live First business day January 2028 [DEFINE] Post-Go-Live stabilization January-[MONTH] 2028 [DEFINE]

B.2 Migration Requirements

• Contractor and District will jointly approve a data inventory and mapping workbook.

• Contractor will perform trial migrations before final cutover.

• Validation will include record counts, field-level sampling, exception reports, critical historical records, attachments, transcripts, attendance, grades, enrollment, contacts, program data, and other agreed datasets.

• District retains authority to determine whether migration results are acceptable.

B.3 Acceptance Testing

• Functional testing against the negotiated compliance matrix.

• Role/security testing.

• Integration/API testing.

• CALPADS/state-reporting scenario testing.

• Performance/load testing appropriate to District size and peak use.

• User acceptance testing by designated District staff.

• Parallel-run validation where applicable.

• Correction and retesting of material defects before Final System Acceptance.

B.4 Severity Definitions Severity Definition Critical System unavailable, material data integrity/security issue, or critical state-reporting function unusable with no reasonable workaround.

High Major function materially impaired; significant operational impact; workaround limited.

Medium Noncritical function impaired; reasonable workaround available.

Low Minor defect, cosmetic issue, question, or enhancement request.

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EXHIBIT C - PRICING AND PAYMENT SCHEDULE

All pricing is fixed except as expressly stated below. No TBD, unlisted add-on, ordinary travel, or hidden implementation charges are permitted.

Cost Category Fixed Cost Payment Trigger Notes SaaS Annual Licensing & Subscription - Year 1

$________ [MILESTONE/DATE]

Onboarding, Configuration & Integration Setup

$________ [MILESTONE/DATE]

Historical Data Migration & Cleanup

$________ [MILESTONE/DATE]

Role-Based Staff Training & Professional Development

$________ [MILESTONE/DATE]

Ongoing Annual Subscription - Year 2

$________ [MILESTONE/DATE]

Ongoing Annual Subscription - Year 3

$________ [MILESTONE/DATE]

Optional Renewal Year(s) $________ [MILESTONE/DATE] Optional/Unit Pricing (if approved)

$________ [MILESTONE/DATE]

Three-Year Total Cost of Ownership: $________________

Annual Renewal Escalator/Cap: ______________________________

Termination/Transition Export Charges (if any): ______________________________

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EXHIBIT D - SERVICE LEVEL AGREEMENT (SLA)

D.1 Availability Minimum monthly uptime: 99.9%, measured 24/7/365, excluding approved scheduled maintenance and agreed exclusions. Contractor shall provide monthly availability reporting upon request.

D.2 Support Targets Priority Initial Response Target

Resolution/Workaround Escalation

Critical / System Down 1 hour 4 hours Immediate Tier 3 / executive escalation

High 2 hours 8 hours Tier 3 as needed Medium 4 hours 24 hours Standard escalation Low 8 hours 48 hours Standard queue

Peak California reporting windows (including Fall 1, Fall 2, and EOY): Tier-3 support turnaround/engagement target of less than one hour for qualifying critical reporting issues.

D.3 Service Credits Unscheduled outages exceeding 30 minutes will trigger pro-rata credits/refunds as specified here: [FORMULA].

Credits are not District's exclusive remedy.

D.4 Chronic Failure Examples of chronic failure that may constitute material breach: [e.g., three Critical SLA failures in a rolling 90-day period; uptime below 99.9% for two of three consecutive months; repeated failure to meet critical state-reporting support obligations].

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EXHIBIT E - STUDENT DATA PRIVACY AND INFORMATION SECURITY REQUIREMENTS

This Exhibit supplements, and does not replace, any executed California Student Data Privacy Agreement (CA- NDPA). The final version should be reviewed against the current CA-NDPA and District policy.

E.1 Required Pupil-Record Contract Terms

• Pupil Records remain the property of and under the control of District.

• Describe any means by which pupils may retain possession/control of pupil-generated content, if applicable.

• Prohibit use of Pupil Records for purposes other than those required or specifically permitted by the contract.

• Support procedures for parent/guardian/eligible pupil review and correction of personally identifiable information.

