AGREEMENT

This AGREEMENT (this "Contract") is entered into as of this I,,Htday of J l.A. I 'a ' 2013 (the
"Effective Date"), by and between Apple Inc. ("Contractor"), and the Los Angeles Unified School
District ("LAUSD" or the "District"), with reference to the following:
A. The District is transitioning to Common Core State Standards, which focus on core conceptual
understandings and procedures starting in the early grades, using a phased roll-out approach;
B. The District desires to engage a contractor to supply tablets, personal computers, laptops, servers,
monitors, related equipment and spare parts, software, software maintenance, technical support,
training, and other services in support of its transition to the Common Core State Standards.
C. The District agrees to Contractor to provide the requested hardware, software and
services as set forth in this Contract, and Contractor agrees to provide the hardware, software and
services to the District in accordance with the terms of this Contract.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:
1. TERM OF CONTRACT
The term of the Contract will be three (3) years, conlmencing on the Effective Date.
2. RESERVATION OF RIGHTS AND NO BINDING ESTIMATE OF PURCHASES.
The District may engage Contractor to provide all, some or none of the Products, Software, or
Services, and the District reserves the right to solicit pricing from other vendors and to engage other
vendors for the provision of the same or similar products, software or services for the District. In
addition, by entering into this Contract, the District is not committing to purchasing or using any
minimum amount of Products, Software or Services from Contractor. Subject to the foregoing, set
forth on the Rate Schedule on Exhibit B (described below) is the District's non-binding estimate of its
annual purchases of certain Products, from Contractor.
3. PRICING
a. Contract Value
The value of this Contract shall not exceed Thirty Million Dollars ($30,000,000).
b. Price Lists
Products, Software, and Services purchased by the District under the Conlmon Core
Technology Project ("Project"), shall be included in Exhibit B, Rate Schedule.
c. Preferential Pricing
During the term of the Contract, if as a part of a similar solution, the same quantity of a
Product is sold by Contractor outside of this Contract upon the same or similar terms and
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Contract# 1400028
conditions as that of this Contract at a lower price to an educational entity, the price for future
orders of the Product shall be reduced to the lower price. This preferential pricing may not be
cOInbined with other promotions and excludes discontinued or end-of-life products.
d. Common Core Technology Project Pricing Rebate
Contractor agrees to provide a rebate to District in the form of a credit that can be used for future
purchases of Apple Products and Services in the amount of $12,000,000, once District's total
payments for CCTP iPad bundles to Contractor reach $400,000,000. Thereafter, for each
incremental $10,000,000 in payments for CCTPs iPad bundles to Contractor, up to and including
$450,000,000, Contractor shall issue additional credits as rebates, each in the amount of
$300,000, as indicated in the table below:
Payments Levels Rebate Credit for
for CCTP iPad Bundles CCTP iPad Bundles
$400,000,000 $ 12,000,000
$410,000,000 $ 300,000
$420,000,000 $ 300,000
$430,000,000 $ 300,000
$440,000,000 $ 300,000
$450,000,000 $ 300,000
CCTP credits shall be issued within forty-five (45) days after the close of Contractor's fiscal
quarter in which the District's purchases have reached a level qualifying for a rebate as specified
in the table above. ,The earned CCTP credits must be fully utilized within twelve (12) months of
the date CCTP credits are issued to the District, as expired CCTP credits may not be utilized and
will have no monetary value.
4. DEFINITIONS
a. "Acceptance" means the District's acceptance of Products and Services within fourteen (14)
days of delivery, as evidenced by execution and delivery to Contractor or its agent of an
acceptance form in substantially the form of Exhibit G attached hereto after delivery to the
District of the relevant Products and Software, and the performance of Services, if any,
required under the applicable purchase order.
b. "Apple Education Price Lists" means Contractor's price lists available to education
institutions, which can be found at: http://www.apple.com/educationJpricelists/
c. "Apple Products" means Services, hardware and software products manufactured, distributed
or licensed under the Apple brand name that LAUSD has paid to acquire or has properly
licensed from Contractor for its own use, but excluding third party software and all other third
party products.
d. "Asset Management System" means that system described in Section 16 of this Contract.
e. "Business Day" means any day Monday through FridC!y, excluding federal and California state
holidays.
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Contract# 1400028
f. "Configure-To-Order Products" or "CTa Products". Such CTa products will be custom
configured at the District's request and orders for such CTa Products may not be changed,
modified or cancelled once Contractor has accepted the order and the order is in
production. Contractor reserves the right to recover from District reasonable costs resulting
from the cancellation by District of any CTa Products, once the order is in production. All
Apple Products purchased under the Common Core Technology Solution are CTa Products for
the purposes of this Contract.
g. "Dead On Arrival" or "DOA" means products that are inoperable when delivered.
h. "Documentation" means all material that is made generally commercially available by
Contractor and that relates to the operation, installation, maintenance, and use of any Apple
branded Product, including without limitation, instruction manuals, technical manuals, and
flow charts, and which may be in visually readable or electronic form.
j. "LAUSD Price List" means a list of negotiated prices for the Common Core Technology
Project pricing set forth in Exhibit B, Rate Schedule.
k. "Force Majeure Event" means any fire, flood, earthquake, hurricane, elements of nature or
acts of God; epidemics, quarantine restrictions; weather more severe than normal; acts of war,
terrorism, riots, civil disorders, rebellions or revolutions; commandeering of materials,
products, plants or facilities by the government; strikes, lockouts, or labor difficulties; loss or
material shortage of transportation facilities or raw materials; freight embargoes; computer
viruses; malicious acts of third parties; interruption of telecommunications service, any of the
foregoing that affect any supplier or subcontractor, supplier shortages, shortage of component
parts, and supplier or subcontractor delays or impairments and! or any other similar cause;
provided that such cause is beyond the reasonable control of the affected party and that could
not have been prevented by reasonable precautions of the kind ordinarily taken by well
managed firms engaged in such party's line of business.
I. "Limited Warranty" means Contractor's standard limited warranty that is set forth in the
documentation that accompanies any Apple Products purchased under this Contract.
m. "Products" means, collectively or individually, the tablets, personal computers, laptops,
servers, related equipment and spare parts, software, software maintenance, technical support,
training, and other services and the specifications which are set forth on, Exhibit A (described
below), together with any other products listed on the Apple Education Price List.
n. "Rate Schedule" means the Exhibit B, LAUSD Price List, attached hereto and made a part
hereof.
o. "Repair," "Replacement" and "Replace" means restoring an Apple Product and Software
installed therein by Contractor prior to Acceptance to the then-current workable state, without
material loss of features or functionality, which may be accomplished, at Contractor's option,
through repair, modification, or by providing a substitute Product and/or Software.
Replacement products will be at least equivalent in functionality and specification to the
original product.
p. "Services" means those services described in this Contract, including without limitation, in
Sections 28, 29, 30, and 3'1.
q. "Software" means that software listed on the LAUSD Price List or the Apple Education Price
List, together with such other software as the parties may agree from time to time. The
Software may include software owned or licensed by Contractor or by third parties.
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5. INVOICES AND PAYMENTS
All invoices must be sent to the following address below:
LOS ANGELES UNIFIED SCHOOL DISTRICT
ACCOUNTS PAYABLE BRANCH
P.O. BOX 54306
333 S. BEAUDRY AVENUE, 27
TH
FLOOR
LOS ANGELES, CALIFORNIA 90017
(213) 241-4800
All invoices submitted for payment must include the District Contract Number and related purchase
order (P.O.) numbers and be under the same firm name as shown on the Contract and shall be in a
format acceptable to the District's Accounts Payable Branch.
Contractor shall invoice the District upon shipment of Products or Software to the District and
payment therefore shall be due from the District forty-five (45) days from the later of: (a) District's
receipt of such invoice, and (b) delivery and Acceptance of such Product or Software by the
District. Acceptance of Products and Services is deemed to occur within fourteen (14) days of
delivery of Products and Services. The District shall make every effort to notify Contractor within
fourteen (14) calendar days of delivery of Products and Services; failure to give such notice, shall
be deemed by Contractor as acceptance by the District.
All invoices applicable to this Contract must be submitted by the Contractor no later than 60 days
after the termination or expiration of this Contract. Late invoice submittals may result in non
payment.
In addition to the Contractor's other rights in this Contract, and subject to ten (10) days advance
written notice to the District, Contractor reserves the right, without liability or obligation to District,
to suspend deliveries in the event of a payment default.
Contractor will also charge for any fees due from the District which Contractor is obligated to
collect from the District by Federal or California regulation or statute, including, if applicable, fees
due under the California Electronic Waste Recycling Act. Notwithstanding the preceding sentence,
payment of any taxes shall be made by the parties in accordance with Section 6.
For payment information call: (213) 241-4800.
6. TAXES
The Rate Schedule shall exclude all applicable taxes.
The District shall pay only the California Sales and Use Tax, and/or the Los Angeles County
Uniform Local Sales and Use Tax, when applicable and listed separately on the invoice.
The Federal Excise Tax is not applicable. The District, upon request, shall furnish the
Contractor a federal exemption number.
Any new or additional tax not in effect at the Effective Date that becomes effective during the
Contract period shall be paid by the District, providing that the items/services being provided
under this Contract are subject to such tax. Contractor shall notify the District of any applicable
changes in taxation categories or rates.
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7. AUTHORIZED DISTRICT REPRESENTATIVE
The Contract shall be under the direction and subject to the approval of the Chief Facilities
Executive, or designated representative.
The authorized District representative for this Contract will be:
Margaret Caputo
Phone: (213)241-8705 - FAX: (213) 241-6845
Email: margaret.caputo@lausd.net
8. NOTICES, DEMANDS AND COMMUNICATIONS
Fonnal notices, demands, and communication to be given hereunder by either party shall be in
writing and shall be delivered in person, by U.S. mail, or electronically, and shall be deemed
received as of date of verifiable delivery. "Verifiable delivery" of electronic transmissions shall
mean email Delivery Status Notifications and fax Transmit Confirmation Reports, or their
equivalents.
Such notices, demands, or communication directed shall be addressed as indicated below.
If to the District:
Los Angeles Unified School District
Facilities Contracts
Attention: Yvette Merriman-Garrett
333 S. Beaudry Ave., 22
0d
Floor
Los Angeles, CA 90017
and
Los Angeles Unified School District
Office of General Counsel
Attention: Greg McNair
333 S. Beaudry Ave., 20
th
Floor
Los Angeles, CA 90017
If to the Contractor:
Apple Inc.
Attention: General Counsel
1 Infinite Loop
Cupertino, CA 95014
9. (Reserved)
10. (Reserved)
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11. CONTRACTORS' CODE OF CONDUCT
Throughout the tenn of this Contract, Contractor shall comply with and shall cause all of its
subcontractors to comply with the District's Contractor Code of Conduct, which is attached
hereto as Exhibit C and made a part hereof. Contractor further agrees to comply and shall cause
all of its subcontractors to comply with this Section 11.
12. CERTIFICATION REGARDING DEBARMENT SUSPENSION OR INELIGIBILITY (34
CFR85)
By signing this document, the Contractor certifies that it and its principals:
a. Are not presently debarred, suspended, proposed for debannent, or declared ineligible, or
voluntarily excluded by any Federal department or agency;
b. Have not, within a three-year period preceding this Contract, been convicted of or had a civil
judgment rendered against them for commission of fraud or a criminal offense in connection
with obtaining, attempting to obtain, or performing a public (Federal, State or local)
transaction or contract ~ d e r a public transaction; violation of Federal or State antitrust
statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction
of records, making false statements, or receiving stolen property;
c. Are not presently indicted for, or otherwise criminally or civilly charged by a governmental
entity (Federal, State or local) with commission of any of the offenses enumerated in
paragraph b. (above) of this certification; and
d. Have not within a three-year period preceding this Contract had one or more public
transactions (Federal, State, or local) tenninated for cause or default.
13. CERTIFICATION OF COMPLIANCE WITH THE DISTRICT'S SWEAT-FREE
PROCUREMENT POLICY
District Policy
It is the policy of the District that all products and/or services purchased by the District be
manufactured and supplied in compliance with applicable labor and wage laws governing the
countries of its origin. For the purposes of establishing a non-poverty wage, the LAUSD
uses the definition of non-poverty wages as fonnulated by the Union of Needletrades,
Industrial and Textile Employees (UNITE), utilizing the Department of Health and Human
Services' guidelines to detennine non-poverty wages domestically. Internationally, the
LAUSD recognizes the World Bank's Gross National Income Per Capita Purchasing Power
Parity figures to detennine comparable wages in other countries. Purchases by the LAUSD
will be restricted to only those products and/or services that have been manufactured without
the illegal use of "sweatshop" (including exploitive "child," "forced," "convict," and
"indentured") labor.
Contractor hereby certifies its adherence to the provisions of the District's Sweat-Free
Procurement Policy. This Sweat-Free Procurement Policy includes the following
principles/requirements:
a. Safe and healthy working conditions
b. Prohibition of child labor
c. Disclosure of manufacturing plant locations
d. Verification and enforcement mechanisms
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Contract# 1400028
e. Compliance with applicable codes
f. Penalties for violations
g. Responsible contractor forms
h. Non-poverty wage standard (domestic and international)
Contractor shall impose the District's Sweat-Free Procurement Policy certification upon
Contractor's subcontractors.
The consequence of any violation by the Contractor to the aforementioned laws and provisions
may result in action being taken by the District against the Contractor. Through
Memorandums of Understanding (MOU), information will be exchanged with various
government-based investigative agencies. The District will adopt the investigative agency's
fmdings to take appropriate actions against the Contractor. The action may include, but is not
limited to, agreed upon contract cancellation, vendor default, and/or vendor debarment.
The Contractor hereby certifies and shall cause all of its subcontractors to certify that all
goods and/or services will be manufactured, supplied, and/or provided in compliance with
the applicable labor laws and non-poverty wage standards of the country or countries of
origin, and,
The Contractor, and its subcontractors, will abide by all other provisions of the District's
Sweat-Free Procurement Policy, as outlined above, and,
Should the District find that the Contractor, or any of its subcontractors, is in violation of the
aforementioned laws/provisions, the Contractor shall be subjected to the consequences for
violation, which may include, but not limited to, contract termination, vendor default, and/or
debarment action being taken.
14. COVENANT AGAINST CONTINGENT FEES
a. The Contractor warrants that no person or authorized representative has been specifically
employed or retained to solicit or obtain the Contract in exchange for a contingent fee, except
a Bona Fide Employee or Bona Fide Agent. A breach or violation of this warranty shall be
considered a breach of Contract as a basis for termination for default. In addition to any
rights and remedies otherwise provided for in the Contract, by law, the District may deduct
from any payment under this Contract or other consideration, or otherwise recover, the full
amount of the contingent fee.
b. "Bona Fide Agent", as used in this Article, means an established commercial or selling entity
that is maintained by the Contractor for the sole purpose of securing business and that neither
exerts nor proposes to exert improper influence to solicit or obtain District contract(s) nor
holds itself out as being able to obtain any District contract(s) through improper influence.
c. "Bona Fide Employee", as used in this Article, means a person who is employed by the
Contractor and subject to the Contractor's supervision and control as to time, place, and
manner of performance and who neither exerts nor proposes to exert improper influence to
solicit or obtain District contract(s) nor holds itself out as being able to obtain any District
contract(s) through improper influence.
d. "Contingent fee", as used in this Article, means any commission, percentage, or other sum
that is payable only upon success in securing a District contract.
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e. "Improper influence", as used in this Article, means any influence that induces or tends to
induce a District employee, officer, contractor, subcontractor, authorized representative, or
consultant to give consideration or to act regarding a District contract on any basis other than
the merits of the matter.
15. DELIVERY REQUIREMENTS AND LOCATIONS FOR PRODUCTS, SOFTWARE AND
SERVICES
Contractor shall deliver all Products, Software, and Services to be provided under this Contract
directly to the specific District location specified or listed by the District in the individual
purchase order. Delivery shall be F.G.B. destination (inside plant), inside a District building,
subject to more specific directions of the destination school/office personnel. Contractor shall
provide all manpower and equipment to unload the truck and deliver "inside". After delivery of
Products to District, Contractor will not be responsible for any loss or damage to such Products
that is not the result of any fault of Contractor.
a. Unless otherwise specifically stated in the District purchase order, the Contractor shall pay, at
no additional cost to the District, all delivery costs including without limitation costs associated
with: drayage, freight, insurance, pallets, packaging, any special equipment needed for
delivery, etc. District shall not be obligated to pay expedited delivery charges unless the
District provides prior written approval of the amount of such charges and such approval is
reflected on the purchase order.
b. Delivery may be made at the Contractor's option either directly by the Contractor or by
common carrier. Contractor and/or Contractor's providers will coordinate shipments to schools
and communicate with the school point of contact designated to arrange delivery.
c. The Contractor shall contact the delivery location identified in the purchase order a minimum
of two (2) Business Days prior to proposed delivery date to schedule and make arrangements
for delivery of Products, Software or Services at an appropriate and mutually.agreeable date
and time.
d. Contractor shall use commercially reasonable efforts to make delivery of Products (including
all Services included in the price of the Products) and Software in accordance with the
Implementation Schedule to be specified in the mutually agreed upon project plan covering
Phase 1, Phase 2 and Phase 3 deliverables of the Common Core Technology Project
("Implementation Plan"). The parties agree that the Implementation Plan may be modified
with mutual written consent as circumstances dictate.
e. Except to the extent that a Force Majeure Event excuses delayed delivery pursuant to Section
37, Contractor shall deliver Products (including all Services included in the price of the
Products) and Software in accordance with the Implementation Schedule in the mutually
agreed upon Implementation Plan.
f. The District will not, for reasons other than a Force Majeure Event, scheduled school break
periods, or holiday break periods, unreasonably reschedule or refuse deliveries for a date later
than the delivery date specified in the purchase order. Except as provided in the preceding
sentence, the District shall not extend the date of delivery beyond the date set forth in the
purchase order by more than five (5) Business Days without the consent of the Contractor. If a
purchase order is for delivery to newly constructed schools or schools closed (in whole or in
part) for renovation or modernization, it must be stated as such on the purchase order at the
time such purchase order is submitted to Contractor.
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16. ASSET MANAGEMENT SYSTEM
Prior to shipment to the participating schools of this Project, for each computing device Contractor
or Contractor's subcontractors will affix an asset tag to the device. Each asset tag will include a
unique number with associated bar code representation.
Additionally, iPads that are to be delivered to schools in a "Griffin Case" with pre-loaded software
content will have another tag on the case with a unique ID as well as an Apple ID that was used to
load the content.
Contractor will host and provide a web-based interface to an online database to review and update
information about the computing devices or "assets," with online access provided to designated
District Project personnel and up to two representatives from each of the schools participating in
this Proj ect.
The asset tag information, along with the computing device specific information, including serial
number and MAC Address number, will be associated in the online database by school (school
code). If a case and content are preloaded on an iPad by Contractor's providers, then the Apple ID
used and unique ID on the case will also be loaded into the database.
The online asset management solution will include:
a. Inventory list and asset details for all portable computing devices deployed as part of the
solution(s) at time of installation or delivery.
b. School level inventory list.
c. Management and access for authorized school site-, and district-level administrators.
d. Functionality to view or modify appropriate data elements against one, some, or all assets
applicable to the user's authorization level.
e. Querying and reporting capabilities.
f. Downloadable data into CSV file for use within a spreadsheet.
g. The Asset Management System shall not be down for more than 24 hours in a seven- (7)
day period and no more than one incident per week.
17. (Reserved)
18. (Reserved)
19. PACKAGING AND IDENTIFICATION
a. Packaging: Contractor shall package Products and Software sufficiently to protect them from
damage during transit. ,
b. Packing Slip: Contractor shall state on the packing slip the District purchase order number,
contents, quantity, and description.
c. If Not Properly Packaged or Identified, District may reject such deliveries, and all costs
(return and re-delivery) shall be at the Contractor's expense.
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20. PRODUCT SUBSTITUTIONIMANlTFACTURER'S BRAND CHANGE
This Contract does not allow for substitutions for the Products or Software without prior written
authorization by an authorized District representative, which will not be unreasonably withheld.
If there is a manufacturer's brand change, the Contractor shall not automatically substitute
product. Contractor shall submit specifications, brochures and/or a sample (upon request), for
the District's approval prior to any future shipment. Any sample(s) so requested shall be
provided under the Apple Hardware Loan Agreement form attached hereto as Exhibit I.
If the new brand is accepted, all other terms, conditions and prices set forth in this Contract shall
remain in effect.
Notwithstanding the foregoing, throughout the term of the Contract, the parties agree that certain
limited circumstances, such as a material shift in services and/or hardware costs, widespread
industry constraints may necessitate product substitutions and/or price increases. In such certain
circumstances, and with written notice to the other party, District and Contractor agree to meet in
good faith to discuss modification or substitution of the Products.
21. FAILURE OF CONTRACTOR TO PROVIDE THE PRODUCTS, SOFTWARE OR
SERVICES AS AGREED
If Contractor fails to properly and satisfactorily perform the Services or provide the Products or
Software ordered by the District under a purchase order that has been received by Contractor (a
"breach"), and, except to the extent of a delay arising from a Force Majeure Event, if any of the
following conditions occur:
a. a breach by Contractor capable of being cured within thirty (30) days, is not cured within
thirty (30) days after Contractor's receipt of written notice of breach from the District to
Contractor; or
b. a breach by Contractor not capable of being cured within thirty (30) days and Contractor fails
to (i) proceed promptly and diligently to correct the breach, and (ii) cure the breach within
ninety (90) days after receiving the District's written notice of such breach; or
then, the District may make arrangements elsewhere for the purchase of the particular
Products, Software, or Services, that were not provided as required by this Section 21,
