DEW20260026_OSU_Family_Engagement-SDsigned_24sep2025.pdf

Contract Number: DEW20260026

Agreement for Services – The Ohio State University (effective until June 30, 2027)

AGREEMENT FOR SERVICES

This Agreement for Services (hereinafter “Agreement”) is made and entered by and between the State of Ohio, Department of Education and Workforce (hereinafter "DEW"), located at 25 S. Front Street, Columbus, Ohio 43215, and The Ohio State University (hereinafter “Contractor”), located at 1960 Kenny Road, Columbus, Ohio 43210, a public university organized and in good standing under the laws of the State of Ohio. In consideration of the mutual promises and obligations contained herein, the parties agree by and between themselves as follows:

I. NATURE OF AGREEMENT

A. Contractor shall be engaged as an independent contractor to fulfill the terms of this Agreement and to act as a contractor to DEW. It is specifically understood that the nature of the services to be rendered under this Agreement are of such a personal nature that DEW is the sole judge of the adequacy of such services.

B. DEW enters into this Agreement in reliance upon Contractor’s representations that it has the necessary expertise and experience to perform its obligations hereunder, and Contractor warrants that it does possess the necessary expertise and experience.

C. Contractor shall perform the services to be rendered under this Agreement and DEW shall not hire, supervise, or pay any assistants to Contractor in its performance of services under this Agreement.

DEW shall not be required to provide any training to Contractor to enable it to perform services required hereunder.

II. SCOPE OF WORK

A. Contractor shall perform the services (the “Work”) set forth in the attached Appendix A, Scope of

Work, which is incorporated as part of this Agreement.

B. In order to facilitate the Work, if specified, DEW shall provide the resources set forth in Appendix A, Scope of Work.

III. TIME OF PERFORMANCE

A. The Work shall be commenced on or after July 1, 2025.

B. This Agreement shall be binding upon both parties until June 30, 2027, unless this Agreement is terminated earlier as provided in Article VI, Termination of Contractor’s Services.

C. It is expressly agreed by the parties that none of the rights, duties, and obligations herein shall be binding on either party if award of this Agreement would be contrary to the terms of Ohio Revised Code (“R.C.”) §§ 3517.13, 127.16, or R.C. Chapter 102.

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://codes.ohio.gov/ohio-revised-code/section-3517.13 https://codes.ohio.gov/ohio-revised-code/section-127.16 https://codes.ohio.gov/ohio-revised-code/chapter-102

IV. COMPENSATION

A. The total compensation paid to the Contractor for FY26 shall not exceed one hundred one thousand, eight hundred thirty-nine and 98/100 dollars ($101,839.98). The total compensation to be paid to the Contractor in FY27 shall not exceed ninety-nine thousand nine hundred ninety-eight and 99/100 dollars ($99,998.99). The total compensation to be paid to the Contractor under this Agreement shall not exceed two hundred one thousand, eight hundred thirty-eight and 97/100 dollars ($201,838.97).

B. The total amount due and its manner and schedule of payment shall be computed according to the cost schedule established in Appendix A, Scope of Work.

C. Contractor shall not be reimbursed for travel, lodging, or any other expenses incurred in the performance of the Work.

D. Contractor must receive a purchase order from DEW prior to filling an order or performing any of the Work.

E. Payment shall be made upon the submission of an invoice approved by DEW. Invoices shall include the following: a unique invoice number, invoice date, purchase order number, contract number, dates goods and/or services were provided, description of goods/services provided (per PO and contract descriptions), Supplier remit to information which must match what is on file, and amount due. Contractor is expected to complete any deliverable within the requested fiscal year as stated in “Appendix A.” The final invoice under this Agreement will be submitted by the Contractor to DEW no later than forty-five (45) days after the Agreement’s expiration date. Contractor shall submit all invoices via email to the following email address:

Fiscal.management@education.ohio.gov.

F. Contractor is required to provide electronic funds transfer (EFT) payment information and maintain such an account for all associated payments. Contractor may sign up at http://www.supplier.obm.ohio.gov/.

G. DEW may use the Ohio Payment Card to pay for services that do not exceed Five Thousand and 00/100 Dollars ($5,000.00) per invoice, unless the Office of Budget and Management approves a higher limit. Contractor may process a payment in the payment card network only upon delivery and acceptance of the supplies or services ordered. For partial deliveries or performance, Contractor may only process a payment for the amount delivered or completed. Upon completion of the delivery of remaining supplies or services, Contractor may process a payment request in the payment card network for the remainder of the order. Contractor will receive payment through its merchant bank within the time frame agreed upon between Contractor and its merchant bank.

Contractor should expect normal processing fees from its merchant bank for payment card transactions which may not be passed on to DEW.

H. OhioBuys. This Agreement will become part of OhioBuys (per State of Ohio Procurement Policy), an electronic procurement system which provides contract and catalog hosting and management services. Ordering agencies utilize this system to track and monitor procurement, solicitation, and contracting of goods and services. When this contract becomes part of OhioBuys, the Contractor agrees to maintain and support its Supplier account and notify DEW when such updates have been made.