• Describe Contractor security/confidentiality procedures and responsible-personnel training.

• Describe procedures for notification following unauthorized disclosure of Pupil Records.

• Certify that Pupil Records will not be retained or available to Contractor after contract completion except as permitted/required by law, and establish return/deletion procedures.

• Address compliance by subcontractors/subprocessors with applicable pupil-record obligations.

• Include any additional provisions required by current Education Code section 49073.1 and other applicable law at the time of execution.

E.2 Security Schedule Control Minimum Requirement Vendor Response / Evidence Encryption Industry-standard encryption in transit and at rest

Authentication MFA for privileged/admin accounts;

secure user authentication

Access Control RBAC and least privilege Audit Logging Administrative and record-change logging with reasonable retention

Vulnerability Management Risk-based scanning, patching and remediation

Independent Assurance Current SOC 2 Type II / ISO 27001 / equivalent, if maintained

Backups/DR Documented backup, restore and disaster-recovery procedures;

RTO/RPO: [__]

Incident Response Written plan, trained responders, District notice within [24] hours of confirmed incident

Subprocessors Current list; contractual flow-down;

advance notice of material changes

Data Location [U.S.-based hosting requirement, if District chooses]

Secure Deletion Documented deletion process and certification upon request

E.3 Artificial Intelligence / Secondary Use Unless District expressly authorizes otherwise in writing, Contractor shall not use personally identifiable District Data or Pupil Records to train or improve a general-purpose AI/ML model, create commercial profiles, conduct targeted advertising, or develop products unrelated to performance of the Agreement. Any approved AI functionality must be documented with its data flows, model/provider dependencies, retention, security, and opt-in/administrative controls.

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EXHIBIT F - INSURANCE REQUIREMENTS

Coverage Suggested Minimum (finalize with

District/risk pool) Notes

Commercial General Liability $1,000,000 per occurrence / $3,000,000 aggregate

Additional insured endorsement as applicable.

Automobile Liability $1,000,000 combined single limit Apply where vehicles are used in performance.

Workers' Compensation Statutory Employer's liability: [AMOUNT].

Technology E&O / Professional Liability

$[1,000,000-$5,000,000] per claim/aggregate

Claims-made tail/continuity requirements if applicable.

Cyber / Privacy Liability $[1,000,000-$5,000,000] per claim/aggregate

Include privacy breach, network security, incident response and regulatory coverage as available.

Final limits, endorsements, deductibles/SIRs, and carrier requirements should be confirmed with BVUSD's risk-management provider and legal counsel.

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EXHIBIT G - CERTIFICATIONS AND COMPLIANCE FORMS

G-1 Noncollusion Declaration The undersigned declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; and that the proposer has not directly or indirectly induced or solicited another proposer to submit a false or sham proposal, or refrained from proposing for an improper purpose. [District counsel should confirm the final statutory form and execution requirements under Public Contract Code section 7106.]

Vendor: __________________ By: __________________ Title: __________ Date: __________

G-2 Workers' Compensation Certification Contractor certifies that it is aware of and will comply with applicable California workers' compensation requirements, including Labor Code section 3700, during performance.

Vendor: __________________ By: __________________ Title: __________ Date: __________

G-3 Fingerprinting / Criminal Background Check Certification Contractor certifies that it will comply with Education Code section 45125.1 to the extent applicable to Contractor employees who interact with pupils outside the immediate supervision and control of a pupil's parent/guardian or a school employee. Before such interaction occurs, Contractor will provide the certification/documentation required by District.

Select one: [ ] No Contractor personnel will have covered pupil interaction. [ ] Contractor will provide required certification before access.

G-4 Debarment / Responsibility Disclosure Contractor discloses the following current debarments, suspensions, material criminal convictions, or governmental findings relevant to Contractor's responsibility and performance: [NONE / ATTACH].

G-5 Drug-Free Workplace Contractor certifies compliance with applicable drug-free workplace requirements to the extent applicable to this Agreement.