provided, however that nothing in this Section 21 shall limit or be construed as limiting the
District's obligations to issue prompt and full payment to Contractor for amounts due
Contractor for Services, Products and Software provided. A "breach" may include but is not
limited to: late or non deliveries, partial deliveries, delivery of wrong material, products not
meeting specification, giving wrong prices, invoicing problems, etc.
22. INSURANCE REQUIREMENTS
Contractor shall, at its sole cost and expense, maintain in full force and effect, during the term of
this Contract, the following insurance coverage from an insurer authorized to issue policies in
California with an A minus (A-), VII, or better rating from A.M. Best in connection with
Contractor's products and operations under this Contract.
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a. Commercial General Liability Insurance, including both bodily injury and property damage,
with limits as follows:
$1,000,000 per occurrence
$ 100,000 fire damage
$1,000,000 personal & adv. injury
$3,000,000 general aggregate
$3,000,000 products/completed operations aggregate
Contractor can meet the aggregate liability limits by means of any combination of primary
commercial general liability and follow-form umbrella or excess liability insurance.
b. Business Auto Liability Insurance for owned, scheduled, non-owned or hired automobiles
with a combined single limit of no less than $1 million per occurrence.
c. Workers' Compensation and Employers Liability Insurance in a form and amount covering
Contractor's full liability under applicable state law (for California, the California Workers'
Compensation Insurance and Safety Act) and in accordance with applicable state and federal
laws.
Part A - Statutory Limits
Part B - $1,000,000/$1,000,000/$1,000,000 Employers Liability
d. The Contractor shall have the right to self-insure, so long as Contractor maintains an audited
net worth (Shareholders Equity) of$100,000,000.
e. Contractor, upon execution of this Contract and periodically thereafter upon request, shall
furnish the District with certificates of insurance evidencing such coverage. Contractor agrees
to notify District as soon as possible upon Contractor's receipt of notice of cancellation. In
the event of notice of cancellation, Contractor shall promptly replace the effected coverage so
that no lapse in insurance occurs. The Commercial General Liability policy referred to in
Subsection 22.a. above shall include the District and the Board of Education as additional
insureds to the extent of Contractor's indemnification obligations in this Contract. Premiums
on all insurance policies shall be paid by Contractor and shall be deemed included in
Contractor's obligations under this contract at no additional charge.
23. (Reserved)
24. (Reserved)
25. FCC AND UL APPROVAL
Motherboards used to manufacture the desktop, mobile computers, and server computer systems
provided under this Contract must be Federal Communications Commission (FCC) approved,
and the power supplies must be Underwriters Laboratories (UL) approved.
Complete systems must be submitted to the FCC for evaluation and certification, or self certified
(declaration of compliance) in accordance with guidelines established by the FCC for self
certification. Each such system must have FCC and UL or self-certification/labeling affixed to
the back of each system.
Systems without FCC and UL approval or declaration of compliance statements and labels will
be considered non-compliant and will be rejected. Desktop and laptop systems must be FCC
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Contract# 1400028
Class B certified, or self certified, and server systems must be FCC Class A certified, or self
certified.
26. MANUFACTURER'S WARRANTY
Unless otherwise agreed to by the parties in the Contract or included in Exhibit D, "Extended
Warranty under Common Core Technology Solution," the sole warranty for an Apple Product
purchased hereunder shall be the Limited Warranty. Except for the Limited Warranty, all Apple
Products are sold "as is" and without additional warranty or support from Contractor. All
Products, other than Apple Products, are sold "as is" and without warranty or support from
Contractor, but may be accompanied by a manufacturer's warranty, as more particularly
provided in warranty documentation that accompanies such Products. Upon LAUSD's request,
Contractor will provide a copy of the manufacturer's warranty accompanying Products offered
by Contractor under this Contract. Nothing in this Contract shall be construed as obligating
Contractor to provide any warranty-related fulfillment or support for any Products, other than
Apple Products.
EXCEPT FOR THE LIMITED WARRANTY, CONTRACTOR MAKES NO WARRANTIES,
EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS OR SERVICES,
AND TO THE MAXIMUM EXTENT PROVIDED BY LAW, CONTRACTOR HEREBY
DISCLAIMS SUCH WARRANTIES, INCLUDING BUT NOT LIMITED TO, THE IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTIClTLAR
PURPOSE.
APPLE PRODUCTS ARE NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR
ENVIRONMENTS WHERE THE FAILURE OR TIME DELAYS OF, OR ERRORS OR
INACCURACIES IN, THE CONTENT, DATA OR INFORMATION PROVIDED BY APPLE
PRODUCTS COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL
OR ENVIRONMENTAL DAMAGE, INCLUDING WITHOUT LIMITATION THE
OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR
COMMUNICATIONS SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT OR
WEAPONS SYSTEMS.
27. EXTENDED WARRANTY.
The extended warranties for Apple Products provided under this this Contract are included in
Exhibit D, "Apple Product Warranties and Related Obligations for Common Core Technology
Computing Devices, Software, and Accessories."
28. TECHNICAL SUPPORT
Pursuant to Exhibit E, AppleCare Service/Support Process Flow for Hardware in warranty, the
Contractor shall provide telephone technical support via a toll-free telephone number at no
additional cost to the District with respect to all Apple Products, Software and Services. The
teclulical support hot-line shall be staffed with live operators and technicians to respond to
service requests from District schools and offices.
Contractor shall answer calls to the technical support hot-line within thirty (30) seconds from the
initial ring, and callers must not be put on hold longer than thirty (30) seconds. The parties agree
that the navigation of the phone tree for the Contractor or LAUSD hotline is not included in the
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Contract# 1400028
30-second time limit. Repeated delayed responses, no answers, put on. holds, or non-resolution of
service requests constitutes a breach of contract.
Voice-mail, message taking services, clerical staff, or other non-technically qualified personnel
are not acceptable means of providing technical support to the District.
In no event shall the processes described in this section for an identified hardware failure of in
warranty Apple Products cause delay of "next day" services pursuant to Section 2.A of Exhibit
D.
29. SERVICE REQUEST RESPONSE TIME
The Contractor shall provide a 24-hour repair or replace response. Live operators must be
available to answer service related calls during the Prime Period of Maintenance ("PPM")
Monday through Friday, from 7:30 am to 6:00 pm Pacific Time. During the PPM hours, a
technician must be dispatched to respond to the service call on-site within the next business day
from receipt of a call for service for an identified in-warranty hardware failure of iPads and/or
Mac mini's or a buffer replacement request approved by LAUSD. If the problem cannot be
resolved, an equivalent replacement unit must be delivered and installed in the same location
within 24 hours from the time of receipt of the original service call.
This "response time" (repair or replace) provision shall be strictly adhered to by the Contractor
for the iPads and Mac mini's covered by the Extended Warranty pursuant to Exhibit D.
30. BUFFERS AND SPARES
Of the total amount of iPads with Retina display purchased by District under this Contract, 30/0
will be utilized for a pool of buffer and spare devices in order to minimize the amount of time a
student may be without a device. The pool of spare devices ("Spare Pool") will consist of 0.5%
of the total deployed devices and will be used to replace devices under warranty that fail due to
manufacturer's defect. The pool of buffer devices ("Buffer Pool") will consist of 2.50/0 of the
total deployed devices and will be used to replace devices that fail for issues that are not covered
by the warranty, such as damage, theft or loss. Contractor will not be responsible for providing
any additional buffers that are not purchased by District.
As a part of the pricing paid for each device, Contractor will maintain the Spare Pool and Buffer
Pool at a central depot location. Contractor will provide monthly reports to District detailing
incidents, determined cause, resolution and from which pool each device was utilized.
Upon notification of a device failure, Contractor shall provide repair or replacement of the
specific device by the next school day between 8:00 A.M. and 5:00 P.M. PST throughout the
term of this Contract. (see Exhibits E-l, E-2 and E-3).
31. DEPLOYMENT SERVICES
Contractor shall provide deployment services as specified in the related SOWs (defined below)
in Exhibit A.
32. TRAINING
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Contractor will provide Training Products to the District delivered in accordance with the
Implementation Plan and related Statements of Work.
33. PERMITS AND LICENSES
Contractor shall provide all Services in compliance with the needs of the District. The Contractor
and all of their subcontractors shall secure and maintain in force such licenses as are required by
city, county and state laws, ordinances, and regulations for Contractor's performance of this
Contract. All operations and materials shall be in accordance with applicable laws.
34. REJECTION OF MERCHANDISE
District shall have the right to reject, and return to the Contractor, any Products, Software or
Services that do not conform with the terms and specifications of this Contract and the applicable
purchase order. The Contractor shall pay all shipping costs for returned Products or Software
and for any reshipped Products or Software.
35. STATEMENTS OF WORK'
Contractor shall provide the Product, Software or Services that are described in the specifications
set forth in Exhibit A, Statements of Work.
36. TECHNOLOGY CLAUSE
New technology Products and Software that meet the specifications as set forth in Exhibit A but
not available at the Effective Date may be added with the following stipulations: Contractor must
submit to the District a written formal request to add new technology. For evaluation purposes,
Contractor may be requested to provide product samples for review and testing by the District's
Information Technology Division, such product samples to be provided in accordance with
Contractor's Hardware Loan Agreement in Exhibit I. No product may be added to the contract
without prior written authorization from the District. When the Contractor's core operating
system in Products is updated, Contractor will provide notice to the District. All communications
shall be directed via the District's Project Manager and Information Technology Division.
Pricing shall be as set forth in this Contract for current Products. No products may be added to
avoid competitive procurement procedures. The District shall make final determination to add or
reject any requests.
37. FORCE MAJEURE
The parties to the Contract will be excused from performance during the time and to the extent
that they are prevented from obtaining, delivering or performing by a Force Majeure Event,
subject to the party whose performance is affected providing, within a reasonable time from the
commencement of the Force Majeure Event, notice thereof to the other party.
The Contractor shall .provide notice (which may be furnished via email to
margaret.caputo@lausd.net (or such other email address as the District shall designate fronl time
to time), or, if the Force Majeure event precludes email communication, then via telephone
confirmed by email or other notice) to the District's Facilities Contracts Branch of any Force
Majeure Event within a reasonable time from the commencement such Force Majeure Event
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affecting Contractor or its subcontractors providing Products (including any Apple Products),
Software or Services hereunder. Failure of the Contractor to notify the District timely shall
entitle the District to pursue such remedies as are available under the provisions of the Contract.
The Contractor will be granted an extension of time for any portion of a delay in performance of
the Contract caused by a Force Majeure Event, providing that the Contractor has taken
reasonable precautions to prevent further delays owing to such Force Majeure Event.
38. PUBLIC RECORDS ACT
This Contract is subject to the California Public Records Act. Those elements in the Contract
which are trade secrets as that term is defined in Civil Code Section 3426.1 (d) or otherwise
exempt by law from disclosure and which are prominently marked as "TRADE SECRET",
"CONFIDENTIAL", or "PROPRIETARY" may not be subject to disclosure. The District
shall not in any way be liable or responsible for the disclosure of any such records including,
without limitation, those so marked if disclosure is deemed to be required by law or by an
order of the Court.
39. AUTHORITY OF THE CHIEF FACILITIES EXECUTIVE
The District has the final approval in all matters relating to or affecting the Services and the
delivery of Products and Software. Except as expressly specified in the Contract, the District's
Chief Facilities Executive may exercise any powers, rights, and/or privileges that have been
lawfully delegated by the District. Nothing in the Contract shall be construed to bind the District
for acts of its employees and authorized representatives that exceed the delegation of District
specified herein.
40. DISTRICT'S TECHNICAL REPRESENTATIVE (PROJECT MANAGER)
The District shall provide a Project Manager and/or a technical representative for all technical
aspects related to the performance of the Contract. The Contractor shall make such oral or
written reports to the District's technical representative with an information copy to the District's
procurement officer as may be requested by the District or as specifically required by the
Contract. ALL CONTRACTUAL MATTERS SHALL BE ADDRESSED TO THE
DESIGNATED PROCUREMENT OFFICER.
41. INDEPENDENT CONTRACTOR
The Contractor represents that it is fully experienced and properly qualified to perform the class
of Services and to provide the Products and Software required for the Contract and that it is
properly licensed, equipped, organized, and financed to perform the Contract. The Contractor
shall be an independent contractor. The Contractor is not an agent of the District in the
performance of the Contract, and shall maintain complete control over its employees and its
subcontractors and suppliers of any tier. Nothing contained in the Contract or any subcontract
awarded by the Contractor shall create any contractual relationship between any subcontractor
and the District. The Contractor shall perform the Contract in accordance with its own methods,
in compliance with the terms of the Contract.
The District reserves the right of prior approval of all subcontractors and retains the right to
request Contractor to terminate any subcontractor, for any reason deemed appropriate by the
District, by so notifying Contractor in writing. Should said notification be submitted to
Contractor, it shall terminate said subcontractor immediately.
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42. SUBCONTRACTORS AND SUPPLIERS
a. Performance Of Contract
The Contractor shall:
(1) Be responsible to the District for all acts and omissions of its own personnel, and of
subcontractors, suppliers and their employees; and
(2) Be responsible for coordinating the work performed by subcontractors and suppliers.
(3) As the prime contractor, Apple should serve as LAUSD's primary contact for any and
all questions involving the hardware, software or related services offered under its
Common Core Solution. Additionally, in order to provide consistent and accurate
messaging, Apple requires its subcontractor to include it in any and all substantive
communications or negotiations with LAUSD.
Should a portion of the subcontracted performance of this Contract not be performed in
accordance with the terms of the Contract, or if a subcontractor commits or omits any act
that would constitute a breach of the Contract, the subcontractor shall be replaced and shall
not again be employed under the Contract.
b. Substitution of Subcontractor
(1) The Contractor shall not do any of the following without the prior written consent of
the District:
(a) replace any subcontractor; and/or
(b) permit any subcontract to be assigned or transferred.
(2) The Contractor may perform the work itself with qualified personnel, provided
written permission is obtained from the District prior to performance of the work.
c. Flow-Down Requirements
(1) The Contractor shall incorporate the following into each subcontract and require
insertion of same into all lower-tier subcontracts:
(2) All provisions required by law, regulation, rule, or the Contract shall apply to
subcontracts and shall apply to all subcontracts of any tier.
(3) By virtue of signing the subcontract, the following apply:
(a) The subcontractor acknowledges and agrees that all work being performed by it
under the subcontract shall be performed in accordance with the Contractor's
Contract with the District.
(b) The subcontractor agrees that it shall have the same duties and obligations to the
Contractor with respect to its performance of its own work as the Contractor has
to the District under its Contract.
(c) The Contractor and the subcontractor agree that the District is the third party
beneficiary of the subcontract and shall have the right to enforce all of the terms
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Contract# 1400028
of the subcontract for its own benefit. All guarantees, and warranties, express or
implied, shall inure to the benefit of both the District and the Contractor during
the performance of the work. Upon final completion of the work, such guarantees
and warranties shall inure to the benefit of the District.
(d) The Contractor and the subcontractor agree that nothing contained in the
subcontract shall be deemed to create any privity of contract between the District
and the subcontractor, nor does it create any duties, obligations, or liabilities on
the part of the District to the subcontractor except those required under California
Law. In the event of any claim or dispute arising under the subcontract and/or the
Contractor's Contract with the District, the subcontractor shall look only to the
Contractor for any payment, redress, relief, or other satisfaction. The
subcontractor hereby waives any claim or cause of action against the District
arising out of the subcontract.
(e) This Section does not and shall not operate to relieve the Contractor of any duty
or liability under the Contract nor does it create any duty or liability on the part of
the District. The Contractor shall have sole responsibility for promptly settling
any disputes between its subcontractors and between the subcontractors and any
of their subcontractors.
No subcontractor shall be permitted to perform the work under the Contract until it, or the
Contractor, has supplied satisfactory evidence of required insurance to the District, in
compliance with Section 22 entitled "Insurance Requirements".
43. (Reserved)
44. STANDARDS OF PERFORMANCE
a. The Contractor shall perform and require its subcontractors to perform the Services and
manufacture the Products in accordance with the requirements of the Contract and in
accordance with professional standards of skill, care, and diligence adhered to by firms
recognized for their expertise, experience and knowledge in performing work of a similar
nature. The Contractor shall be responsible for the professional quality, technical accuracy,
completeness, and coordination of the performance of the Contract, it being understood that
the District will be relying upon such professional quality, accuracy, completeness, and
coordination in utilizing the Products, Software and Services. The foregoing obligations and
standards shall constitute the "Standard of Performance" for purposes of the Contract.
b. Upon request, Contractor shall provide qualifications of key personnel to be placed on the
Project by the Contractor.
c. Subject to the conditions below, the District may request the removal of Contractor's key
personnel assigned to the performance of the Services under the Contract. The District shall
request such removal in writing with reasonable prior notice to Contractor.
Prior to the removal of Contractor's personnel, the parties shall first try to resolve in a fair
and reasonable way any dispute or controversy directly related to the District's lack of
satisfaction with Contractor's key personnel. To that end, the District's Project Manager for
this Contract and Contractor shall first attempt to resolve the issue through good faith
discussions within ten (10) Business Days after receiving written notice from the District. If
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no resolution is reached by the parties, one senior management member of each party shall
attempt to resolve any dispute or controversy within twenty (20) Business Days after receipt
of the District's written notice to Contractor.
If the parties' senior management members are unable to resolve the dispute or controversy,
Contractor's key personnel in question shall be removed from and replaced on the Project by
the Contractor at no cost or expense to the District within a commercially reasonable amount
of time. Further, an employee who is removed from the performance of the Contract for any
reason shall not be re-employed to perform work under the Contract. Contractor, in its sole
discretion, may hire replacement key personnel and this new hire shall have comparable
abilities and qualifications.
45. UNAITTHORIZED ACTIONS
Any action taken by the Contractor or its subcontractors not in conformance with the terms and
conditions of the Contract will be considered as unauthorized and at the sole expense of the
Contractor. Contractor or its subcontractors will not be compensated for any actions deemed by
the District to be unauthorized. No extensions of time will be granted under the Contract, purchase
order due to unauthorized actions.
No District employee or officer, except the Chief Facilities Executive, or designee, may
authorize any amendments to the Contract, issue a purchase order or make revisions to purchase
orders.
46. CONTRACT TERMINATION
a. Termination for Convenience
(1) The District, by written notice to the Contractor, may terminate this Contract in whole or
in part at any time, for the District's convenience. Upon receipt of such notice, the
Contractor shall:
(a) immediately discontinue all performance of the Contract affected (unless the notice
directs otherwise) and,
(b) deliver to the District all material and information as may have been involved in the
performance of the Contract, whether provided by the District or generated by the
Contractor in the performance of this Contract, whether completed or in process.
Termination of this Contract shall be as of the date of receipt of the Contractor of
such notice.
(2) If the termination is for the convenience of the District, Contractor shall submit a final
invoice within sixty (60) days of termination and upon approval by the District, the
District shall pay the Contractor the sunlS earned for the Products, Software and Services
actually provided/performed prior to the effective date of termination and other costs
reasonably incurred by the Contractor to implement the termination (if any).
(3) The Contractor shall not be entitled to anticipatory or consequential damages as a result
of any termination under this Section 46. Payment to the Contractor in accordance with
this Section shall constitute the Contractor's exclusive remedy for any termination
hereunder. The rights and remedies of the District provided in this Section are in addition
to any other rights and remedies provided by law or under this Contract.
b. Termination for Default
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(l) Issuance of Preliminary Notice of Termination for Default (Cure Notice).
If the District determines that the Contractor has failed to fulfill its contractual
obligations hereunder, a Cure Notice will be sent to the Contractor and each known
assignee, guarantor, or surety of the Contractor. The Contractor shall have 10 (ten)
Business Days from receipt of the Cure Notice to cure its failure(s) to perform or make
progress as set forth in the Notice. During the "cure" process, Contractor must sustain
performance in all areas not affected by the cure notice. If the Contractor makes
adequate progress within the cure period, the termination process will be discontinued. If
the Contractor fails to perform in accordance with Contract requirements, or to make
adequate progress, termination proceedings may be initiated.
(2) The District may, by written notice to the Contractor, terminate this Contract in whole, or
in part, at any time because of the failure of the Contractor to fulfill its contractual
obligations. Upon receipt of such notice, the Contractor shall:
(a) immediately discontinue all Contract performance affected (unless the notice directs
otherwise),
(b) and deliver to the District all material and information as may have been involved
in the provision of services, whether provided by the District or generated by the
Contractor in the performance of this contract, whether completed or in process.
Termination of this contract shall be as of the date of receipt of the Contractor of
such notice.
(3) If the ternlination is due to the failure of the Contractor to fulfill its contractual
obligations, the District may take over the performance of the Contract, and complete the
performance of the Contract by contract or otherwise.
(4) If, after the notice of termination for failure to fulfill Contract obligations, it is
determined that the Contractor has not so failed, the termination shall be deemed to have
been effected for the convenience of the District. In such event, adjustment shall be
made as provided in "Termination for Convenience".
(5) The Contractor shall not be entitled to anticipatory or consequential damages as a result
of any termination under this Section. Payment to the Contractor in accordance with this
Section shall constitute the Contractor's exclusive remedy for any termination hereunder.
The rights and remedies of the District provided herein are in addition to any other rights
and remedies provided by law or under this Contract.
47. RIGHTS IN PROPERTY
a. Title