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://ohiopays.ohio.gov/ mailto:Fiscal.management@education.ohio.gov http://www.supplier.obm.ohio.gov/ https://das.ohio.gov/buying-and-selling/policies/purchasing-goods-and-services-pm-01

V. APPROPRIATION OF FUNDS

A. It is expressly understood and agreed by the parties that none of the rights, duties, and obligations described in this Agreement shall be binding on either party until all relevant statutory provisions of the Ohio Revised Code, including, but not limited to, R.C. § 126.07, have been met, and until such time as all necessary funds are available or encumbered and, when required, such expenditure of funds is approved by the Controlling Board of the State of Ohio, or in the event that grant funds are used, until such time that DEW gives Contractor written notice that such funds have been made available to DEW by DEW’s funding source.

B. While this Agreement is a contract for services, Contractor understands and agrees that the funding for this Agreement is conditioned upon the appropriation and availability of and continued access to Comprehensive Literacy State Development (CLSD) funds, sections 2221-2225 of the Elementary and Secondary Education Act of 1965, as amended by the Every Student Succeeds Act, to support the Work described in this Agreement.

VI. SUSPENSION OR TERMINATION OF SERVICES

A. Either Party may, at any time prior to completion of the Work, suspend or terminate this Agreement with or without cause by giving thirty (30) days written notice to the Other Party. In the event the suspension or termination is due to breach or default under the terms of this Agreement, the breaching or defaulting party shall have the opportunity to remedy or default within thirty (30) days after receipt of written notice.

1. TERMINATION FOR NON-APPROPRIATION OF FUNDS. Without limiting the generality of the foregoing, DEW may suspend or terminate this Agreement, in whole or in part, for lack of sufficient appropriation of the necessary funds, or other withdrawal, reduction, or limitation in any way of the necessary funds, including, without limitation, lack of availability of funds, by providing written notice to Contractor. Such suspension or termination is in addition to DEW’s rights to terminate for convenience or cause.

B. In the event that the Work includes divisible services, DEW may, at any time prior to completion of the Work, by giving written notice to Contractor, suspend or terminate any one or more such portions of the Work.

C. Contractor, upon receipt of notice of suspension or termination, shall cease work on the suspended or terminated activities under this Agreement, suspend or terminate all subcontracts relating to the suspended or terminated activities, take all necessary or appropriate steps to limit disbursements and minimize costs, and, if requested by DEW, furnish a report, as of the date Contractor receives notice of suspension or termination, describing the status of all Work, including, without limitation, results, conclusions resulting therefrom, and any other matters DEW requires.

D. Contractor shall be paid for services rendered up to the date Contractor receives notice of suspension or termination, less any payments previously made, provided Contractor has supported such payments with detailed factual data containing Work performed and hours worked. In the event of suspension or termination, any payments made by DEW for which Contractor has not rendered services shall be refunded.

E. In the event this Agreement is terminated prior to completion of the Work, Contractor shall deliver to DEW all work products and documents which have been prepared by Contractor in the course of performing the Work. All such materials shall become and remain the property of DEW to be

Agreement for Services – The Ohio State University (effective until June 30, 2027) https://codes.ohio.gov/ohio-revised-code/section-126.07 used in such manner and for such purpose as DEW may choose. In the event that such work products or documents contain Pre-existing Material, as defined in Article X of this Agreement, ownership of such Pre-existing Material shall be subject to and governed by Article X. In the event this Agreement is terminated prior to completion of the Work, DEW may, without limitation, grant Contractor the license described in Article X with respect to the work products and documents prepared by Contractor in the course of performing the Work.

F. Reserved.

VII. RELATIONSHIP OF PARTIES

A. It is expressly understood that Contractor and DEW are contractors independent of one another, and that neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other.

B. It is further understood that neither Contractor nor its employees or agents are “employees” of DEW as the term is used in division (F) of section 124.01 of the Ohio Revised Code, and, therefore, are not eligible for vacation, medical insurance, sick leave, parental leave, leave of absence, tenure, bumping rights, retirement, or any other benefits or rights, which are incidents of public employment subject to the civil service laws of Ohio. Moreover, Contractor is responsible for compliance with any labor laws and contracts as it pertains to any union employees under its employment.

C. Contractor shall be responsible for all of its own business expenses, including, but not limited to, computers, email and internet access, software, phone service, and office space. Contractor will also be responsible for all licenses, permits, employees’ wages and salaries, insurance of every type and description, and all business and personal taxes, including income and Social Security taxes and contributions for Workers’ Compensation and Unemployment Compensation coverage, if any.

VIII. RECORD MAINTENANCE AND ACCESS

A. During performance of this Agreement and for a period of three (3) years after its completion, Contractor shall maintain auditable records of all charges pertaining to this Agreement and shall make such records available to DEW as DEW may reasonably require.

B. Contractor shall, for the purpose of compliance with R.C. § 145.036, provide DEW with a list of all individuals who will provide personal services under this Agreement, but only if Contractor has no more than four (4) employees.

C. Inspection and Copying. At any time during normal business hours and upon not less than twenty-four (24) hours prior written notice, Contractor shall make available to DEW, its agents or other appropriate State agencies or officials all books and records regarding this Agreement which are in the possession or control of Contractor, including, but not limited to, financial reports, and all other information pertaining to Contractor’s performance of its obligations under this Agreement. DEW, its agents and other appropriate State agencies and officials may review, audit, and make copies of such books and records. Any such inspection of books and records will be undertaken in such a manner as not to interfere unreasonably with Contractor’s normal business operations.