G-6 Conflict / Gift Disclosure Contractor certifies that it has disclosed any actual or potential conflict of interest known to it that could materially affect this procurement or contract performance: [NONE / ATTACH].

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EXHIBIT H - CONTRACTOR'S FINAL PROPOSAL

Attach Contractor's final proposal dated [DATE], excluding or striking any terms inconsistent with the Contract Documents. Contractor's proposal is incorporated only to describe committed functionality, staffing, implementation, pricing, representations, and other obligations, and remains subordinate to the order of precedence in Section 3.

EXHIBIT I - APPROVED VENDOR TERMS (IF ANY)

Attach only vendor license/subscription terms specifically reviewed and accepted by District. Add the following legend to the first page: "These vendor terms are incorporated solely to the extent consistent with the BVUSD Agreement for Student Information System and Related Services. In any conflict, the BVUSD Agreement and its higher-priority Contract Documents control."

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FORM 1 - MILESTONE ACCEPTANCE CERTIFICATE

Project: BVUSD Next-Generation Student Information System

Contractor: ______________________________

Milestone/Deliverable: ______________________________

Date Submitted for Acceptance: __________________

District determination:

• [ ] ACCEPTED - Deliverable materially satisfies applicable Acceptance Criteria.

• [ ] CONDITIONALLY ACCEPTED - Subject to attached punch list and correction deadline.

• [ ] REJECTED - Material deficiencies are described in the attached notice.

District Representative: __________________ Title: ______________ Date: __________

This certificate does not waive latent defects, warranties, security/privacy obligations, or unresolved punch-list items.

FORM 2 - FINAL SYSTEM ACCEPTANCE CERTIFICATE

District confirms that the System has completed the required implementation and Acceptance process, subject to any expressly listed surviving punch-list items.

Production Go-Live Date: __________________

Final Acceptance Date: __________________

Outstanding Items (if any): ______________________________________________

District Representative: __________________ Title: ______________ Date: __________

Contractor Representative: ________________ Title: ______________ Date: __________

FORM 3 - CHANGE AUTHORIZATION

Change No.

Requested By Description / Business Reason Scope Impact Schedule Impact Price Impact Security / Privacy / Data Impact

No change is authorized until signed below. Contractor may not rely on oral direction for additional compensation.

BVUSD Authorized Representative: __________________ Date: __________

Contractor Authorized Representative: ______________ Date: __________

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APPENDIX - BOARD AWARD / PROCUREMENT CHECKLIST

This checklist is administrative and is not itself part of the vendor contract unless incorporated.

• Governing Board finding that the procurement qualifies for competitive negotiation under Public Contract Code section 20118.2.

• RFP sent to an adequate number of qualified sources to permit reasonable competition.

• Required newspaper notice/publication completed and documented.

• PlanetBids solicitation record, questions, responses, and addenda retained.

• Evaluation criteria and relative weights applied consistently; evaluator records retained.

• If award is not to the lowest-priced proposer, Board findings/documentation prepared as required by Public

Contract Code section 20118.2.

• Final negotiated proposal and exceptions reconciled into the contract documents.

• CA-NDPA / pupil-record terms completed and reviewed for Education Code section 49073.1 compliance.

• Insurance certificates/endorsements received.

• Required certifications received.

• Board agenda item and agreement approved before performance where required.

• Fully executed agreement and exhibits retained in procurement/contract file.

Legal Reference Notes Key authorities to verify at execution include California Public Contract Code section 20118.2 (technology competitive negotiation), Education Code section 49073.1 (contracts involving digital storage/management/retrieval or use of pupil records), Education Code section 45125.1 (contractor criminal-record requirements when covered pupil interaction occurs), Public Contract Code section 7106 (noncollusion), and Labor Code section 3700 (workers' compensation).

Federal and state privacy/security requirements should be reviewed based on the final solution, data flows, integrations, and services.

DRAFTING NOTE: This template is designed to give BVUSD a District-controlled starting point for negotiations. It should be reviewed and approved by District legal counsel, the District's risk-management/insurance provider, and appropriate IT/privacy personnel before issuance as an RFP attachment or execution.