(1) All property purchased by the Contractor for the District, shall be hereinafter referred to
as District property. Title to District property shall pass to and vest in the District upon
the vendor's delivery and acceptance of such property by the contractor.
(2) Title to District property shall not be affected by its incorporation into or attachment to
any property not owned by the District, nor shall District property become a fixture or
lose its identity as personal property by being attached to any real property.
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(3) The title transferred as described above shall in each case be good, and free and clear
from any and all security interests, liens, and/or other encumbrances. The Contractor
shall not pledge or otherwise encumber the items in any manner that would result in any
lien, security interest, charge, and/or claim upon or against said items.
(4) The Contractor shall promptly execute, acknowledge, and deliver to the District proper
bills of sale or other written instruments of title in a form as required by the District; said
instruments shall convey to the District title to material free and clear of debts, claims,
liens, mortgages, taxes, and/or encumbrances.
b. The District property shall be used only for performing work on the Contract, purchase order
unless otherwise provided in the Contract or approved by the Chief Facilities Executive or
designee.
48. CHANGES
a. The term "Change(s)," as used herein, means substitutions, additions, or deletions which
result in revisions to the Contract, SOW or purchase order. Change does not mean work
performed by the Contractor to correct defective performance of the Contract caused by the
Contractor's negligent acts, errors or omissions.
The parties reserve the right to alter or change any process and scope of work in Phase 2 or
Phase 3 of the Project, subject to the Change Order process below in Subsection
48.b. Additionally, certain SOWs may only be specific to a Phase 1 deployment. If and
when there are additional Phases (Phase 2 and Phase 3), the parties will create new SOWs
that specifically address the District's changing needs and requirements.
b. The District may at any time, and from time to time without invalidating the Contract or
purchase order, request to make Changes in the Scope of Work. The District and Contractor
will endeavor to reach mutual agreement regarding costs and Implementation Schedule
associated with the Change. Upon mutual written consent of the parties, such Changes,
including any increase or decrease in the amount of the Contractor's compensation and/or the
period of performance, shall be incorporated into the Contract, SOW or purchase order
through the issuance of a Contract Amendment, SOW Change Order (attached hereto as
Exhibit J and made a part hereof) or Purchase Order Revision. All of the provisions of the
Contract shall apply to Changes. Upon receipt of a Contract Amendment, SOW Change
Order or Purchase Order Revision, approved by the parties, the Contractor shall continue
performance of the Scope of Work as modified. Notwithstanding the foregoing, orders for
CTO Products may not be changed, modified or cancelled once Contractor has accepted an
order for CTO Products and the order is in production. Contractor agrees to make
commercially reasonable efforts to process SOW Change Orders to modify shipment
instructions for orders of CTO Products, provided that such order has not already shipped.
49. ASSIGNMENT
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a. The Contractor shall not assign, transfer, convey, or otherwise dispose of the Contract or a
purchase order (or the right, title, or interest in it or any part of it) without the prior written
consent and endorsement ofthe District, which consent shall not be unreasonably withheld.
b. No rights under the Contract shall be asserted against the District, in law or in equity, by
reason of any assignment of the Contract, or any part thereof, unless authorized by the
District as specified in this Section.
c. Any assignment of proceeds of the Contract shall be subject to all proper setoffs and
withholdings in favor of the District and to all deductions specified in the Contractor
purchase order. All monies withheld, whether assigned or not, shall be subject to being used
by the District for completion of the performance of the Contract, pursuant to the terms of the
Contract. In the event that the District consents to such assignment of monies, written notice
thereof shall be given by the Contractor to the District at least ten (l0) days before payment
is due.
50. SEVERABILITY
In the event any article, section, subarticle, paragraph, sentence, clause, or phrase contained in
the Contract or purchase order shall be determined, declared, or adjudged invalid, illegal,
unconstitutional, or otherwise unenforceable, such determination, declaration, or adjudication
shall in no manner affect the other articles, sections, subarticles, paragraphs, sentences, clauses,
or phrases of the Contract, or purchase order, which shall remain in full force and effect as if
the article, section, subarticle, paragraph, sentence, clause, or phrase declared, determined, or
adjudged invalid, illegal, unconstitutional, or otherwise unenforceable, was not originally
contained in the Contract or purchase order.
51. GOVERNING LAW
This Contract between the District and the Contractor shall be subject to the laws- of the State of
California.
By entering into the Contract, the Contractor consents and submits to the jurisdiction of the
Courts of the State of California, County of Los Angeles, over any action at law, suit in equity,
and/or other proceeding that may arise out of the Contract.
52. (Reserved)
53. (Reserved)
54. NO WAIVER
Failure of the District to enforce at any time, or from time to time, any provision of the Contract
shall not be construed as a waiver thereof. No waiver by the District of any breach of any
provision of the Contract shall constitute a waiver of any other breach or of such provision.
Failure or delay by the District to insist upon strict performance of any terms or conditions of the
Contract, or to exercise any rights or remedies provided herein by law, shall not be deemed a
waiver of any right of the District to insist upon strict performance of the Contractor's
obligations set forth in the Contract, or any of its rights or remedies as to any prior or subsequent
default hereunder.
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55. CONFIDENTIALITY
In accordance with the Family Educational Rights and Privacy Act ("FERPA"), Contractor is
authorized, as the agent of the District for purposes of FERPA, to access pupil record
information for which Contractor has a legitimate educational objective under the terms and
conditions of this Contract. Contractor acknowledges and agrees that District remains the owner
of all pupil record information of District students. Contractor acknowledges and agrees that
Contractor shall use the data shared under this Contract for no purpose other than the work stated
in this Contract as authorized by Section 99.31(a)(l)(B) of Title 34 of the Code of Federal
Regulations. Contractor further agrees not to share any individual student data received under
this Contract with any other entity and Contractor shall not disclose any pupil record information
to any third party without prior written approval by the District and in accordance with
applicable laws and regulations.
Contractor agrees that for and during the entire term of the Contract, any information, data,
figures, records, findings and the like received or generated by the Contractor in the performance
of the Contract, shall be considered and kept as the private and privileged records of the District
and will not be divulged to any person, firm, corporation, or other entity except on the direct
authorization of the District. Further, upon termination of the Contract for any cause, Contractor
agrees that it will continue to treat as private and privileged any information, data, figures,
records and the like, and will not release any such information to any person, firm, corporation or
other entity, either by statement, deposition, or as a witness, except upon direct written
authorization of the District.
The Contractor shall not publish information or technical data acquired or generated by the
Contractor in performing the Contract until such time as such information or technical data is
released in published reports by the District.
56. NONDISCRIMINATION
In connection with the performance of this Contract, Contractor agrees that it will not, on the
grounds of race, religious creed, color, national origin, ancestry, physical disability, medical
condition, marital status, sex, sexual orientation, or age, discriminate or permit discrimination
against any person or group of persons in any manner prohibited by Federal, State or local laws.
57. VEHICLE SAFETY AND SECURITY
It shall be the responsibility of the Contractor to ascertain the District Branch or Office under
whose direction the Service and delivery of Products and Software shall be performed. The rules
and regulations pertaining to safe driving on school grounds, and surrounding neighborhoods
particularly when students and children are present, must be adhered to. The Contractor's
drivers shall exercise extreme caution at all times and be sensitive to community concerns
regarding excessive noise. Maximum speed on campus is 5 M.P.H.
Drivers entering school premises when school is not in session shall lock any gate or door to
which they have access, both when entering and/or leaving the grounds. Gate keys, as may be
required, will be furnished by the District Branch or Office supervising the service. Any unusual
condition noted by drivers, such as gates or doors found unlocked or open or evidence of
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Contract# 1400028
vandalism, should be reported to the School Police Department of the Los Angeles Unified
School District, Tel: (213) 625-6631 (24 - hour telephone number).
Considering that many of the District's schools are located in community neighborhoods, the
Contractor shall have their drivers observe all applicable ordinances and/or restrictions
pertaining to operating times and noise abatement.
Any Contractor, whose business operation requires a DMV Biannual Inspection of Terminal
(BIT), must do so under the terms of this contract. The Contractor shall immediately notify the
District of any inspection failure.
58. HOLD HARMLESS CLAUSES
A. Indemnity: Subject to the exceptions in this Subsection 58.A and the terms of Subsection
58.B below, Contractor will defend, indemnify, and hold harmless any proceeding or action
brought by a third party against LAUSD to the extent based on a claim that: (a) an Apple
Product that LAUSD has paid to acquire from Contractor infringes a U.S. patent, copyright,
trademark or trade secret; or (b) personal injury or tangible property damage suffered by such
third party was caused by Contractor's gross negligence or willful misconduct during the
performance of Services. Notwithstanding anything to the contrary, Contractor is not liable to
defend or be responsible for any claims or damages arising out of or related to: (i)
modification of any Apple Product; (ii) combination, operation or use of any Apple Product
with non-Apple branded Products or other programs, data or documentation; (iii) the
District's violation of any import or export control requirements, regulations and laws; (iv)
the District's use or exportation of any Products into any countries identified on any U.S.
Government embargoed countries list; (v) use of any Apple Product in a manner not
authorized under the applicable license temls; (vi) any other Products; or (vii) LAUSD's, its
agents, employees or contractors' negligent acts or omissions. THE ABOVE IS LAUSD'S
SOLE AND EXCLUSIVE REMEDY AND CONTRACTOR'S ENTIRE LIABILITY FOR
ALL SUCH CLAIMS.
B. NoticelDefense: The District shall promptly notify Contractor in writing of any claim,
demand, proceeding or suit of which the District becomes aware which may give rise to a
right of defense under Subsection 58.A above ("Claim"). Notice of any Claim that is a legal
proceeding, by suit or otherwise, must be provided to Contractor within thirty (30) days of
the District's first learning of such proceeding. Notice must be in writing and include an offer
to tender the defense of the Claim to Contractor. Contractor, if it accepts such tender, may
take over sole control of the defense of the Claim. That control includes the right to take any
and all actions deemed appropriate by Contractor in its sole discretion to resolve the Claim
by settlement or compromise. Upon Contractor's acceptance of tender of a Claim, the
District will cooperate with Contractor with respect to such defense and settlement. If a
Claim is settled and to the extent permitted by law neither party will publicize the settlement
and will make every effort to ensure the settlement agreement contains a non-disclosure
prOVISIon.
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C. Mitigation of Damages. In the event of a Claim, Contractor. will be entitled (but not
obligated), at its sole option, to: (i) procure for the District the right to continue use of the
applicable Apple Product(s); (ii) replace the applicable Apple Product(s); (iii) modify the
applicable Apple Product(s); or (iv) refund the amount paid by the District to Contractor for
the applicable Apple Product, less depreciation.
59. LIMITATION OF LIABILITY
EXCEPT FOR THE INDEMNITY OBLIGATIONS ABOVE IN SECTION 58, THE
MAXIMlTM AGGREGATE LIABILITY OF CONTRACTOR FOR ANY AND ALL CLAIMS
AND DAMAGES ARISING OUT OF OR RELATED TO THIS CONTRACT, WHETHER
ARISING IN CONTRACT, WARRANTY, TORT, STRICT LIABILITY, STATUTE OR
OTHERWISE, SHALL BE LIMITED TO AN AMOUNT NOT TO EXCEED THE LESSER OF
THE AMOlTNT PAID TO CONTRACTOR DURING THE TWELVE (12) MONTHS
IMMEDIATELY PRECEDING THE CLAIM OR TWENTY MILLION UNITED STATES
DOLLARS ($20,000,000). IN NO EVENT SHALL CONTRACTOR BE LIABLE FOR
INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT DAMAGES (INCLUDING,
WITHOUT LIMITATION, CLAIMS FOR LOST BUSINESS PROFITS OR REVENlTE, LOSS
OF DATA, INTERRUPTION IN USE, UNAVAILABILITY OF DATA, OR THE COST OF
PROClTREMENT OF SUBSTITUTE GOODS OR SERVICES) OR FOR PlTNITIVE OR
EXEMPLARY DAMAGES, WHETHER AS A RESULT OR BREACH OF CONTRACT,
WARRANTY, TORT, STRICT LIABILITY, STATlTTE OR OTHERWISE. THE REMEDIES
SET FORTH IN THIS AGREEMENT SHALL BE THE DISTRICT'S SOLE AND
EXCLUSIVE REMEDIES FOR ANY AND ALL CLAIMS AGAINST CONTRACTOR, ITS
AGENTS AND SUBCONTRACTORS IN CONNECTION WITH OR RELATED TO THIS
CONTRACT. THE PARTIES FURTHER AGREE THAT THE LIABILITY CAP SET FORTH
HEREIN SHALL NOT BE APPLIED CUMlTLATIVELY OR ON A PER CLAIM BASIS AND
NOTHING SHALL BE CONSTRlTED SO AS TO ENLARGE THAT AGGREGATE
LIMIT. THE PARTIES AGREE THAT THE ABOVE TERMS REPRESENT A FAIR
ALLOCATION OF RISK BETWEEN THE PARTIES WITHOUT WHICH THEY WOULD
NOT HAVE ENTERED INTO THE AGREEMENT.
60. AUDIT AND INSPECTION OF RECORDS
The Contractor shall make all books and records directly relating to the performance of the
Contract available to the District at all reasonable times and without charge to the District. Said
evidence/records shall be provided to the District within sixty (60) Business Days of a written
request from the District and no more than once per year. Subject to any inspector or auditor's
signature on Contractor's confidentiality/nondisclosure agreenlent, Contractor agrees to
cooperate with any audit to provide reasonable access to relevant materials at District's sole cost
and expense.
Contractor's Subcontractors shall maintain books and records related to the performance of this
Contract for a period of three (3) years after the later of the date of completion of the Contract or
the date of final payment under the Contract.
Page 24 of29
Contract# 1400028
Any information provided on machine-readable media shall be provided in a format accessible
and readable by the District. The Contractor shall obtain from its subcontractors written
agreements to the requirements of this Section 60 and shall, upon the District's request, provide
a copy of such agreements.
Any information, books, records and supporting documents made available in the course of any
audits pursuant to this Section 60 are the sole and exclusive property of Contractor and the
confidential information of Contractor and will be maintained in strict confidence by the District.
Any Auditor General is subject to agreement to Contractor's standard confidentiality terms upon
commencement of such audit.
61. ENVIRONMENTALLY PREFERRED PRODUCT PROClTREMENT PROGRAM
The Los Angeles Unified School District has established a policy to buy, wherever/whenever
practical, environmentally preferable products to meet its needs and to foster market
development for recycled products. The District recognizes that the availability of recycled
products may be periodically limited. Therefore, the policy is intended to help develop the
market for recycled products, and to increase District usage of environmentally preferable
products, where and when economically feasible, as the market develops.
This policy covers all procurements, both of goods and services, to support the purchase of cost
competitive recycled products, and products that contain recycled content of equal utility and
function, where a stable supply chain exists to meet the demands of our schools, and if there is
no additional cost to the District.
62. (Reserved)
63. PRODUCT SAFETY COMPLIANCE
Contractor shall comply with applicable sections of ASTM 963.07 (e) 1 and shall guarantee that
the products provided under this contract shall not contain harmful substances that exceed the
levels permitted in California Proposition 65 (Title 22, California Code of Regulations, Section
12000). Contractor shall also comply with all applicable requirements of the Consumer Products
Safety Commission.
64. FINGERPRINTING
The Contractor and its subcontractors, as applicable, shall comply with the requirements of
California Education Code Section 45125.1, and perform the following acts:
a. Require all current and subsequent employees of Contractor who may enter a school site
during the time that pupils are present to submit their fingerprints in a manner authorized by
the California Department of Justice (the "CADOJ").
b. Prohibit employees of Contractor from coming into contact with pupils until the CADOJ has
ascertained that employee has not been convicted of a felony as defined in California
Education Code Section 45122.1.
c. Certify in writing, using the District's fingerprinting certification form (available at the
Office of Risk Management and Insurance Services (ORMIS) website) to the District that
neither Contractor nor any of Contractor's employees who may enter a school site during the
time that pupils are present have been convicted of a felony as defined in California
Page 25 of29
Contract# 1400028
Education Code Section 45122.1 and provide such certification to the District's Office of
Risk Management and Insurance Services (aRMIS).
d. Provide a list of the names of Contractor's employees who may have contact with pupils to
the District's Office of Risk Management and Insurance Services (aRMIS). This list shall
be updated for employee changes and shall list employees by appropriate school site.
65. SOFTWARE
Apple Software
The District acknowledges that Products often contain not only hardware but also software,
including but not limited to, operating systems and applications. Such software may be included
in ROMs or other semiconductor chips embedded in hardware, or it may be contained separately
on disks or on other media. Such software is proprietary, is copyrighted, and may also contain
valuable trade secrets and is protected by patents. The District, as an end user, is licensed to use
any software contained in such Products, subject to the terms of the license accompanying the
Products, if any, and the applicable patent, trademark, copyright, and other intellectual property,
federal and state laws of the United States. In the event of any conflict or inconsistency between
the terms of this Contract and any license terms accompanying any Product, such license terms
shall control solely as to the Product covered by those terms.
Unless the District has obtained Contractor's prior written consent, the District, in addition to
any obligations or restrictions set forth in any license, which may accompany a Product, shall not
copy the software. The District shall not disassemble, decompile, reverse engineer, copy,
modify, create derivative works thereof or otherwise change any of the software or its form.
66. SERVICE TERMS
a. Services Statements of Work: In addition to the purchase of Products, this Contract shall
serve as an agreement for the acquisition of "Deployment Services and Training Products"
from Contractor to District. The parties shall execute a statement of work ("SOW") for all
such Services to be performed substantially in the format as agreed upon by the parties and
shall incorporate all the terms and conditions herein. Each SOW shall be uniquely numbered
and signed by an authorized representative of both parties. Each SOW shall set forth, at a
minimum, a description of the Services, the number of personnel assigned to the Services,
the duration of the Services and the fees for the Services, unless such fees are already
included in the price of the applicable Product. The SOWs for Phase 1 of the Common Core
Technology Project are contained in Exhibit A.
b. Delivery: For Phase 1 of the Project, Contractor shall make reasonable efforts to provide
Services on a timely basis in accordance with the Implenlentation Plan and as specified in
each related SOW. Delivery requirements for Phases 2 and 3 of the Project will be made in
accordance with the then current Implementation Plan and related SOWs, as agreed by the
parties. Contractor may reassign and substitute personnel (except for key personnel subject
to Standards of Performance, Section 44.c, above) at any time and may provide the same or
similar Services to other customers or districts. Contractor reserves the right to utilize
subcontractors in the performance of Services.
c. Compensation; Fees and Expenses: Unless specified otherwise in a SOW, fees and
expenses for Services performed under the Project shall be included in the price for each
CCTP iPad Bundle as specified in Exhibit B.
Page 26 of29
Contract# 1400028
d. Ownership: Any ideas, concepts, inventions, know-how, data processing techniques,
software or documentation developed by Contractor, Contractor's personnel or
subcontractors (acting alone or jointly with District) in connection with Services provided to
District will be the exclusive property of Contractor (referred to as "Contractor
Information"). Contractor grants District a nonexclusive, royalty-free, non-transferable
(without right to sublicense) license to use the software or other proprietary rights in the IT
Services developed under this Contract. Contractor may (but is not obligate to) provide
District with specific, customized or unique suggestions or information as part of the IT
Services developed by Contractor, but excluding any Contractor Information, and which
suggestions or information do not have application to other customers of Contractor
("District-Owned Information"). If applicable, Contractor will identify all District-Owned
Information and furnish that District-Owned Information to District, subject to the
qualifications set forth in this Contract, and District will own all of right, title and interest in
the District-Owned Information, excluding any Contractor Information.
(l) Apple Professional Development Materials
Subject to District's compliance with any and all applicable licensing terms, Content
Provider grants District a nonexclusive, royalty-free, non-transferable (without right
to sublicense) license to use the Apple Materials developed under the Contract
resulting from bid award.
(2) Pearson Professional Development Materials
Pearson Education, Inc. ("Pearson," a subcontractor of Contractor) will also deliver
professional development to the District, and will retain ownership of any offered
curriculum products or materials, including any derivatives or enhancements thereto.
Pearson will not grant rights to the District under a Creative Commons license;
however, subject to any and all applicable licensing terms mutually agreed to by
District and Pearson, Pearson will grant District a limited license to use its offered
products and materials, unmodified, for internal purposes only.
e. Contractor reserves for itself all rights in and to the Contractor Information. Except as
expressly granted in Subsection 66.d above, no other licenses, express or implied, are granted
to the District with respect to the Contractor Information.
f. The parties agree that IT Services are included within the meaning of Services.
g. The parties agree that the installation of any third-party software by Contractor at the request
of the District shall be in accordance with the Solution Software Installation Agreement,
attached hereto as Exhibit K and made a part hereof.
67. ORDER OF PRECEDENCE
This Contract contains the entire agreement between the parties regarding the purchase of
Products from Contractor and supersedes any other prior oral or written agreements. In the event
of any conflict among the following documents, the order of precedence shall be:
This Contract No. 1400028 and all its amendments, exhibits, addenda and Statements of Work;
Contractor's Best and Final Offer (BAFO) dated May 6, 2013, as revised May 21, 2013;
Contractor's Proposal dated March 28,2013; and LAUSD RFP No. 1118.
68. SURVIVAL
Page 27 of29
Contract# 1400028
All defined terms and the following provisions shall survive any termination of this Contract: 4,
5, 46, 50, 51, 59, 60, 65, 66.d, 67, 68, Exhibit D, and any other section that by its terms is
intended to survive the term hereof, shall survive the expiration or termination of this Contract.
69. SMALL BUSINESS ENTERPRISE (SBE) UTILIZATION
Contractor shall make commercially reasonable efforts to meet the LAUSD SBE Utilization goal
via submittal of federal SF295 form or other good faith effort.
70. WORK BASED LEARNING
Contractor shall make a good faith effort to provide work based learning opportunities to benefit
LAUSD students.
71. This Contract may be executed in counterparts and, if so executed, each such counterpart shall
have the force and effect of an original. A facsimile signature or signature scanned and sent by
electronic mail shall have the same force and effect as an original signature.
Signature Page Follows
Page 28 of29
Contract# 1400028
The duly authorized representatives of the parties execute this Agreement as of the dates set
forth below.
Apple Inc.
SIGNATURE:
PRINT NAME:
Christina M. Quezada,
Contract Operations Manager
TITLE:
DATE:
JUL 12 2013
Los Angeles Unified School District
SIGNATURE:
~ -
PRINT NAME:
TITLE:
DATE:
Page 29 of29
Contract# 1400028
EXHIBIT A
SCOPE OF SERVICES
Contract# 1400028
Exhibit A A-1
,f.\pple Inc.
Statement of Work