D. Document Accessibility. If contractor creates documents that will be posted to external or internet websites, Contractor must comply with Section 508 of the Rehabilitation Act, 29 U.S.C. 794(d)

Agreement for Services – The Ohio State University (effective until June 30, 2027)

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://codes.ohio.gov/ohio-revised-code/section-124.01 https://codes.ohio.gov/ohio-revised-code/section-145.036 https://www.section508.gov/manage/laws-and-policies/section-508-law/

(http://criterion508.com/WebAccessibility), which gives disabled employees and members of the public access to information that is comparable to access available to others.

IX. RELATED AGREEMENTS

A. All Work is to be performed by Contractor, who may subcontract without DEW’s written approval for the purchase of articles, supplies, components, or special mechanical services that do not involve the type of work or services described in Appendix A, Scope of Work, but which are required for satisfactory completion of the Work.

1. Contractor shall not enter into subcontracts related to the Work without prior written approval by DEW. All subcontracted work shall be at Contractor’s expense.

2. Contractor shall furnish to DEW a list of all subcontractors, their addresses, tax identification numbers, and the dollar amount of each subcontract.

B. Contractor shall bind its subcontractors to the terms of this Agreement, so far as applicable to the work of the subcontractor and shall not agree to any provision which seeks to bind DEW to terms inconsistent with, or at variance from, this Agreement.

X. RIGHTS IN DATA AND COPYRIGHTS/PUBLIC USE

A. All deliverables produced by the Contractor and covered by this Contract, including any software modifications, and documentation, shall be owned by the DEW, with all rights, title, and interest in all intellectual property that come into existence through the Contractor’s custom work being assigned to the DEW. Additionally, the Contractor waives any author rights and similar retained interests in custom-developed material. The Contractor will provide the DEW with all assistance reasonably needed to vest such rights of ownership in the DEW. The Contractor will retain ownership of all tools, methods, techniques, standards, and other development procedures, as well as generic and preexisting shells, subroutines, and similar material incorporated in any custom Deliverable (“Pre-existing Materials”) if the Contractor provides the non-exclusive license described in the next paragraph.

B. The Contractor may grant the DEW a worldwide, non-exclusive, royalty free, non-commercial, perpetual license to use, modify, and otherwise distribute all Pre-existing Materials that are incorporated in any custom-developed Deliverable rather than grant the DEW ownership of the Pre-existing Materials provided however, that the DEW may distribute such Pre-existing materials to the extent required by governmental funding mandates. The Contractor will not include in any custom Deliverable any intellectual property unless such has been created under this Contract or qualifies as Pre-existing Material. If the Contractor wants to incorporate any Pre-existing Materials in a custom Deliverable, the Contractor must first disclose this and seek the DEW’s approval for doing so in advance. On the request of the Contractor, the DEW will incorporate any proprietary notice the Contractor may reasonably want for any Pre-existing Materials included in a custom Deliverable in all copies the DEW makes of that Deliverable.

C. DEW shall have unrestricted authority to reproduce, distribute, and use (in whole or in part) any reports, data or materials prepared by Contractor pursuant to this Agreement for non-commercial purposes. No such documents or other materials produced (in whole or in part) with funds provided to Contractor by DEW shall be subject to copyright by Contractor in the United States or any other country. If Contractor has reason to believe that use of a specified item is subject to patent or copyright protection, Contractor shall immediately notify DEW. Under this Agreement, Contractor

Agreement for Services – The Ohio State University (effective until June 30, 2027) http://criterion508.com/WebAccessibility is collecting and analyzing data from Comprehensive Literacy State Development Grant Subgrantees to measure the impacts of the professional learning, coaching, and bidirectional family/community engagement systems that will be put in place by CLSD Subgrantees. Contractor shall provide DEW, upon DEW’s request, access to and copies of the data and work product during the term of this Agreement. The Parties intend this to be a contract for services and each considers the Work to be a “work made for hire” as defined by the United States Copyright Act. Contractor acknowledges and agrees that the Work and all rights therein, including, without limitation, copyright, belongs to and shall be the sole exclusive property of DEW. If for any reason it is determined that any of the Works are not “works made for hire,” then Contractor hereby assigns to DEW all of Contractor’s intellectual property rights, title, and interests in and to the Works, including, but not limited to, all subsidiary rights in the Works.

D. LICENSE GRANT.

1. DEW hereby grants to Contractor a perpetual fully-paid up license to display, reproduce, distribute, or otherwise use the deliverables for Contractor’s own internal, non-commercial educational, training, or research purposes, except that any right to prepare derivative works is subject to paragraph (b) below.

2. Contractor and DEW agree that DEW desires that the nature and quality the Deliverables set forth in Appendix A, Scope of Work, conform to standards prescribed by DEW in terms of, inter alia, content, quality and consistency. Accordingly, DEW grants Contractor the right to prepare derivative works only as follows: Contractor shall submit the derivative work to DEW for review (“Submitted Work”) prior to obtaining any rights therein. DEW shall, within thirty (30) days of receipt of the Submitted Work, notify Contractor as to whether the Submitted Work is approved under this license grant.