i .
... D:::leh'-'ve:::"ryC7'COli=tact=--------------+I-:.-
organIzation
Address 1

State Zip
Phone
Email Address I:
Agreement Infonnation -----------.,
062481216623
Agreement Number
PO Number
Apple Contact ------------__,
West
Aiea
Alex Siems
Apple Contact
512-674-8065
Phone
asiems@apple.com
Email Address
Summary of services (see attached Summary of SeJiYice)------------------------,
LAUSD: cart Deplovment 5ervIces Scope
Apple Professional Services will provide LAUSD with the: escription on the attached summary.
Please see page (2) for details
The Terms and Conditions on the LAUSD contract 14000' 8 are applicable.
Please sIgn and fax this Fonn to 05-489-7864 or email to eduservicesOapple.com
;I ....
authori2ed n Of Services. _ .
descri in a e terms and conditions set forth on Estimawd Start Date estimated End Date Engagement Type
:u$tO Sig re 19> Rate II TotaJUnel
(1\i/l(.lllll!-k(1 CI.,/f ..."..,,,,, :Rr... :
JUl 2013 }ENumber Qty TotalUne3 Rate
..-i.
Manager Estimated Expenses I
Apple Name & lltte (print) I Total estimated Charges

Contract# 1400028

062481216623
Agreement Number
"
su,mary of services
I
n1063 - LAusD: e.t Deployment Servas Scope 'I,
I
I
Eng8gement SumlMry i
This Description of Services is attached to and integrated infhe Statement of Work for Services performed by Macprofessionals and Bell
Techlogix ('Providers'), on behalf of Apple, Inc ('Apple') da as of 3rd July, 2013. The Services are provided for the benefit of Los
Angeles Unified School District ('LAUSD') as part of Commn Core Technology Project ('CCTP') Request for Proposal # 1118 and
specifically address the optional Bretford Cart Deployment ir Apple's RFP response
NOTE: ThesemcestlesailJedherearedependent on LAUSDse1ra1ngoneofApplej- optiOfl{/Icaltsolutions outlinedin App!ej-RFPresponse.
theservicesrequiredfor aporticulorcolt option nfychangej{LAUSOchooses tochange theiPoddeploymentmodeltocalt
syndngforanygrotles. \
SERVICES TO BE PROVIDED
Apple Professional Services will complete the following: !.
Apple shall render such services as may be necessary to In a professional manner the project described below in accordance
with the following description of services: I:
I
PROVIDER. LOGIS11CS AND PROJECr MANAGEMENT *
Apple's providers will supply all logistics for the project ite covered under this contract. Providers will also assign dedicated Project
Management personnel to manage their responsibilities for ms covered under this contract.
\
CUSTOM DELIVERY
Carts will be delivered to all school sites as determined by tHe schedule set by the Apple Project Management Office ('PMO') and LAUSD.
Deliveries will be made on weekdays between 8:00 AM and .:30 PM.
1
Delivery includes:
i
1
- Delivery of Carts to each school building I
- Apple PMO will collect signed copies of Proof of Delivel)' fr0m carriers within three (3) days of delivery to school
,
CART INSTALlATION i
Apple PMO will coordinate cart installation with Providers upon by LAUSD and school site contacts. Apple PMO will provide
school site name, contact info, address and installation sche ule to Providers. When Providers' delivery teams are on site, an authorized
school representative is to be onsite with them at all times t facilitate and approve delivery. Upon arrival of Providers' delivery team,
authorized school personnel will provide parking and access or delivery vehicles. Providers are not responsible for locking or unlocking
buildings or rooms, disarming or setting alarms, locking or u locking parking or security gates or turning on or off lights. '
Installation includes: I,
- Unbox and assemble cart 'I
- Place asset tag on cart and record asset data ,
- Connect and test all required power and USB cabling I
-Place cart in customer pre-defined location in school
-Unbox the iPads
- Connect each iPad to it's slot cable and confirm the iPad in icates it is being charged
-Remove all packing material to central location In each buil ing for Apple Recycling to collect
- Obtain Confirmation of Acceptance from LAUSD site corna for Apple PMO
ASSET DATABASE ' :
Within three business days after completion of the delivery, will submit an electronic MS Excel format Asset Database' copy of
all items deployed. Report to include the following fields: i
I
- Date of purchase
- Date of delivery
- Purchase order number
- Cart serial number
- Cart asset tag number
- School location code to which cart was delivered .1
I
Report will also include reference to any hardware found 001 as well as inventory of DOA replacements received and entered into Asset
Database before delivery date. Ii
""'''''''nit'oI. __,1ixm,.,2 tJIVT_U _2 I _,_121t1621
Contract# 1400028
DOA PROCEDURE
Providers will identify any DOA carts during installation and:infonn Apple PMO. Any defective carts will be replaced by Apple in
coordination with the cart manufacturer and according to tne manufacturers warranty Terms and Conditions.
I
APPLE RESPONSIBILITIES :
Designate a Project Manager to work with Providers and LAUSD.
I'
Provide the following details to the Providers: !'
- LAUSD coordinated installation schedule for carts 'I
- Numbers of carts to be installed at each site i
- Numbers of iPads to be Installed in each cart at each site I!.
- Ust of locations within each school where carts should be p.aced
- Contact infonnation for a LAUSD-based representative to sign proof of delivery receipts at each school site upon completion of
installation at that site II
LAUSD RESPONSIBiunES I
Designate a Project Manager to work with Apple PMO
Provide the following details to the Apple PMO team ten (lQ) business days prior to reqUired delivery date:
I
- Numbers of carts to be installed at each site i
- Numbers of IPads to be installed in each cart at each site II
- Ust of locations within each school where carts should beflaced
- Contact infonnation for a LAUSD-based representative to proof of delivery receipts at each school site upon completion of
installation at that site :
ISSUE RESOUII1ON i
Providers will conduct conference calls as necessary and with the Apple PMO to resolve delivery and technical issues. As soon
as atechnical or logistical issue occurs, the Provi.ders will 1mI ediately escalate the issue to the Apple PMO, who will assign aProject
Manager or Project Engineer to address the issue. If the Ap e PMO requires additional engineering support, the PMO will escalate to the
Apple Professional Services National Delivery team. II
I
Providers will carry the necessary insurance for all Apple pr uets while the products are in the control and possession of Providers.

Providers will provide Proof of Insurance, indudlng Workma Insurance. Providers insurance certificate will be a Broad Form vendor
endorsement document that names Apple as an Additional nsured.
CONFIRMATION OF ACCEPTANCE l
LAUSD agrees to sign and return aConfirmation of Acceptal1ce (-COAj document for delivety of iPads and accessories to each school. At
the end of each week during the project, the Apple PMO present the COAs for each school that received completed delivery during
the previous week for the LAUSD project manager to sign. USD agrees to return signed COAs within five (S) business days of their
receipt.
I
'[
Agm!nNNlt 06<'18'2'662.1
Customer Initials
Contract# 1400028
Exhibit A A-2
Apple Inc.
Statement of Work
DelIverTo-------------+:'----, Agreement Information ------------,
DeliYel}' Contact
urganlza!lon
1

State Zlp
PhOne
EmaR Address I
LAUSD: Projed Manave'Mnt and Project EngIneerT
062484116624
Agreement Number
PO Number
Apple Contact ---------------,
West
Area
Alex Siems
Apple Contact
512-674-8065
Phone
asiems@apple.com
Email Address
Summaryof5ervices (see attached Summary of
Scope
Apple Professional Services will provide LAUSD with the i:iescription on the attached summary.
Please see page (2) for details
I
I'
I
The Terms and Conditions on the LAUSD contract 14000: 8 are applicable.
Please sign and fax this Form to 05-489-7864 or email to eduservicesOapple.com

Customer rCustDmer") and Apple Inc. ("Apple'), by the signature of their I I I I
J
I
authorizI:d d5erv1ces 0,,_-=.-....,...".---::----'. _ ..
IEstimated Start Date Estimated End Date Engagement Type h
__ Iv .10 1!tY II Total Une 1 Part Number Rate
C Signat- r t. I lr=Jr II
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Customer Name & lltle Cpr! ..J. I --l L .

JUh12iaFfZUJ3, Qty (lJnilsIl)oys) Rate Total Une 3

Mtetlue a
Estimated Expenses I
Apple Name HItIe (print) Contract Manager Total Estimated Charges
APSAgn!elTlmtForm Hv2 OIVl.1l201J Pagel
Contract# 1400028

062484116624
Agreement Number
of Services
n10&3 - LAUSD: Project M.MgIIMIIt and Project s.mc.s 5cDpe
EngIgement 5L1n1Mry,
Apple Professional Services will assist Los Angeles Unified District (LAUSD) with the planning, oversight, and implementation of the
Common Core Technology Project (CCTP"). !
This project will indude a Professional Services team of Project Manager(s) and Project Engineer{s) that will be assigned to
LAUSD's SChools CCTP project upon execution of a PUrchilj Order and signed Statement ofWork.
Rlqund Apple RIIouIa SId....
Apple Professional services (APS) will assign experienced p
f'
tsonnel to work on-site and off-site to assist LAUSD with the planning and
execution of the cap project for Phase IofCCTP. '
I
The personnel will have past professional experience with following:
- Project Management of OS Xand iDS Deployment
- Technical Management of OS Xand iOS Deployment projf,ftS
- Coaching and Mentoring in OS Xand IDS platform (e.g. Apple Configumor)
I'
Professional Services Team may include not limited to:
* Project MMagement te of the project, and Identifying any constraints - Oeariy Identify the project's scope, assessing the current
- Oearly identify and communicate project dependendes, es and responsibilities
Establish project communication practices
Document and communicate project changes in with the procedures as expressly set out in the Apple contract
- Develop a mutually agreed upon, realistic roll-out schedui'ln conjunction with LAUSD
Monitor project activities and take action as necessary to tigate risk and/or resolving Issues
- Conduct regular conference calls (cadence to be agreed u n daily and weekly calls) with LAUSD and Apple personnel to facilitate
team communication, timely decision making, and acking
- Monitor Apple shipments and work with LAUSD to ensurel*" items are delivered
- Work with LAUSD and Apple resources to schedule, prepa !.for and coordinate Professional Services engagements associated with the
project, such as Integration services and Apple Professional ipeVelopment
- Coordinate one to many installation coaching and mento mg sessions per site
- Monitor and communicate project status in a timely fashi
- Fadltate planning meetings to Identify the project scope, etermlning roles and responsibilities, defining activities and developing a
project work plan (tlmeline) including, but not limited to, it s outlined in Apple's RFP response Section 12.1.
- Coordinate Imaging and asset tagging of Apple hardware ith Apple Professional Services Providers
- Coordinate delivery and on-site preparation ofApple hard are
- Consult and advise LAUSD on planning roll out events I
- Work with customer contact at each location for roll-out and process prior to rall-out
Project EngInHmg ;
- iDS technical leadership i
- Process guide creation for technical coordinators roIl-out
- Technical coaching and Mentoring of LAUSD technical coo inators In preparation of roll-out activities in one to many coaching sessions
-Technical coaching and Mentoring of LAUSD District level ff
- Technical process pre-roll out support ,
- Technical process post roll-out support
- Track open iDS profilelload-set related Issues and rnanagin ' related escalations
- Update technical process and procedure documentation a project evolves
- Technical, process and procedural guidance for all APS pro ders
- On-site school visits to fadJltate knowledge transfer as ne
- Establish imagelload-set requirements with LAUSD in cooperation with the Apple sales Team
- Interface with Applecare as it relates to the field non-hardvrre related Service requests
ISSUE RESOWI1ON !
PMO will conduct meetings as necessary and coordinate the respective parties to resolve any project related Issues. As soon as a
technical or logistical Issue occurs, the Providers escalate the issue to the Apple PMO, who will assign a Project Manager
or Project Engineer to address the issue. If the Apple PMO re<jluires additional engineering support, the PMO will escalate to the Apple
Professional Services National Delivery team. I .
,
I Poge2 Agmmmt
Customer Inidlls Apple Initials
Contract# 1400028
CONRRMAllON OF ACCEPTANCE. .
LAUSD agrees to sign and retum aConfinnation of Acceptarce (COAl document on amonthly basis for Apple Project Management and
Apple Project Engineer services.
CUSTOMER RESPONSIBlunES ;
LAUSD Is responsible for providing the following for these trvices:
- LAUSD will assign a Project Manager to work with the Apple PMO Team and coordinate LAUSD project personnel, equipment, and
actlvities needed to complete this project r
- Provide sufficient space, power and network connectivity f'W the Installations
- Provide office space for the Apple PMO team. The expect:tnumber of resources will be 8 that need to co-Iocate in the LAUSD facility.
Additional resources will be added to prepare for next pha
- Ensure facility Is accessible and required personnel are ava able during scheduled time of Installation
- Make available adesignated LAUSD district representative~ t h signature authority to review the acceptance criteria and sign the
Confirmation of Acceptance for services outlined In this scor .
B ~ ~ !
The project manager's scope does not include: I
- The Apple Project Manager's role Is not to manage the LAySD staff, but to help LAUSD facilitate their project and together deliver a
successful project.
0A
Apple Inillais Customer Initials
Contract# 1400028
Exhibit A A-3
Apple Inc.
Statement of Work
----,
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Address 2
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Email Address I:
Agreement InformItfon------------,
062485816625
Numbef
PO Number
Apple Contact --------------,
West
Area
Alex Siems
AJ>I)Ie Contact
512-674-8065

aslems@apple.com
Email Address
Summaryof Services (see attached Summary of Se I ice)-----------------------;
LAUSD: Deployment Seme. SCope
Apple Professional Services will provide LAUSD with pesaiption on the attached summary.
I
Please see page (2) for details
I
Th' T,,,,,, ood Coodmo'" """,, tAUSD "'""", ,4
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theLAUSO
Please sign and fax this Form to 05-489-7864 or email to eduservlcesChlpple.com
Authorization I
GJstomer ('Customer"] and Apple Inc. ("Apple"J,by1he oftheit \ I I I I 1
authorized representative beIow,agree provision of Services I _ . :- ----...J
described herein I a . rms and c . . set forth Estimated Start Date Estimated End Date Engagement Type
I ICJI II
l \ 0
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Part Number Qty (UnlWDoys) Rate Total Une 1
Cust ture \ te J 1c:::J1 II
frtH I1lKltno/partNumber r(\J9"") Rate Total Une 2
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2013
1 Part Number Qty (Unlb/Doyl) Rate L..Tota"""'"'j"""'"'Lin-e)....J
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APSAglf!l!n1t!llfFonnHv2 {)6/13120l.J I Page f ()(j2-1MBf6625
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Contract# 1400028
062485816625
Agreement Number
suimaryof services
n 10&3 LAUSD: DepIofmInt ServkM 5cDpe for eCTP '
EngIgement SlIInI'MlJ i
This Desaiptlon of Services is intended to be attached to Integrated In the Statement of Work for Services performed by
Macprofessionals and Bell Techloglx (Providersj for Phase the Common Core Technology Project. on behalf of Apple, Inc ("Apple")
dated as of 3rd July. 2013. The Services are provided for the
l
nefit of Los Angeles Unified SChool District as part of Common Core
Technology Project ("CCTP") Request for Proposal '11 18 an. specifically address provisioning. configuration and delivery of IPads and
accessories. '
SEIMCIS 1'0 BE PROVIDED
Apple Professional Services will complete the following:
Apple shall render such services as necessary to complete 11 a professional and timely manner the project described below In accordance
with the following procedures: I'
1
PROVIDER lDGIST1a AND PROJECT MANAGEMENT 1\
Providers will supply all logistics for the project Items under this contract Providers will also assign dedicated Project
Management personnel to manage their responsibilities for !tems covered under this contract.
, I
RECEMNG AND WAREHOUSING "
Providers will receive and warehouse the following list of In providers' secure, climate controlled warehouse:
I
- iPads (Retina Display) I
-AppleTVs
- Apple EarPods
- Grlflln Survivor Ca5e5
- HDMI Adapters
- Mac minis I
All pallets of product will be inventoried, labeled and organ by destination school. Each box or pallet will be labeled with a barcode
and school name. Providers will reconcile deliveries with ord r information from Apple and report any disaepancles immediately to the
Project Management Office (PMO.) t
l
a sample device be proVided to Apple for final validation and approval of the provisioning
process. This step allows for multiple Intemal reviews until t e process Is deemed ready and approved, to ensure ahigh-fidelity
deployment Providers will not provision the iPads without s ned approval from Apple of this provisioning process. It is the responsibility
of the Apple Project Management Office to provide In writln that LAUSD has properly licensed versions of all software. Providers are only
responsible for the Installation of the software. Apple's sign Final Device approval forms to be given to Providers no later 7/26/2013.
CUSTOM PROVISIONING PROCESS 'i
NOTE: T1Ieservkesdescribed maydtonge ifLAlISO to change theiPrxIdeployment1T1()(/e/to cartsyndng fOranygrodes.
Providers provisioning of the iPads willindude. but not be Iitited to, the following steps:
- Unbox and inspect iPads for damage
Supervise (alilPads except teacher iPads) and update each i ad to the latest shipping version of iOS
- Restore configuration from sample device backup
- Enroll in LAUSD MOM Of LAUSO MOM is available by July 1 h,2013)
Install all CCTP apps (all iPads except buffers and spares)
Install Pearson offline content Into Pearson apps (all iPads cept buffers and spares)
Confirm all apps downloaded ,
Power down device and wipe saeen !
- Place IPad In Griffin Survivor case .
- During Provisioning Process, Providers will attach two label to each containing the following:
Label 1: Permanent Asset Tag x 1 printed with Unl e 10, affixed to Griffin Case adjacent to logo etching
Label 2: Temporary Label 2" x 4", affixed to Griffin case abo e etching, printed with Temporary Apple 10. barcode, descriptor for app
load-set and Apple Legal language for Apple 10 personalizatl n as Indicated below:
YwrusealthaiPodissubject to tileffunes Store Tenns andCo ditions aiKJApplePrivacy andyoumustpe"onalize theApple10
osrodolwl withit For Infonnotlon on updatingyour lOgo tohttp://Kf./ousd.net
Page 2
Customer Initials
Contract# 1400028
- Place iPads In anew 1().pack shipping box with all the iPad
- Label 1G-pack shipping box with asset infonnation - assetlnumber and description (School - UserlSparelBuffer)
- Inventory data collection
Providers will provision Apple TVs as follows:
- Unbox and Asset Tag using Apple-supplied Asset tag
Inventory data collection
Providers will provision Mac minis as follows:
- Install OS XMountain Uon and update to latest shipping version of os X
- Install OS XServer for Mountain Uon 1
- Configure caching service
CUSTOM DBNER\' I
Providers will deliver iPads to all school sites as determined Iby the schedule set by the Apple Project Management Office (PMO"'.)
Deliveries will be made between 8:00 AM and 4:30 PM, Jays, as agreed upon by school site contaet5 and Providers. Apple PMO will
provide school site name, contact info and address. An a rized school representative will be required to sign a Proof of Delivery
document stating the quantity of devices delivered. When tovider delivery teams are on site, an authorized school representative is to be
onsite with them at all times to facilitate and approve der ' . Upon arrival of Provider delivery team, authorized school personnel will
provide parking and access for delivery vehicles. Providers to be responsible for locking or unlocking buildings or rooms,
disanning or setting alarms, locking or unlocking parking 0 !5KUrity gates or turning on or off lights.
Delivery process Indudes:
- Delivery of iPads and Accessories :
- Provide Apple PMO with Inventory data for upload to the Manager tool
- Provide Apple PMO with signed copies of Proof of three (3) days of delivery to school
I
ASSEt'DATABASE REPOImNG
Within three buslness days after completion of the project. 7ov1ders will submit to the PMO an electronic MS Excel fonnat Asset
Database" copy of all items deployed. Report to include or all of the following fields, to be chosen by Apple representative:
- Date of purchase
Date of delivery
- Purchase order number
iPad part number
- iPad serial number
- IPad asset tag number
- Apple 10 and password associated with each IPad
- VPP codes associated with each IPad
- School location code to which product was delivered
- Apple TV part number
- Apple TV asset tag number
- Apple TV serial number
- Quantities of accessories delivered (cables and adapters) I
The Report will also indude reference to any hardware founJ DCA, as well as inventory of DCA replacements received. If future DOA
replacements are sent directly from Apple to LAUSO, it will b} the responsibility of LAUSD to update their Asset Database. .
I
DOA PROCEDURE
Providers wllilden=y DCA iPads before delivery and them from the spare units pool. DCA Infonnatlon will be given to Apple
PMO so that any d "w iPads can be replaced by Apple ore shipments are completed. If Apple cannot provide replacement iPads
delivered to Providers' warehouses within 10 business days fthe first scheduled delivery to LAUSO, Apple will ship those replacement
lPads directly to the LAUSO Apple<:are depot.
APPLE RESPONSIBIIJ11E5
Designate a Project Manager to work with Providers.
Provide the following to the providers In atimely manner:
- Tested and verified provisioning workflow for the iPads
- Tested and verified access to LAUSD MOM solution for use the provisioning workflow
- School location codes, names and addresses . i
- Delivery schedule dearly indicating any priority delivery
- Factory asset data report I
- Apple 10 and password lists In spreadsheet fonn !
- App VPP license codes in spreadsheet form I
Label placement approvals .
- Apple TV Asset Tags I
- Contact Information for a LAUSD-based representative to sl.n deliVery approval receipts at each school site upon completion of delivery
at that site I
i
LAUSD RESPONSI8ILII'IES

Customer Initials Apple initials
Contract# 1400028
Designate adedicated full time LAUSO Project Manager to wO!it with the Apple Project Management Office (PMO)
Provide the following: . .
- Addresses and credential information for provisioned. disit!ct-wide, production Mobile Device Management (MOM) platform. MOM
service must be accessible from the intemet for provider actress during provisioning process. This will be reqUired before any provisioning
of IPads occur. Testing of the MOM for provisioning be completed at least ten (10) days prior to first deployment of iPads.
- Provide Apple with an MOM account to enable QA for of iPad enrollment in MOM
- Create anonymous MOM enrollment profile(s) I
- Provide the App VPP license code spreadsheets to the A 'Ie PMO
- Adistrict technical contact for MOM related consultinQ so at the Apple Team can worit very dosely with the district and It's MOM
vendor on configuration of the MOM in support of the IPad rovislonlng and management processes
- Confirm availability of a switched gigabit LAN connection nd location for installation for each Mac mini
- A OHCP reservation for each Mac mini is required ;
- An Individual or agroup e-mail address to which server AI notifications will be sent
- Alocal usemame and password for the server admin aceo ' nt
- Installation of Apple lVs In dassrooms I
ISSliE RESOLUIlON
Providers will conduct conference calls as necessary and COOrdinate with the Apple PMO to resolve delivery and technical Issues. As soon
as atechnical or logistical issue occurs, the Providers escalate the Issue to the Apple PMO, who will assign a Project
Manager or Project Engineer to address the issue. Ifthe Apljle PMO requires additional engineering support. the PMO will escalate to the
Apple Professional services National Delivery team. I
INSURANCE
Providers will carry the necessary insurance for all Apple uets while the products are in the control and possession of Providers.
Providers will provide Proof of Insurance, Induding Workma Insurance. Providers Insurance certificate will be a Broad Form vendor
endorsement document that names Apple as an Additional Insured.
r
CONRRMATION OF ACC.EPI'ANCE . I
LAUSO agrees to sign and retum a Confirmation of ce (COA) document for delivery of IPads and accessories to each schoor. At
the end of each week dUring the project, the Apple PMO wi present the COAs for each school that received completed delivery dUring
the previous week for the LAUSO project manager to sign. USD agrees to retum signed COAs within five (5) business days of their
receipt. !'.