XI. CONFIDENTIALITY AND FAMILY EDUCATIONAL RIGHTS AND PRIVACY ACT

(FERPA)

A. Contractor shall comply with all applicable provisions of Ohio and federal laws including the Family Educational Rights and Privacy Act (hereinafter “FERPA”) or its state equivalent. FERPA includes any amendments or other relevant provisions of federal law, as well as all requirements of Chapter 99 of Title 34 of the Code of Federal Regulations. Nothing in this Agreement shall be construed to allow either party to maintain, use, disclose, or share student information in a manner not allowed by either state or federal laws or regulations.

B. As used herein, “confidential information” means any and all information provided in any form from one party to the other which is, by its nature, information that a prudent businessperson would maintain as confidential. “Personal information,” as described in R.C. § 1347.01(E), includes personally identifiable student information or educational records defined by FERPA.

C. Each party shall use confidential information only in connection with completing the terms of this Agreement as set forth herein. Each party agrees to use reasonable efforts to safeguard confidential information. “Reasonable efforts” means efforts not less than those a party employs to protect its own confidential information and, in any event, efforts not less than those a prudent businessperson would take to protect his or her own confidential and proprietary information. No party shall, without the prior written approval of the other party, directly or indirectly, disclose confidential information to any person or business entity except its own employees and representatives, including attorneys, accountants, and financial advisors, on a need-to-know basis.

Agreement for Services – The Ohio State University (effective until June 30, 2027) https://codes.ohio.gov/ohio-revised-code/section-1347.01

D. If Contractor experiences any breach of data security that exposes confidential information, that party shall bear all costs to notify every individual whose confidential information may have been compromised.

E. The Contractor agrees not to use advertising, news releases, sales promotions, or other publicity matters relating to any product or service furnished by the Contractor wherein DEW’s name is mentioned, or language used from which a connection with DEW may be reasonably inferred, without the prior written consent of DEW. Neither Party shall use, directly or by implication, the name, logos, or other trademarks of the other Party. For Ohio State, such written approval must come from its Office of Trademark Licensing & Services.

F. Any obligations under this Agreement regarding confidentiality are subject to applicable law, including the Ohio Public Records Act set forth in R.C. Chapter 149. The disclosure of records by either Party pursuant to the Ohio Public Records Act shall not be a breach of this Agreement and shall not constitute a waiver of the other Party’s obligations under this Article XI as to any records disclosed pursuant to a request for public records.

XII. LIABILITY

A. Each party to this Agreement agrees that it will be responsible for its own acts and omissions and the results thereof and shall not be responsible for the acts and omissions of the other party and the results thereof. Each party agrees that it will assume all risk and liability to itself, its agents, subcontractors, or its employees for any injury to persons or property resulting in any manner from conduct of its own operations and the operations of its agents or employees under this Agreement.

B. Contractor shall notify DEW immediately upon commencement of any actions brought against Contractor whose outcome may affect the rights of DEW granted under this Agreement. DEW shall have the right at its own expense to appear in and defend such actions.

XIII. ANTITRUST ASSIGNMENT

A. Reserved.

XIV. CONTRACTOR’S STATUTORY OBLIGATIONS

A. COMPLIANCE WITH LAWS. Contractor, in the execution of its duties and obligations under this Agreement, agrees to comply with all applicable federal, state, and local laws, rules, regulations, and ordinances.

B. DRUG-FREE WORKPLACE. Contractor agrees to comply with all applicable state and federal laws regarding drug-free workplace and shall make a good faith effort to ensure that all Contractor employees, while working on State property, will not purchase, transfer, use or possess illegal drugs or alcohol or abuse prescription drugs in any way.

C. NONDISCRIMINATION OF EMPLOYMENT. Pursuant to R.C. § 125.111, Contractor agrees that Contractor, any subcontractor, and any person acting on behalf of Contractor or a subcontractor, shall not discriminate, by reason of race, color, religion, sex, sexual orientation, age, disability, military status as defined in R.C. § 4112.01, national origin, or ancestry against any citizen of this state in the employment of any person qualified and available to perform the Work.

Contractor further agrees that Contractor, any subcontractor, and any person acting on behalf of Contractor or a subcontractor shall not, in any manner, discriminate against, intimidate, or retaliate

Agreement for Services – The Ohio State University (effective until June 30, 2027)

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://codes.ohio.gov/ohio-revised-code/chapter-149 https://codes.ohio.gov/ohio-revised-code/section-125.111 https://codes.ohio.gov/ohio-revised-code/section-4112.01 against any employee hired for the performance of the Work on account of race, color, religion, sex, sexual orientation, age, disability, military status, national origin, or ancestry.

D. USE OF MBE AND EDGE VENDORS. Pursuant to R.C. § 125.081 requires state agencies to set aside purchases for Minority Business Enterprises (“MBE”) and Executive Order 2008-13S encourages use of Encouraging Diversity, Growth and Equity (“EDGE”) businesses. DEW encourages Contractor to purchase goods and services from Ohio-certified MBE and EDGE vendors.