Customer Inltlals Applelnltlills
Contract# 1400028
Exhibit A A-4
'*
Inc.
of Work
Agreement Information c-DeilverTo
I
062491016626
I
Agreement Numbei' Delrvery COntact
I
I,
OrganrzatiOn
I' PO Number
I,
Apple Contact
Address 1
I'
West
I'
Address 2 Aiea
I
Alex Siems
. !
Diy Slate Zip APPle Contact
I

phOiie PhOiie I
asiems@apple.com I:
Email Address Email Address
i:
Sumrnllry of 5ervIces (see attached Summary of Sef),ice)
LAOSD: App" Pror.ssIoMI DevIopment senior Spec:IlIr
ist
Apple Professional Services will provide LAUSD with th
l
on the attached summary.
Please see page (2) for details
i
The Terms and Conditions on the LAUSD contract are applicable.
II
Please sign and fax this Fonn to or email to eduservicesOapple.com
AuthorizatIon I:
("Customer"] and Apple Inc. rApple"l, by.t!'e of their I I I I I I
authorized representatille below, agree to on of Services 11" . .----------'
described herein in a ance . Estimated Slart Date Estimated End Date Engagement Type
\ r ICJI II
Qly (Un1UlDoys) Total Une 1 Part Number Rate
.\, / n \, J ICJI II
Part Number LIIJ
T
Rate
I I
2013 Part Number Qly (Unil:ll1)q5) Rate TOllII Une 3
A-"IFiF-i'''h-no....ada
Estimated Expenses I
Manager
Total Estimated Charges
Contract# 1400028
062491016626

Agreemem Number
Sur#mary of services
"
LAUSD: Apple PnnssIonII DMMIopment CAPO) Senor
This Desalptlon of Services outlines the responsibilities of embedded APD Senior SpeclaHst for the Los Angeles Unified School District.
Apple's obligation for Professional Development Is limited {i Phase 1 of CCTP
DefInition: Apple Professional Development, also referred t9i as "APD"
CUSTOMER CONTACT INFORMATION
Los Angeles Unified SChool District
(need official address and phone number)
PRINCIIU COVERAGE PERIOD
On I
Under t eterms of this agreement, Apple agrees to provlctllan embedded APD Senior Specialist for the period of the negotiated contract.
Start and end dates to be mutually agreed upon. The embepded APD Senior Specialist will work school hours, exdudlng holidays and
school dosures. ,
',.
Los Angeles Unified SChool District and Apple Professional agree to provide release time to the APD Senior Specialist for the
i
Leaye
- Si Leave
- Bereavement Leave

-ersonaLeaveNacation
- Training and Meetings
'fr0nnel ,
is position requires a Igh caliber work ethic built from trust and rapport with colleagues. The embedded APD Senior Specialist
will possess a high degree of energ and strong Interperso Iskills. This position requires a superior customer focus, exceptional listening
skills, excellent communication presentation skills, and ng leadership skills. Additionally, the embedded APD Senior Specialist will
be alicensed or credentialed educator with adassroom exp rience.
SERVICES ':
The functions and responsibilities of the Apple provided APD Senior Specialist will indude but not be limited, to the following,
related to Apple technologies deployed within Los Angeles ynlfied School District for CCTP:
- Oversee and coordinate CCTP professional development Apple and Pearson
- Collaborate with the CCTP PO Contact and other LAUSD Ie ership personnel as appropriate, to undergird an effective plan for staff
development that will support the goals of the district and I ividual schools;
- Authorize aVanguard Team d 3S Los Angeles Unified 5ch I District educators annually as Apple Foundations Trainers by providing
professional development tied to the APD Foundations Wo hops;
APD Foundations indude:
- iOS Devices
- iOS Creativity
- iOS Productivity
- iOS for Admin
-OSX
-lute
- iWork
- IBooks Author
- fTunes UCourse Manager
- Workflow for Teaching and Learning
- Deliver Leadership, Foundations, and Curriculum workshopd described in the APD catalog (www.apple.comleducatlonlprofesslonal
development> as requested by the district; 1
- Provide professional development using Apple that supports the goals of the school district, the California curriculum state
I standards, and the Common Core State Standards; "(
- Coordinate both leadership and teacher training to provide with the necessary skills and knowledge to help support the
effective use of digital resources; ,
Pagel
!
C!J.&>.
Customer Initials Apple Initials
Contract# 1400028
- Provide professional development on Apple's lOS and OSlas needed to individual schools using avariety of strategies;
- Provide classroom support for teachers and students in l:t)eir use of technology;
- Provide coaching and mentoring as requested; !
- Convene regular meetings of appropriate personnel to reView challenges and successes;
- Prepare regular reports on the progress of the project for lJ,os Angeles Unified SChool District and Apple.
,
EXQ,USIONS i,
- HARDWARE TRANSPORTATION: This Statement of WorX dges not include the relocation or transportation of any hardware or Installation
of software. I'
- THIRD PARlY HARDWARE AND SOFTWARE: The APD Specialist will not be required to support or deploy any hardware or software
not manufactured by Apple. III
- RECORDING: Any audio or video recording of Professional Development workshops is strictly prohibited, unless expressly approved by
Apple in writing. "
OTHER CONDfTlONS !
- ENVIRONMENT: Los Angeles Unified SChool District to provide a secure workspace meeting the district's guidelines, If any, for
ergonomics. Los Angeles Unified SChool District agrees to the location, a projector, and speakers for use by the APD Specialist
dUring professional development I
- NETWORK: Los Angeles Unified SChool District agrees to ,*ovlde network access for the APD Senior Specialist's iPhone, iPad and
computer(s) required to perform hlslher professional duties!
- Los Angeles Unified SChool District agrees to provide wiretss Intemet access for APD Specialists and workshop participants to use
during the delivery of professional development
- Los Angeles Unified School District agrees to provide a sin Ie point of contact to provide direction to the embedded APD Senior
Specialist Los Angeles Unified School DIstrict agrees to pro-t1de a single point of contact to provide direction related to the coordination
of PD delivery. . .
CONFIRMATION OF ACCEPTANCE
LAUSD agrees to sign and return a Confirmation of Accepta ce (COA) document monthly for professional development support by the
embedded LAUSD Apple Professional Development Speclall At the end of each month during the project, the LAUSD Apple
Professional Development Specialist will present the COAs fr,r the LAUSD CCTP project manager to sign. LAUSD agrees to retum signed
COAs within five (5) business days oftheir receipt. "
06N9TOT66H
Customer initials
Contract# 1400028
I Exhibit A A-5
I
Inc.
Statement of Work
DellverTo--------------+
1
---. Agreement Information-----------,
I

Address 2
Address 1
CJl'ljarilzatiOn
I'
I.
I
I
I
StlIte ZIp
I.
I'
PhOne
EmaU Address i
062491916627
Agll!t!ment Number
PO Number
Apple Contact ------------,
West
Area
Alex Siems
Apple Contact
512-674-8065
PhOne
asiems@apple.com
Email Address
Summllry of Services (see attached Summary of Se
l
ce)------------------------,
LAUSD: Appt. ProfessIoIIIII Dev!opment
Apple Professional Services will provide LAUSD with ttl pescription on the attached summary.
Please see page (2) for details
......II I 1"- _
EngagementType
ICJI
"'"""'........-,---------Qty (Un;aJlloys) Rate '""'r""'ota""'I""'Un-e-:-l
::--:-:---:--------1CJI II..."....,...,.......
;,,;;;,;..=;..... r Rate Total Une 2
_________1 ---IL Il
Qty (UnllllOoy Rate
estimated Expenses I
Total Estimated Charges I======;
APSAgfr't!t7lmtFonnHv2 OtVlJmJ13 06N919166Z7
Contract# 1400028
I-
062491916627
Agreement Number
of Services
LAUSD:Appa. DwelDpment I
I
This Description of Services outlines the responsibilities Professional Development for the Los Angeles Unified School District
Apple's obligation for Professional Development Is limited tq Phase 1 of CCTP
Definition: Apple Professional Development, also referred -APD
CUS10MER COHI'ACT INFORMA11ON
Los Angeles Unified SChool District
(need official address and phone number)
PRINCIPLE COVERAGE PERIOD
On Site Support .
the terms of this agreement, Apple agrees to providep:ofessional development for the period of the negotiated contract Start
and end dates to be mutually agreed upon. Apple Professional Development may deliver professional development before, during or after
school hours or on the weekend as mutually agreed to. :
Personnel Qualifications:
APD hires and trams senior level consultants who are dedicated teachers and administrators, have classroom experience, are
technologically savvy with Apple technology, and possess facilitation skills. Many are recipients of teaching recognition awards
and hold advanced degrees. Most Importantly, all know whil it takes to successfully support effective teaching and learning in the
dassroom with technology-and how to nurture behaviors I
:1
at lead to continuous learning.
5ERYICE5 '
The Apple Professional Development Plan for LAUSD the following:
- A1 worbhop for approximately 100 Phase 1 PrindP'!!# LAUSD District Office Professional Development Personnel, and LAUSD
Instructional Support Team members between August 2 - 30,2013.
- Professional Development for approximately 1500 teache1will commence the week of August 5-9, 2013.
- Additional professional development will be collaborativel Idetennlned for the fall 201 3 semester to focus on lOS DevIces, lOS Creativity
and lOS Productivity, including a Train-the-Trainer model.
- Collaboration with curriculum and leadership to develop effective plan for staff development that will support the goals of the district
and individual schools; APD and LAUSD will collaboratively together to create a specific professional development delivery schedule
for year 1 il
- Apple Professional Development will support instructioiung the Apple apps Installed on the IPad in Phase 1of CCTP. and additional
professional development will Indude Train-the-Trainer. 'ng a selection of workshops throughout the year allows for schools to
determine additional PO needs related to Integrating the Into their instructional practices. .
Apple ProfeSSional Development will provide training for ividuals at a ratio of 1trainer to 25 partidpants in a six-hour per day
workshops, unless otherwise noted.
- APD worlcshop titles include, but are not limited to lOS De ces, lOS Productivity, iOS Creativity and titles Identified in the online Apple
Professional Development catalog (www.apple.comleducati n/professional-<levelopment). Sample agendas are listed in the APD Catalog.
- Apple Professional Development wlll provide workshop res Its for both the content of the worbhop and the Specialist for any PD over
three hours in length. Reports related to professional devel "ment wlli be submitted in a timely manner and fashion as outlined in this
RFP. ,,..
- APD will deliver Leadership, Foundations, and CurriCulum trkshOPS described in the APD Catalog (www.apple.
comleducatlon/professlonal-<levelopment) as requested by . e district; not to exceed 296 days In year 1 exclusive of the PD delivered by
theAPD FrE. .
Year APD National Delivery Days
1 296
2 80
3 80
i
- The final agendas for each workshop will be approved bUshed In collaboration with appropriate LAUSD personnel and be
delivered under the direction of the Office of the Deputy Sup rlntendent of Instruction.
- Professional development will be delivered at locations thr ghout the district
APD will focus on the functionality and technological capabilities of the device induding:
- Basic use of the device and induded accessories I
- Proper care of the device I
Interconnection of devices and peripherals .
- Basic use of the induded content, software, and
I
,
i
06H9191W7
Customer In/llaIs 'I Apple initials
Contract# 1400028
- The functionality and technological capabilities of includW content, software, and applications
- Concrete examples of how to use the device to support and learning within their context, such as: using the device for
annotation of documents; synchronizing flIes between the device and classroom network; and using the device to control what is
displayed on the classroom projector, among others :
- Use of device in a network environment
- Use of device In standalone mode ,
- Specific training on trouble-shooting, maintenance, deploying, repair procedures, and inventory management
- Ongoing professional development and training will Include just-In-time support and also underpin an ongoing emphasis on best
practices. i I
- Workshops are hands-on and address a wide range and leaming needs.
- All workshops are presented in acontext that models tee nology implementation In awide variety of curricular styles.
- Workshop days may also be comprised of coaching and ntoring as requested durin9 teacher plan time or release time. I
- Workshops may be selected from any category in the AP,?'Catalog, depending on faculty needs and partidpants' prerequisite skills.
EXQUSION5 i
- HARDWARE TRANSPORTATION: This Statement of Work not Include the relocation or transportation of any hardware or installation
of software. I
- THIRD PARTY HARDWARE AND SORWARE: Apple Development will not be required to support or deploy any hardware and
software not manufactured by Apple. I
- RECORDING: Any audio or video recording of ProfesSional Development workshops Is strictly prohibited, unless expressly approved by
Apple in writing. :'
OTHER CCNDII10NS i,
- ENVIRONMENT: Los Angeles Unified School District agreeS! to provide the location, aprojector, and speakers for use by the APD
Specialist dUring professional development. I '
- NETWORK: Los Angeles Unified School District agrees to Ijfovide wireless Internet access for APD Specialists and workshop participants
to use during the delivery of professional development.
- Los Angeles Unified School District agrees to provide a sin Ie point of contact to provide direction related to the coordination of PO
delivery. I
CANCaLATION
- LAUSD may cancel Services prior to the start date by email notice with receIpt confirmation to Apple at
eduservices@apple.com. There are no refunds or reschedull 9 aHowances for Service changes made within fourteen (14) days of tile
estimated start date of Services. ,

Agn!rrnent 06N9/9/1f617
Customer Initials Apple Initials
Contract# 1400028
EXHIBITB
RATE SCHEDULE
LAUSD CCTP fPad Solution
IiPad SOlution Reference Number: LACCTP-OOl
5699 per seat
lPad with Retina display 32GB with Wi-FI Black (4th gen) (based on MDSlllUAJ with Asset tag. Including deployment
3 Year Custom AppieCare
Griffin Survivor Case
Apple EarPods
Apple iOS Software - Keynote, Numbers. Pages. IMovie. CiarageBand,lPhoto
Apple TV - 1 for every 20 deployed student devices. with tagging and deployment
HOMI to VGA Adapter 1 for every AppI4! TV deployed
Mac mini (configuration station) . 1 for each mutually agreed school. with tagging and deployment
Asset Management
Apple Protes5Klnal services
Apple Protes5Klnal Development
Apple iCIoud Storage (1SG8 total)
3rd Party iOS Software Assorted rltl4!s (specific to StudentlTeacher)
Pearson Content (Common Core ELA & Math) (specific to Student/T"eacher)
Contract# 1400028
EXHIBITB
RATE SCHEDULE

LAUSD CCTP - OPTIONAL Accessories

I_m DaCTiPficln Part /llumber
"1'iI& I
ICarts with SUpPOft fu( iPud dft'Ia's kOturing Lighmlng clJtln1Df5
I
InlfvnI 1lIpIoId4II JIl IDf ,_- lJ9hlI'Ing n "'"WIlh MlUp IINIcft TID" 5UW.ao
'0< ,"'rging. miring .nd USB d!'o<a 1)T1C1"l1
un lroc -. 32 eel _igl'llnl"ll .'ld ,",uP ..
UltTloil DO wt'I 1'1" wtth ilPIlni "",,,C05 ".turlng. lightning CQtlnoctllf
InlfvnI Moblilty TDp_ JIl lor _ - J2 Ct\1r91 WIlli -.. LIoCCTPCAlIT-MJ2-!. 51.09l1.ao
'0< '''.rglng.nd .1Dflng D'I)' lno USB dova lY"ing:
un iroc J<lel W'V(LpfDtKted 32 Brtlford Lighming (iD....nd 3] Apple cower ...
UltTloilDoI! Wt'l 1'1" .,...._INurtng. _9"lnlng(O""""'"
llrICIoPcI TopIoMloI!r JIl IDf iPIcI- lJ9lllnIng 204 5"" willi _p_
TID" 5:1.191.110
'0< ,"'rglng. noflng .nd USB "",,,a 1)T1Clng
un lroc -. 204 =-""U oI!" Bmfof., light"! ng (i0'" .na letJP ..,"',..,
CCrnoil Dol! Wt'I 1'1" wtt" ilPIlni "",,,C05lfilurlng lightning CQtlnoctllf
InlfvnI Mobility TDplolcler JIl !Dr - LIghrnlng24 Chirge WltllIelUP wvlCl5 LIoCCTPCAlIT-M2+L 5U99.ao
'0< ","rglng.nd '1Dflng D'I)' InD USB dova 1Y"!ng:
un lroc DUlIl'lI. 24 !retIo'll cgnmlng ,.Dl...nd 24 AQll'o pC7i;P' aaiP\e"
tomoir Dol! wt'I 1'1" dlYlCP.lNtJf1ng. _g'1(!llng con'lKtO'
1nlfvnI_11I1y1llplold4ll JIlIor _ - K. 0111)' No CiIblI5 or __ _ MfUp lINk..
TID" 5U99.ao
'0< ","rglng.nd '1Dflng D'I)' Ino USB dova ly'IClng:
un lroc oUlll'l"O' .M('O'"",,,",, UD....nd POWO' idiplo<\
tomoir Dol! wt'I 1'1" dlYlCP.lNt.Jrlng. _g'llnlng CO!\'lKtO' or JO,pln ConnKlor
.llO'Opr _ " ..r(l1DYI"",, tiD...."" ....... p""'''"'' pC7i;P' idiP\e" (!'IDl "l<J """")
Contract# 1400028
EXHIBITB
RATE SCHEDULE
LAUSD CCTP - OPTIONAL Accessories
ICorts with support for iPod cJmcn koturing JO-pm COfIlltofS
'or c"'rglng. storing and d!Ya' I)TIC'ng
cart Inc oI<k'Ill preI"'Q1 eel htlolll 3lk>n uCit'1 a'ld tOfUP "'r>1Cft.
c.ornoat 0 .. WM Pad d40vOI INtJ'1ng a JC-pln con'ltD'.
TBD'
'or cnarging Intll1O'lng y lno d40va
cart inc JOt'1 tU'g"'llfOfKtfd outt"U.l2!1rotftlrd lO'O" "'Din and l2 Appl. tlCl'N4Of adaotn
c.ornoat 0" WM Pad dIYoi fNfolflng I pln coMtD'
LIlCCTPCAIIT-M]2-3O $1.119.00
IWiffti KqtJOOfd fOf iPrJd
tlC9IO'KJA 544.00
UIVItKh WlI'tcl far 1"-tI (]O-plnj
I
tIC'" CIA 544.00
t.rrJ1ft'avoNGDWrtst1l'!l'tlgCiaDtwf}!/IJ
IStylus
IGIIfIIn S1lrn1lne 5tyIUt ttCIIlLLlA SI....
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TBD' 547.00
I
Dl4HlLJI
$1.900.00 I
Dl4eOUJI
54,500.00 I
D5e96LlJA
s6.5OO.00 I
D4S2Ol.L18
SI.5GO.OO I
110'
511.!1OO.oo I
TIIO/ltJtfIllllllNls lIIIIHmadt .......... __AIIt* _lAIISD.
.. "'ICIItG ttJit oprIatIIIIl1I/Id-tItInrpIDtIUcts II..-..cr ".,.".", /IftJdUCIS '"fJIPKlId ro H ___
Contract# 1400028
EXHIBIT C
Contract# 1400028
1
I;:XHIBIT C