E. INDEPENDENT CONTRACTOR ACKNOWLEDGEMENT. Contractor acknowledges and agrees neither Contractor nor any of its individual employees providing personal services under this Agreement are public employees for the purposes of R.C. Chapter 145. DEW will not make contributions to the public employees’ retirement system on behalf of any individuals employed by Contractor, or its subcontractors or other agents. Contractor certifies that it is an employer with five or more employees as defined as a “business entity” in R.C. § 145.037(A) for the purposes of the application of R.C. Chapter 145, or that it has completed the necessary forms through OhioBuys if Contractor is an employer with no more than four (4) employees.

XV. CONTRACTOR’S REPRESENTATIONS AND WARRANTIES

A. EQUAL EMPLOYMENT OPPORTUNITY. The Contractor will comply with all state and federal laws regarding equal employment opportunity and fair labor and employment practices, including R.C. § 125.111 and all related Executive Orders.

B. CONFLICTS OF INTEREST/ETHICS. Contractor represents, warrants and certifies that it and its employees engaged in the administration or performance of this Contract are knowledgeable of and understand the Ohio Ethics and Conflict of Interest laws including but not limited to Chapter 102 and R.C. §§ 2921.42 and 2921.43. Contractor further represents, warrants, and certifies that neither Contractor nor any of its employees will do any act that is inconsistent with such laws or otherwise presents a conflict of interest.

C. QUALIFICATIONS TO DO BUSINESS. Contractor affirms that it has all of the approvals, licenses, or other qualifications needed to conduct business in Ohio and that all are current. If Contractor becomes disqualified from conducting business in the state of Ohio for any reason at any time during the term of this Agreement, Contractor will immediately notify DEW in writing and will immediately cease performance of the Work.

D. CAMPAIGN CONTRIBUTIONS. Contractor hereby certifies that neither it, nor any person directly involved in this agreement described in R.C. § 3517.13(I) or (J), nor the spouse of any such person, has made, as an individual, within the two previous calendar years, one or more contributions to the governor or the governor’s campaign committees totaling in excess of the limitations specified in R.C. § 3517.13.

E. FINDINGS FOR RECOVERY. Contractor warrants that it is not subject to an “unresolved” finding for recovery under R.C. § 9.24. If the warranty is false on the date the parties signed this Agreement, the Agreement is void ab initio, and the Contractor shall immediately repay any funds paid under this Agreement.

F. DEBARMENT. Contractor represents and warrants that neither it, nor any of its subcontractors directly involved in this agreement, are debarred from consideration for contract awards by any

Agreement for Services – The Ohio State University (effective until June 30, 2027)

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://codes.ohio.gov/ohio-revised-code/section-125.081 https://codes.ohio.gov/ohio-revised-code/section-145.037 https://codes.ohio.gov/ohio-revised-code/chapter-145 https://codes.ohio.gov/ohio-revised-code/section-125.111 https://codes.ohio.gov/ohio-revised-code/chapter-102 https://codes.ohio.gov/ohio-revised-code/section-2921.42 https://codes.ohio.gov/ohio-revised-code/section-2921.43 https://codes.ohio.gov/ohio-revised-code/section-3517.13 https://codes.ohio.gov/ohio-revised-code/section-3517.13 https://codes.ohio.gov/ohio-revised-code/section-9.24 governmental agency. If this representation and warranty is found to be false, this Contract is void ab initio, and the Contractor shall immediately repay any funds paid under this Contract.

G. EXPENDITURES OF PUBLIC FUNDS ON OFFSHORE SERVICES. Contractor affirms to have read and understands Executive Order 2019-12D issued by Ohio Governor Mike DeWine.

Contractor shall perform no services required under this Agreement or locate State data in any way outside of the United States.

Contractor also affirms to have read and understands Executive Order 2022-02D issued by Ohio Governor Mike DeWine. Contractor has signed and completed the Standard Affirmation and Disclosure Form and shall perform no services in Russia, locate State data in Russia in any way, or purchase from or invest in Russian institutions or companies.

H. BOYCOTTING. Pursuant to R.C. § 9.76, Contractor hereby declares that it is not boycotting any jurisdiction with whom the State of Ohio can participate in open trade, including the nation of Israel, and will not do so during the term of this Agreement.

I. MATERIALS AND EQUIPMENT. Contractor warrants to DEW that all materials and equipment furnished under this Agreement shall be new and of good quality unless otherwise required or permitted by the Agreement, that the Work shall be free from defects not inherent in the quality required or permitted, and that the Work shall conform to the requirements of the Agreement.

J. INTELLECTUAL PROPERTY. Contractor warrants that, to the best of its knowledge, no deliverable will infringe on the intellectual property rights of any third party. If any deliverable fails to comply with this warranty and Contractor is so notified in writing, or if Contractor obtains actual knowledge that any deliverable or use(s) of a deliverable infringe upon the intellectual property rights of any third party, Contractor will, in a commercially reasonable time, correct such failure by taking one of the following actions:

1. Modify the Deliverable so that the Deliverable is no longer infringing;

2. Replace the Deliverable with an equivalent or better item;

3. Acquire the right for DEW to use the infringing Deliverable as intended; or

4. Remove the infringing Deliverable and refund the fee DEW paid for such Deliverable and any other affected Deliverable.

XVI. MISCELLANEOUS

A. CONTROLLING LAW. This Agreement and the rights of the parties hereunder shall be governed, construed, and interpreted in accordance with the laws of the state of Ohio. Contractor consents to jurisdiction in a court of proper jurisdiction in Franklin County, Ohio.

B. WAIVER. The failure of either party at any time to demand strict performance by the other party of any of the terms of this Agreement will not be a waiver of those terms or to any other terms of this Contract. Waivers must be in writing to be effective, and either party may at any later time demand strict performance.

C. SURVIVAL. All sections herein relating to payment, confidentiality, license and ownership, indemnification, maintenance, publicity, warranties, and limitations on damages shall survive the

Agreement for Services –The Ohio State University (effective until June 30, 2027)

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486 https://governor.ohio.gov/media/executive-orders/2019-12d https://governor.ohio.gov/media/executive-orders/Executive-Order-2022-02D https://codes.ohio.gov/ohio-revised-code/section-9.76 termination of this Agreement. In addition, to the extent necessary to carry out the purpose of this Agreement, all other terms, conditions, representations or warranties contained in this Agreement will survive the expiration or termination of this Agreement.

D. SUCCESSORS AND ASSIGNS. Neither this Agreement nor any rights, duties, or obligations hereunder may be assigned or transferred in whole or in part by Contractor, without the prior written consent of DEW.

E. NOTICES. For any notice under this Agreement to be effective, the notice must be in writing and:

1) hand delivered with delivery acknowledged in writing; 2) sent by U.S. Certified mail, return receipt requested, postage prepaid; 3) sent by overnight delivery service (Fed Ex, UPS, etc.) with receipt; or 4) sent by email.

F. CONFLICT. In the event of any conflict between the terms and provisions of the body of this Agreement and any exhibit hereto, including the Purchase Order to be provided per Article IV, Paragraph D, the terms and provisions of the body of this Agreement shall control.

G. HEADINGS. The headings in this Agreement have been inserted for convenient reference only and shall not be considered in any questions of interpretation or construction of this Agreement.

H. SEVERABILITY. If any provision of the Contract or the application of any provision is held by a court to be contrary to law, the remaining provisions of the Contract will remain in full force and effect.

I. ENTIRE AGREEMENT. This Agreement contains the entire agreement between the parties hereto and shall not be modified, amended, or supplemented, or any rights herein waived, unless specifically agreed upon in writing by the parties hereto, This Agreement supersedes any and all previous agreements, whether written or oral, between the parties related to this subject matter.

J. AMENDMENTS OR MODIFICATIONS.

1. DEW reserves the right to reduce the Scope of Work set forth in Appendix A by an amendment executed by both parties.

2. DEW may document non-material changes in writing and provide notice to the Contractor.

3. Any other change to this Agreement will not be effective unless it is in writing and signed by both parties to the Agreement.

K. EXECUTION. This Agreement is not binding upon DEW unless executed in full and is effective as of the last date of signature by DEW.

L. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, and all of which shall constitute but one and the same instrument.

M. ELECTRONIC SIGNATURES. Any party hereto may deliver a copy of its counterpart signature page to this Agreement electronically pursuant to R.C. Chapter 1306. Each party hereto shall be entitled to rely upon an electronic signature of any other party delivered in such a manner as if such signature were an original.

Agreement for Services – The Ohio State University (effective until June 30, 2027) https://codes.ohio.gov/ohio-revised-code/chapter-1306

N. ASSIGNMENT. Neither this Agreement nor any rights, duties, or obligations described herein shall be assigned or subcontracted by Contractor without the prior express written consent of DEW.

[SIGNATURE PAGE FOLLOWS]

Each party is signing this Agreement on the date stated below that party’s signature.

THE OHIO STATE UNIVERSITY OHIO DEPARTMENT OF EDUCATION AND

WORKFORCE

By: By:

Printed Name: Stephen D. Dackin

Title: Director

Date: Date:

Docusign Envelope ID: 3871A0AB-DF74-4C13-8ACD-9358A503B486

Kristy A. Baker

Dir, Business & Industry Contracts

09/24/2025 September 24, 2025

Appendix A: Scope of Work Overview DEW was awarded a $60 million Comprehensive Literacy State Development (CLSD) grant from the U.S.

Department of Education in 2024 to build on ongoing work to improve the language and literacy development of Ohio’s children. Through the CLSD grant, DEW will support eligible entities—Ohio school districts, schools, and early childhood education programs—receiving a CLSD subgrant (“CLSD Subgrantees”) by providing technical assistance and support to enable the eligible entities to design and implement literacy programs. CLSD Subgrantees will concentrate on fidelity of implementing practices consistent with Ohio’s Plan to Raise Literacy Achievement.1 The subgrant program also supports professional learning and coaching.

To ensure all CLSD Subgrantees are equipped to utilize effective, research-based family engagement strategies, Contractor will provide CLSD Subgrantees and the state and regional staff who support them with a suite of professional learning, coaching, and online tools for high-quality family engagement in literacy. Contractor will scale up the use of these professional learning tools and family resources, aligned with the goals and purposes of the CLSD grant program, to support continued implementation of evidence-based practices in Ohio school districts, schools, and early care and education programs. Contractor will collect and analyze data to measure the impact of the professional learning, coaching, and bidirectional family/community engagement systems that will be put in place for schools.

Work Plan This project will support CLSD Subgrantees and the state and regional staff who support them by:

• Maintaining and adding to a family engagement for literacy toolkit for educators and families.

• Facilitating professional learning using materials from two existing family engagement in literacy seminars (for 2 cohorts) that will meet the needs of all CLSD Subgrantee grade levels (early childhood, elementary, middle, and high) and all levels of expertise (CLSD Subgrantees who have some foundational family engagement in literacy training, and CLSD Subgrantees who do not);

• Offering a menu of family engagement coaching supports;

• Promoting awareness of family engagement resources and examples through presentations at the

Read Ohio Literacy Academy and participation in monthly Read Ohio State Network meetings.

1. Seminars Contractor shall provide two targeted professional learning seminars on family engagement in literacy and collaborating with families to support literacy development from birth through grade 12.

a. Partnerships for Literacy Seminar

• This seminar will be delivered in a self-paced learning format and include four online modules specifically designed for CLSD Subgrantees that serve students in grades kindergarten through five (i.e., elementary schools) who have not yet participated in the seminar and an interactive discussion board.

• Contractor will provide each CLSD Subgrantee who successfully completes the Partnerships for Literacy seminar with a certificate upon completion.

• Contractor will provide two Community of Practice sessions during the 2025-2026 academic year to support participant implementation.

1 Ohio’s Plan to Raise Literacy Achievement, Ohio Dep’t. of Educ. & Workforce (Jan. 2025), https://education.ohio.gov/getattachment/Topics/Learning-in-Ohio/Literacy/Ohios-Plan-to-Raise-Literacy-Achievement.pdf.

b. Engaging Every Family for Literacy Seminar

• The seminar is designed for CLSD Subgrantees that serve children from birth through kindergarten entry (e.g., early childhood education providers) and CLSD Subgrantees that serve students in any combination of grades kindergarten through twelve (e.g., elementary, middle, and high schools).

• This seminar will be delivered in a blended learning format with asynchronous course modules and synchronous workshops.

• The seminar will include three self-paced learning blocks, three live online workshops and an interactive discussion board.

• Contractor will provide each CLSD Subgrantee who successfully completes the Engaging Every Family for Literacy Development seminar with a certificate upon completion.

• Contractor will provide one Community of Practice sessions during the 2025-2026 academic year to support participant implementation.

Contractor will provide technical assistance and support to CLSD Subgrantees as needed to enable them to access, participate in, and complete the seminars. All content, modules, activities, and workshops for the two professional learning seminars must be aligned with Ohio’s Plan to Raise Literacy Achievement and Ohio laws, legislation, and regulations governing literacy instruction, curriculum, instructional materials, and so forth.

2. Community of Practice Meetings Contractor shall hold one Community of Practice (CoP) meeting in October 2025 to orient CLSD Subgrantees to the OSU team, the seminar they will take, and link them to family engagement resources and coaching supports they can use. Contractor shall hold four CoP meetings for CLSD Subgrantees participating in the Partnerships for Literacy seminar and the Engaging Every Family for Literacy seminar in FY 27. CoP meetings will serve as an opportunity for participants to obtain support and technical assistance with CLSD subgrant implementation activities related to family engagement in literacy in addition to an opportunity for Contractor to collect examples of multi-tiered bidirectional family engagement strategies. Contractor will provide support to CLSD Subgrantees during CoP meetings, and collect examples of their multi-tiered, bidirectional family engagement strategies. CoP meetings will also include breakout groups to discuss implementation plans specific to Partnerships for Literacy and Engaging Every Family for Literacy.

3. Family Engagement Toolkits In FY25, Contractor developed and delivered a digital toolkit for family engagement in literacy designed for educator and family audiences (the “Toolkit”) consisting of resources to foster family engagement for family and educator audiences. In FY26 and FY27, Contractor shall develop and deliver three new resource materials for inclusion in the Toolkit. The topics and content of the newly developed resources for the Toolkit will be jointly determined by Contractor and DEW. Examples of new resources that may be developed for the Toolkit include:

• Best practices and techniques for family engagement in literacy for Ohio school districts and schools.

• Family-facing resources designed to help educate families on the importance of family engagement in literacy.

An audio version of the new Toolkit materials for families will also be provided in English.

Upon request of DEW, Contractor shall revise and update up to three existing Toolkit resources according to DEW’s specifications. The timelines for the updated Toolkit resources will be jointly determined by Contractor and DEW.

The file formats of all Toolkit deliverables will be determined by DEW in consultation with Contractor. All Toolkit resources developed and delivered pursuant to this Agreement will be co-branded with DEW’s preferred branding and the Ohio Statewide Family Engagement Center’s branding logo. All Toolkit content will be aligned to CLSD grant program as well as state laws and policies related to literacy instruction, including the science of reading (R.C. 3313.6028) and Ohio’s Plan to Raise Literacy Achievement.

4. Coaching Supports Contractor shall provide up to 150 hours of individualized coaching support to CLSD Subgrantees to support CLSD Subgrantees with subgrant implementation activities related to family engagement in literacy. Coaching services will be delivered via the videoconferencing platform, Zoom, telephone, or email, upon request of DEW. Contractor will also engage in targeted communications with CLSD Subgrantees to notify them of the availability of Contractor’s coaching services. Coaching will also allow for implementation monitoring and collecting sample topics for Toolkit resources.

5. Evaluation and Data Analysis Contractor shall collect and analyze data from CLSD Subgrantees to measure the impact of the professional learning, coaching, and bidirectional family/community engagement systems that will be put in place by CLSD Subgrantees. data will be collected from the participants according to evaluation plan, attached hereto as Appendix B, which is incorporated as part of this Agreement. Data reports will be prepared by Contractor to share with DEW during project management meetings. Data reports must include the following:

• Family Engagement Efficacy Beliefs for Educators (2 Timepoints);

• Partnerships for Literacy Inventory of Practices;

• Multi-Tiered Plans;

• Seminar attendance and participation data.

6. Project Management and Promotional Materials Contractor shall facilitate project management meetings every other month with the DEW literacy team to ensure deliverables are being completed in a high quality and timely manner. Contractor will also prepare registration form for the two seminars and Community of Practice meetings to be distributed to CLSD Subgrantees.

Contractor will update promotional materials to prepare for 2027-2028 seminars and prepare a registration form for 2027-2028 seminars and Community of Practice meetings. Contractor will support DEW in promoting 2027-2028 seminars.

7. Read Ohio Participation Contractor will attend Read Ohio Network meetings and/or other state meetings (as requested by DEW) to remain current on statewide literacy coaching and support, to be able to better collaborate with stakeholders in the development of new resources for the toolkit, and to share updates and resources with Read Ohio Network members.

Contractor will offer participating schools/districts an opportunity to share about their tiered family engagement implementation experience by presenting a session during the DEW Read Ohio Literacy Academy.

Personnel Name Title Responsibilities

Meredith Wellman, Ph.D.

Principal Investigator, Program Manager, OSU; Co-Author, Partnerships for Literacy

• Content development oversight

• Project management

• Co-leading professional development & coaching supports

• Lead project meetings with DEW staff

Barbara Boone, Ph.D.

Co-Principal Investigator, Director of Ohio Statewide Family Engagement Center; Co- Author, Partnerships for Literacy

• Ensure alignment with best practices

• Provide expertise in family engagement research & scholarship

• Co-facilitator of coaching supports

Hadley Bachman, Ph.D.

Adult Learning Coordinator, Ohio Statewide Family Engagement Center; Research Administration Management Consultant

• Collaborate w/ Drs. Wellman & Boone to ensure planned professional learning supports are available to CLSD subgrantees

• Oversee learning coordinators who monitor educators’ experiences in the family engagement seminars

• Ensure seminars are accessible & updated based on participant feedback

Sarah DeShon Adult Learning Coordinator, Ohio Statewide Family Engagement Center

• Learning technology support & project management support for participants in seminars

• Co-facilitation of communities of practice

Kristin Meek-Hennon Program Manager & Lead Fiscal & Logistics, Ohio Statewide Family Engagement Center

• Maintain records, support logistics, & fiscal aspects of engagement.

Budget

FY26

Deliverable QTY Unit of Measure Unit Cost Extended Cost Professional Development and Coaching Supports 1 Amount $37,500.00 $37,500.00

Coaching Supports 50 Hour $200.00 $10,000.00 Family Engagement Toolkits-New 3 Each $2,833.33 $8,499.99 Family Engagement Toolkits- Updated 3 Each $2,833.33 $8,499.99

Project Management Facilitation 8 Each $1,250.00 $10,000.00 ReadOhio Participation Meetings 12 Each $900.00 $10,800.00 Attend/Present at ReadOhio Academy 1 Each $6,540.00 $6,540.00

Evaluation and Data Collection 1 Amount $10,000.00 $10,000.00 Total: - - - $101,839.98

FY27

Deliverable QTY Unit of Measure Unit Cost Extended Cost Promotional Materials 1 Amount $4,922.01 $4,922.01 Community of Practice 4 Each $4,000.00 $16,000.00

Coaching Supports 100 Hour $200.00 $20,000.00 Family Engagement Toolkits-New 3 Each $2,833.33 $8,499.99 Family Engagement Toolkits- Updated 3 Each $2,833.33 $8,499.99

Project Management Facilitation 6 Each $1,250.00 $7,500.00 ReadOhio Participation Meetings 10 Each $900.00 $9,000.00 Attend/Present at ReadOhio Academy 1 Each $6,540.00 $6,540.00

Evaluation and Data Collection 1 Amount $19,037.99 $19,037.99 Total: - - - $99,998.99

Certificate Of Completion Envelope Id: 3871A0AB-DF74-4C13-8ACD-9358A503B486 Status: Completed

Subject: Complete with Docusign: Award Accept; Award_Orig_UE_AWP-120160.pdf; Wellman, DEW

Source Envelope:

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Dir, Business & Industry Contracts

The Ohio State University

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