...........
LAUSD Ethics Office
Ask Ethics: (866) 322-5788 www.lausd.net/ethics
ij
... ....
, .op ..
Building Trust
and Out
LOS ANGELES! UNIFIED SCHOOL DISTRICT
Contractor Code of Conduct
11/02: Revised: 11/06
Preamble :
Los Angeles Unified School District's Contractor of Conduct was adopted to enhance public trust and confidence in
the integrity of LAUSD's decision-making process. T/1is Code is premised on three concepts:
Ethical and responsible use of scarce public tax fOllars is a critical underpinning of effective government
Contracting integrity and quality of service are thr shared responsibilities of LAUSD and our Contractors
Proactive and transparent management of potenrial ethics concerns improves public confidence
This Code sets forth the ethical standards and that aU Contractors and their Representatives shall
adhere to in their dealings with or on behalf of LAusb. Failure to meet these standards could result in sanctions
including, but not limited to, voidance of current or Mure contracts.
1. Contractors
All LAUSD Contractors and their Representatives expected to conduct any and all business affiliated with LAUSD in
an ethical and responsible manner that fosters and public confidence. A "Contractor" is any individual,
organization, corporation, sole proprietorship, partne ship, nonprofit, joint venture, association, or any combination thereof
that is pursuing or conducting business with andlor 0
,
behalf of LAUSD, including, without limitation, consultants,
suppliers, manufacturers, and any other vendors, bi9ders or proposers. A Contractor's "Representative" is also broadly
defined to include any subcontractors, employees, or anyone else who acts on a Contractor's behalf.
2. Mission Support
LAUSD relies on Contractors and their Representatives to support our LAUSD mission statement of "educating students
to a higher level of achievement that will enable thert, to be responsible individuals and productive members of the greater
society.1/ Contractors and their Representatives prOVide high-value products, services and expertise which advance
LAUSD's mission or provide mission-related that support our goals for the students, employees, stakeholders,
and the communities we serve. I .
i
3. Ethical Responsibilities
All LAUSD contracts must be developed and maintaihed within an ethical framework. LAUSD seeks to promote public
trust and confidence in our contracting relationships and we expect every individual, regardless of position or level of
responsibility, who is associated with an LAUSD process or contract, to commit to exemplifying high
standards of conduct in all phases of any relationship with LAUSD.
Given that the business practices and actions of and their Representatives may impact or reflect upon
LAUSD, strict observance with the standards in this all applicable local, state and federal laws, and any other
governing LAUSD policies or agreements is not onlyla minimum requirement for all Contractors and their
Representatives, but an ethical obligation as well. .
In addition to any specific obligations under a Contra'ptor's agreement with LAUSD, all Contractors and their
Representatives shail comply with the following reqUirements:
A. Demonstrate Honesty and Integrity - Contractors shall adhere to the highest standards of honesty and integrity in all
their dealings with andlor on behalf of LAUSD. 4s a general rule, Contractors must exercise caution and avoid even
the appearance of impropriety or misrepresentatfon. All communications, proposals, business information, time
records, and any other financial transactions be provided truthfUlly, accurately, and completely.
B. Be a Responsible Bidder- Contractors shall a record of integrity and business ethics in accordance with
all policies, procedures, and requirements establ,ished by LAUSD. _
(1) Critical Factors - In considering a Contracto(s record of integrity and business ethics, LAUSD may consider
factors including, but not limited to: criminal indictments, injunctions, fines, convictions,
administrative agreements, suspensions or qebarments imposed by other governmental agencies, tax
Contract# 1400028
Los Angeles Unified School District Contractor Code of Conduct
delinquencies, settlements, financial , past performance, prior determinations of failure to meet integrity
related responsibilities, and violations by the ontractor and its Representatives of any LAUSD policies and
Codes in prior procurements and contracts. USD reserves the right to reject any bid, proposal and contract,
and to impose other sanctions against who fail to comply with our district policies and requirements,
or who violate the prohibitions set forth in Section 6, Prohibited Activities.
I
C. Maintain the Cone of Silence - Contractors shall a Cone of Silence during required times of the contracting
process to ensure that the process is shielded fr9m even the appearance of undue influence. Contractors and their
Representatives risk disqualification from consideration and/or other penalties outlined in Section 8, Enforcement
Provisions, if they engage in prohibited during the restricted period(s).
(1) Competitive Contracting Process - To a level playing field with an open and uniform competitive
contracting process, Contractors and their must maintain a Cone of Silence from the time when
an Invitation for Bid (IFB), Request for (RFP), Request for Interest and Bid (RFIB), Request for Quote,
Request for Qualification, or any other solicitation release is announced until the time a contract award
recommendation is made public by the Secretariat's posting of the board report for the contract to be
approved. During the time under the Cone of Silence, Contractors and their Representatives are prohibited from
making any contact on any part of a proposal:, negotiation or contract with any LAUSD official as this could appear
to be an attempt to curry favor or influence. A\n "LAUSD official" is broadly defined to include "any board member,
employee, consultant or adVisory member of who is involved in making recommendations or decisions
for LAUSD.
Schematic of LAUSD's COr1Jpetitive Contracting Process (Illustrative Only)
I
1. 2. 3. 4. 5. , 7. 9. 10.
Solicitation Solicitation Pre-proposal Proposal Evaluation Notice of Public Posting of Board Approval
Announcement Release Conference Due Date of p/"0posals Intent to Board Report on or Ratificetlon
Award Contract to be of Contract
Approved
Conlrilcllllg Process
!
Lobbying In this period may reqUire registration and In LAUSD's Lobbying Disclosure Program, if the triggers are met.
Note: Protests can sometimes extend past the contract approv,1 process
I
(a) Prohibited Communication - Examples Of prohibited communication by Contractors and their,
Representatives under the Cone of Silenfe include, but are not limited to:
(i) contact of LAUSD Officials, includingl members of the department initiating a contract, or members who
will serve on an evaluation team for contract information that is not uniformly available to all other
bidders, proposers or contractors; ,
(ii) contact of LAUSD Officials, includingIBoard Members and their staff, to lobby on any aspect relating to a
contract matter under consideration'Jegotiation, protest or dispute;
(iii) contact of LAUSD Officials in the department requesting a competitive contract to discuss other
business or partnership opportunities
l
(b) Exceptions - The following are to the Cone of Silence:
(i) open and uniform communications wrich are made as part of the procurement process such as the pre
bid or pre-proposal meetings or exchanges of information which are given to all proposers;
(ii) interviews or presentations to evaluation committee members which are part of the procurement process;
(iii) clarification requests made in writing.:! under the terms expressly allowed for in an LAUSD contracting
document, to the appropriate contract official(s);
(iv) negotiations with LAUSD's negotiation team members;
(v) protests which follow the process out ined by LAUSD's protest policies and procedures; and
(vi) requests for technical assistance ap roved by LAUSD contract officials (for example questions relating to
LAUSD's Small Business Enterprise program, or requests for formal guidance on ethics matters from the
Ethics Office). I
(2) Non-Competitive Contracting Process - To ersure the integrity of the non-competitive contracting process,
Contractors and their Representatives must a Cone of Silence from the time when a proposal is
submitted to LAUSD until the time the contrait is fully executed. During this designated time, Contractors and
their Representatives are prohibited from ma ing any contact with LAUSD officials on any of the terms of the
contract under consideration as this could ap ear to be an attempt to curry improper favor or influence. The only
Contract# 1400028
2
Los Angeles Unified School District Contractor Code of Conduct
exceptions to this Cone of Silence are clarifiqation requests made with the Contract Sponsor or the appropriate
designated contract official(s) in the Procurement Services Group or Facilities Contracts Branch.
Examples Maintaining the Cone of Silence
I
(3) Mai Vien Da is the CEO of a firm that wantsJtb do business with LAUSD. She is at a party when she sees the
head of the LAUSD division that has just iss ,ed an RFP that her company is interested in bidding on.
Mai can say "hel/o, n but she must not discusS her proposal or the contracting process at aI/ with the division head.
(4) Mai is also interested in having her sales tear meet with LAUSD officials district-wide to promote her firm's
services, so that they can sell work on projects that do not need to be competitively bid.
Mai and her employees may attempt to district officials to discuss potential services outside of a
competitive process, but she needs to recog ize that her marketing activities may require her to register her firm
and her employees in LAUSD's Lobbying Diclosure Program. (See Section 5, Disclosure Obligations).
D. Manage Potential Conflicts - Contractors shall all potential or actual conflicts to LAUSD on an ongoing basis
with a Meaningful Conflict Disclosure. A Conflict Disclosure" is a written statement to LAUSD which lays
out full, accurate, timely, and understandable infqrmation with regard to any potential conflicts involving Contractors
and their work for LAUSD. The specific for a Meaningful Conflict Disclosure are set forth in Section
3.0.(2) below. LAUSD relies on these proactive by Contractors to manage potential conflicts before they
become actual conflicts of interest. A potential conflict is present whenever a situation arises which creates a real
or apparent advantage or a competing professio al or personal interest for a Contractor. Such situations become
conflicts of interest, if appropriate safeguards are not put into place. Examples of potential or actual conflicts include,
but are not limited to situations when:
a financial relationship (income, stocks, investments, loans, excessive gifts, etc.) or close personal
relationship exists or has existed betweelfl a Contractor or its Representatives and a LAUSD official;
a financial or close personal relationship between any officers, directors or key employees of a
Contractor or its Representatives and a LiAUSD official;
a prior, current or potential employment exists between a Contractor or its Representatives and a
current or former LAUSD official; I
an overlap exists between work that a or its Representative performs or has performed for LAUSD
and work he or she will perform on behalt of another client; or
an opportunity arises in which a Contract6r or its Representative can make a governmental decision within
the scope of LAUSD contractual duties impacts his or her personal financial interests or relationships,
Contractors and their Representatives have a obligation to advise LAUSD proactively of any potential
conflicts which may arise relating to a contract. :
(1) State Conflict Standards - LAUSD is prohibited by California's Political Reform Act (Government Code
Section 87100) and Government Code Secti n 1090 from contracting with Contractors if the Contractors, their
Representatives. their officers, or any house old member of the preceding serve LAUSD in any way in
developing, awarding, or otherwise participatirg in the making of the same contract.
California law also governs situations in there has been a financial interest between a Contractor and a
public official within a 12-month window leadirg up to a governmental decision. It does not matter whether the
impact of an existing relationship is beneficiall or detrimental to the interests of the Contractors, their
Representatives. or the public agency. Morefver. Govemment Code Section 1090 defines "making a contract"
broadly to include actions that are preliminarJ! or preparatory to the selection of a Contractor such as but not
limited to: involvement in the reasoning, and/or drafting of scopes of work, making recommendations,
soliciting bids and requests for proposals. and/or participating in preliminary discussions or negotiations.
Any contract made in violation of Section 109b is void and cannot be enforced. When Section 1090 is violated, a
govemment agency is not obligated to pay the Contractor for any goods or services received under the void
contract. In fact, the agency can also seek from the Contractor of any amounts already paid and the
agency can refer the matter to the authorities for prosecution.
(2) Meaningful Conflict Disclosure - Contractors hall provide a meaningful disclosure of all potential and actual
conflicts in a written statement to the LAUSD ontract Sponsor, the Ethics Office and the contracting contact from
the Procurement Services Group/or the Facili ies Contracts Branch. This disclosure requirement is a continuing
duty on all Contractors. At a minimum, a Mea ingful Conflict Disclosure must identify the following:
(a) names and positions of all relevant or entities;
(b) nature of the potential conflict, including information about the financial interest or relationship; and
(c) a description of the suggested remedy orlsafeguard for the conflict.
Contract# 1400028
3
Los Angeles Unified School District Contractor Code of Conduct
(3) Resolution of Conflicts - When necessary, Lf'USD will advise Contractors on how a disclosed conflict should be
managed, mitigated or eliminated. The Contract Sponsor, in consultation with the Procurement Services
GrouplFacilities Contracts Branch, the and the Office of the General Counsel, shall determine
necessary actions to resolve any of the Cont actors' disclosed conflict(s). When it is determined that a conflict
must be addressed, a written notification will e made to the Contractor, indicating the actions that the Contractor
and LAUSD will need to take to resolve the epnflict.
Examples of1Managing Potential Conflicts
i
(4) Rhoda Warrior is a consultant from Global C?nSulting Firm. She has been assigned by her firm to do work for a
particular LAUSD department. Although she Idoes not directly work with him, her husband, Antonio, is one of the
senior officials in that department. I
Global Consulting must disclose this potentiJ/ problem via a Meaningful Conflict Disclosure to LAUSD.
Depending on the exact nature of her work within that department, Global Consulting and the LAUSD Contract
Sponsor may need to take steps to safeguari! Rhoda's work from any actual conflict of interest.
(5) Amartya Singh is a HR consultant from the Top Talent Agency whose firm is providing temporary support to
help LAUSD improve its recruitment efforts. martya is himself serving as acting deputy director for the HR
division, and in that capacity has been asked to review and approve all bills for the department. In doing his work,
Amartya comes across a bill for the Tip Top Talent Agency which requires approval.
I
Tip Top Talent Agency must disclose the corlflict and work with LAUSD to ensure that someone more senior or
external to Amarty's chain-of-command is the one that reviews, evaluates, or approves bills relating to Tip Top
Talent Agency. Even if Amartya decides to quit Tip Top Talent to join LAUSD, he cannot be involved with matters
relating to Tip Top Talent unti/12 months passed from the date he received his last payment from the firm.
(6) Greta Planner is a technology consultant that has been hired to design all the specifications for a group of new
technology labs. One of the services that will be specifying is an automated wireless projection system. As
it turns out, Greta owns direct stock in a firm that manufactures these types of projection systems.
Greta's direct stock ownership constitutes a interest in that company. She must disclose the potential
conflict right away in writing to the LAUSD Cqntract Sponsor, so that the appropriate safeguards can be put in
place to prevent any actual conflict.
E. Provide Contracting Excellence - Contractors expected to deliver high quality, innovative and cost-effective goods
and services to LAUSD, so that the public is with the best value for its dollars.
I
F. Promote Ethics Standards - Contractors shall bel responsible for ensuring that their Representatives, regardless of
position, understand and comply with the duties requirements outlined in this Code and to ensure that their
behavior, decisions, and actions demonstrate thelletter and spirit of this Code. Contractors may draw upon the
resources provided by LAUSD, including but not limited to those made available by the Ethics Office, the
Procurement Services Group, and the Facilities qontracts Branch. Such training resources and additional
information about LAUSD policies can be found qn LAUSD's website (www.lausd.net).
G. Seek Advice - Contractors are expected and to ask questions and seek formal guidance regarding this
Code or other aspects of responsible business cdnduct from the LAUSD Ethics Office whenever there is a doubt
about how to proceed in an ethical manner. A Cdntractor's proactive management of potential ethics concerns is
necessary and vital since this Code does not to address or anticipate all the issues that may arise in the course
of seeking or doing business with LAUSD. I
of Seeking Advice
i
(1) Abe Iznismann is President of Accelerated Sciences, a new company that makes supplemental teaching tools in
the sciences. Over the summer, Abe hired Grace Principle, a seasoned LAUSD administrator who now works in
teacher recruitment, to consult with Accelerafud Sciences in developing a cutting-edge learning tool. Originally,
the company planned to sell the products to schools in other states, but now it wants to sell the products in
California and possibly to LAUSD. Abe wanfs to work with Grace to. develop a win-win strategy for offering the
new tools to LAUSD at a discount.
Accelerated Sciences needs to be very careful to ensure that Grace is not involved in any aspect relating to
selling the product to LAUSD, especially SinCr Grace has a financial interest with the firm. Remember, under
Califomia law, the mere existence of a financial interest creates a concern that will cause the good faith of any
acts to be questioned, no matter how conscientious the individuals. Before undertaking any effort to sell to
LAUSD, Abe or another manager at Acce/ercited Sciences should seek out advice on other safeguarding
measures to ensure that their good do not inadvertently c:eate a bad outcome for the firm or Grace.
Contract# 1400028
4
Los Angeles Unified School District Contractor Code of Conduct
4. Relationship Management
LAUSD expects Contractors and their s to ensure that their business dealings with andlor on behalf of
LAUSD are conducted in a manner that is above rep oach.
A. Employ Good Practices - Contractors and their epresentatives shall conduct their employment and business
practices in fUll compliance with all applicable la s, regulations and LAUSD policies, including but not limited to the
following: '
(1) Equal Employment Opportunity - shall ensure that there is no discrimination in hiring due to race,
color, religious creed, national origin, ancestry, marital status, gender, sexual orientation, age, or disability.
(2) Health and Safety - Contractors shall provide a safe and healthy work environment and fUlly comply with all
applicable safety and health laws, regulations, and practices.
(3) Drug Free Environment - Contractors shall ehsure that there is no manufacture, sale, distribution, possession or
use of illegal drugs or alcohol on LAUSD-owrjed or leased property.
(4) No Harassment - Contractors shall not engage in any sexual or other harassment, physical or verbal abuse, or
any other form of intimidation. .
(5) Sweat-Free Conditions - Contractors shall ensure that no child andlor forced or indentured labor is used in their
supply chain. Contractors shall require that goods provided to LAUSD are made in compliance with the
goveming health, safety and labor laws of countries of origin. Additionally, Contractors shall ensure that
workers are free from undue risk of physical or exploitation and receive a non-poverty wage.
B. Use Resources Responsibly - Contractors and trieir Representatives shall use LAUSD assets for LAUSD business
related purposes only unless given written for a specific exception by an authorized LAUSD official.
LAUSD assets include: time, property, supplies, consumables, equipment, technology, intellectual property,
and information.
C. Protect Confidentiality - Contractors and their Representatives shall protect and maintain confidential ity of the work
and services they provide to LAUSD. All communications and information obtained in the course of seeking or
performing work for LAUSD should be considered confidential. No confidential information relating to LAUSD should
ever be disclosed without express authorization b LAUSD in writing, unless otherwise legally mandated.
D. Guard the LAUSD Affiliation - Contractors and Representatives shall be cautious of how they portray
their relationship with LAUSD to the Public. on behalf of LAUSD can only be made when
there is express written permission by an LAUSD!official authorized by LAUSD's Office of General Counsel.
:
(1) LAUSD Name and Marks - Contractors shall!ensure that all statements, illustrations or other materials
using or referencing LAUSD or its marks and ilogos-including the names and logos of any of our sub
divisions, and/or any logos created by and LAUSD-receive advance review and written approval of
the relevant LAUSD division head prior to or use.
(2) Commercial or Advertising Message - Contractors shall ensure that no commercial or advertising
message, or any other endorsements-expre$s or implied-are suggested or incorporated in any
products, services, enterprises or materials for/or relating to LAUSD unless given written
permission to do otherwise by LAUSD's of Education.
, E.
Respect Gift Limits - Contractors and their Reprei'entatives shall abide by LAUSD's gift limits and use good
judgment, discretion and moderation when offenn gifts, meals or entertainment or other business courtesies
to LAUSD officials, so that they do not place LAU D officials in conflict with any specific gift restrictions:
(1) No Contractor or their Representative shall oJer, give, or promise to offer or give, directly or indirectly, any
money, gift or gratuity to any LAUSD procure'fent official at any time.
(2) No Contractor or their Representative shall or give, directly or indirectly, any gifts in a calendar year to an
LAUSD Official which exceed LAUSD's allowable gift limit.
I
Exampie of Respecting Gift Limits
I
(3) It's the holidays and Sue Tienda, a wants to take a few LAUSD officials out to lunch and to provide
them with gift baskets as a token of thanks the work they have done together.
Assuming Sue is not attempting to take y procurement officials (since they observe a zero tolerance policy
on gifts), Sue needs to respect the Board-est blished gift limit for LAUSD officials. Sue should also be aware that
giving a gift totaling over $50 in a year to LA D officials will create a reporting responsibility for the officials, if
Contract# 1400028
5
Los Angeles Unified School District Contractor Code of Conduct
they are designated Form 700 Statement of Economic Interest filers. Additionally, if there is a procurement
underway involving Sue or her firm, she shoL{ld not give gifts to the LAUSD officials who are part of the evaluation
process until the contract is awarded. Finally, Sue may also want to keep in mind that a nice personalized thank-
you note can pack quite a punch! .
Anyone doing business with LAUSD shall be charged with full knowledge that LAUSD's contracting decisions are
made based on quality, service, and value. LAUSD does not seek any improper influence through gifts or courtesies.
F. Observe Cooling Periods - Contractors and Representatives shall observe and maintain the integrity of
LAUSD's Cooling Periods. A "Cooling Period" isl a mechanism used by public agencies and private organizations
across the country to ensure that no unfair advantage is extended due to the hiring of current or former
employees. Allowing for some time to pass a former official works on matters related to their prior agency or a
new official works on matters related to their prio employer helps to mitigate concerns about the appearance of a
"revolving door" where public offices are someti es seen to be used for personal or private gain.
Contractors shall certify that they are upholding Lf.'USD's revolving door provisions as part of the contracting process.
In their certification, Contractors shall detail the firewalls that have been put in place to preserve LAUSD's
cooling periods. As with other public agencies, observes three key types of cooling periods for safeguarding
the critical transitions between public service andl private industry:
Figure 2 - Schematic of
I
LAUSD Cooling Periods (Illustrative Only)
I
Government to LoblJylllCj Restriction
CeaseLAUSD
Employment
Government to l'lclustry Restriction
11
---------+----+-----------.
Year (1) One' Year (2) Two
Begin LAUSD
Industry to Government Restriction
Employment
Varies depending on prior LAUSD contracting
(1) Govemment to Lobbying Restriction (One-Y@r Cooling Period) - LAUSD will not contract with any entity that
compensates a former LAUSD official who lobbies LAUSD before a one (1) year period has elapsed from that
official's last date of employment !
Example of Lobbying Restriction
I
Ace Impact Group wants to hire Joe KnofsfolkS, a former LAUSD official, to help the company cultivate new
business opportunities with LAUSD and Clrrange meetings with key LAUSD officials.
To avoid the possibility of unfair advantaJe or improper influence, Ace Impact Group is prohibited from
utilizing Joe to contact anyone at LAUSDlon their behalf until at least one year has passed from Joe's last
date of employment. Joe may help Ace '9bby other public entities, but Joe cannot communicate with anyone
at LAUSD, either in person or in writing, qn behalf of his new company.
(2) Govemment to Industry Restriction ,
(a) Insider Advantage Restriction (One-YearICooling Period) - LAUSD will not contract with any entity that
compensates any current or former LAUSD official to work on a matter with LAUSD, if that official, within the
preceding 12 months, held a LAUSD in which they personally and substantially participated in that
matter. '
Examplelof Insider Advantage Restriction
Risky Business is a small boutique firm helps public agencies, including LAUSD, develop strategies for
managing and overcoming their unfundeq liability. Risky Business wants to extend an offer of employment to
Nooriya, a LAUSD official, whose responsibilities included advising LAUSD's Board and
management on the issue of the district'sI unfunded liability.
As part of its certification, Risky Business! needs to identify what safeguards it will have in place to ensure that
Nooriya's work for them does not include matters relating to her prior LAUSD responsibilities for at least one
year from when she left her LAUSD job. that "matters" include broad policy decisions, the general rule
of thumb for avoiding any insider is to have former LAUSD officials steer clear of LAUSD work for
a year.
Contract# 1400028
6
Los Angeles Unified School District Contractor Code of Conduct
,
(b) Contract Benefit Restriction (Two-Year C1boling Period) - LAUSD will not contract with any entity that employs
any current or former LAUSD official whq within the preceding two (2) years, substantially participated in the
development of the contract's RFP specifications or any part of the contract's procurement
process, if the official will perform any se'l"ices for the Contractor relating to LAUSD on that contract.
Example I.of Contracting Benefit Restriction
Technology Advances has just won a bi91
!
contract with LAUSD and is looking for talent to help support the
company's growing work load. The firm 'fishes to hire some LAUSD employees: Aisha, a LAUSD technology
official, her deputy Raj who was the indivIdual who oversaw LAUSD's contracting process with Technology
Advances, and Linda, an engineer who on the evaluation committee that selected Technology Advances.
If Technology Advances hires any of individuals, none may perform any work for the firm relating to this
LAUSD work until two years have elapsed from the date that the contract was fully executed. This case is a
good example of how the cooling period to ensure that there is no benefit resulting from a public
official's awarding of a contract. All of the LAUSD employees in this example would be considered to have
substantially participated in the contract Raj due to his direct work, Linda due to her role evaluating the bid
proposals, and Aisha due to the fact that both employees is a part of her official responsibility.
Technology Advances should consider tti,e implications before hiring individuals involved with their LAUSD
contracting process.
(3) Industry to Govemment Restriction Cooling Period) -In accordance with California law, Contractors
and/or their Representatives who act in the of LAUSD officials shall be disqualified from making any
govemmental decisions relating to a personal financial interest until a 12-month period has elapsed from the time
the interest has been disposed or severed.
Example ofi/ndustrv to Government Restriction
I
Sergei Konsultantov is an outside contrafor that has been hired to manage a major reorganization project for
LAUSD. Sergei is on the Board of Directrrs for several companies who do business with LAUSD.
Sergei must not participate in any governmental decisions for LAUSD relating to any private organization for
whom he has served as an employee, officer, or director, even in an unpaid capacity, if less than 12 months
has passed since he held such a status. iSergei should contact the Ethics Office before starting his work to
put a fonnal disqualification into effect anp to seek out any other ethical safeguards he should have in place.
(4) In rare and unusual circumstances, LAUSD'slGeneral Superintendent or hislher designee upon a showing of
good cause may waive the Insider Restriction in writing with notification to the Board of Education,
prior to approving a contract or its
'I
G. Safeguard Prospective Employment Contractors and their Representatives shall safeguard any
prospective employment discussions with current LAUSD officials, especially when the official is one who may
participate "personally and SUbstantially" in a ma er relating to the Contractor.
i
Example of Safeguarding an Employment Offer
(1) Audit Everything, a firm that does work for has been really impressed by Thora Revue, an audit manager
that oversees some of their audits. Audit is interested in having Thora work for their firm.
Before Audit Everything begins any discussions with Thora, they should let her supervisor know of
their interest and ask what safeguards need tb be put in place. For example, if Thora does not outright reject the
idea and is instead interested in entertaining ihe offer, she and her manager will have to work with the Ethics
Office to put into effect a disqualification from Iany further involvement relating to the Contractor before any actual
employment discussions are allowed to Any Contractor who engages in employment discussions with
LAUSD officials before a disqualification has completed is subject to the penalties outlined in this Code.
I
H. Conduct Political Activities Privately - Contractors and their Representatives shall only engage in political support and
activities in their own personal and voluntary cap*ity, on their own time, and with their own resources.
I. Make Philanthropy Voluntary - Contractors and Representatives shall only engage in philanthropic activities
relating to LAUSD on their own time and with their own resources. LAUSD views philanthropic support as a strictly
voluntary opportunity for Contractors to social responsibility and good citizenship. No expressions of
support should be construed to have a bearing current or future contracts with LAUSD. And no current or potential
contracting relationship with LAUSD to provide gqods or services is contingent upon any philanthropic support from
Contract# 1400028
7
Los Angeles Unified School District Contractor Code of Conduct
Contractors and their Representatives, unless otMerwise designated as part of a bid or proposal requirement in an
open, competitive contracting process to solicit a ispecific type of support.
(1) Guidelines for Making a Gift to a Public Agenpy - Contractors who wish to provide philanthropic support to
LAUSD shall abide by the ethical and procedlJral policies and requirements established by LAUSD which build
upon the "Gifts to an Agency" requirements established in California's Code of Regulations Section 18944.2. For
outside entities to make a gift or payment to IlAUSD in a manner that maintains public integrity, the following
minimum requirements must be met:
(a) LAUSD must receive and control the payment;
(b) LAUSD must use the payment for officiallagency business;
(c) LAUSD, in its sole discretion, must deten;nine the specific official or officials who shall use the payment. The
donor may identify a specific purpose for agency's use of the payment, so long as the donor does not
designate the specific official or officials +hO may use the payment; and
(d) LAUSD must have the payment memorialized in a written public record which embodies the requirements of
the above provisions and which:
- Identifies the donor and the official, or class of officials receiving or using the payment;
Describes the official agency use anq the nature and amount of the payment;
Is filed with the agency official who "1aintains the records of the agency's Statements of Economic
Interests (I.e. the Ethics Office); and i
Is filed as soon as possible, but no la.er than 30 days of receipt of the payment by LAUSD.
5. Disclosure Obligations
LAUSD expects Contractors and their to satisfy the following public disclosure obligations:
A. Identify Current and Former LAUSD Officials - To ensure against conflict or improper influence resulting from
employment of current or former LAUSD Contractors and their Representatives shall disclose any of their
employees, subcontractors or consultants who the last three years have been or are employees of LAUSD.
The disclosure will be in accordance with LAUSD! guidelines and will include at a minimum the name of the former
LAUSD employee(s), a list of the LAUSD positioris the person held in the last three years, and the dates the person
held those positions. Public agencies that provide contract services are not subject to this requirement.
(1) In rare and unusual circumstances, LAUSD'slGeneral Superintendent or hislher designee upon a showing of
good cause may waive this disclosure requirEiment in writing with notification to the Board of Education, prior to
approving a contract or its amendment. i
I
B. Be Transparent about Lobbying - Contractors anti their Representatives shall abide by LAUSD's Lobbying Disclosure
Code and register and fulfill the associated ments, if they meet the trigger(s). LAUSD's lobbying policy seeks
to enhance public trust and confidence in the inte rity of LAUSD's decision-making process by providing transparency
via a public record of the lobbying activities cond cted by individuals and organizations. A "lobbying activity" is
defined as any action taken with the principal pu ose of supporting, promoting, influencing, modifying, opposing,
delaying or advancing any rule, resolution, policy, program, contract, award, decision, or other proposal under
consideration by LAUSD officials. '
I
!
For further information on LAUSD's lobbying poliqy, Contractors and their Representatives shall review the resource
materials available on the Ethics Office website (Www.lausd.netJethics). Failure to comply with LAUSD's Lobbying
Disclosure Code can result in fines and sanctionsi including debarment from contracting with LAUSD.
C. Fulfill the State-Mandated Statement of Economiq Interests ("Form 700'? Filing Requirement - Contractors and their
Representatives shall abide by the financial diSClfure requirements of California's Political Reform Act (Gov. Code
Section 81000-91015). Under the Act, individual ontractors and their Representatives may be required to disclose
economic interests that could be foreseeably affe ted by the exercise of their public duties in a disclosure filing called
the Statement of Economic Interests or Form 700 A Form 700 serves as a tool for aiding public officials at all levels
of govemment to ensure that they do not make 0 I participate in making, any governmental decisions in which they
have an interest.
(1) Applicability - Under the law, individual Contrrctors and their Representatives are considered public officials and
need to file a Form 700 as "consultants", if th, services they are contracted to provide fit the triggers identified by
the Political Reform Act. Meeting either ofthlf test triggers below requires a Contractor's Representative(s) to file
a Form 700: ,!
(a) Individual Makes Governmental - Filing is required if an individual is involved in activities or
decision-making such as: obligating LAUSD to any course of action; authorizing LAUSD to enter into, modify,
or renew a contract; granting approval contracts, plans, designs, reports, studies or other items; adopting
Contract" 1400028
8
Los Angeles Unified School District Contractor Code of Conduct
or granting approval on policies, standarqs or guidelines for any subdivision of LAUSD; or negotiating on
behalf of LAUSD without significant intervening review.
(b) Individual Participates in the Making of G' vernmental Decisions for LAUSD and Serves in Staff-like Capacity
- Filing is also required if an individual is erforming duties for LAUSD on a continuous or ongoing basis
extending beyond one year such as: advi ing or making recommendations to LAUSD decision makers without
significant intervening review; conducting research or an investigation; preparing a report or analysis which
requires the individual to exercise their ju gment; or performing duties similar to an LAUSD staff position that
is already designated as a filer position i LAUSD's Conflict of Interest Code.
(2) Filing Timelines - Individuals who are legally required to complete a Statement of Economic Interests
form must submit a filing: :
(a) upon commencement of work with LAUSp.
(b) on an ongoing basis thereafter in with the April 1
st
annual deadline, and
(c) upon termination of work with LAUSD. I
(3) Process - Contractors and their shall coordinate with their LAUSD Contract Sponsor(s) to
ensure that they meet this state mandate in manner required by law. Form 700s must be received by the
LAUSD Ethics Office to be considered filed in accordance with the Political Reform Act.
(4) Disqualifications - Individuals who must file financial disclosure statements are subject to the requirements of the
Political Reform Act as is the case with any other "public official" including disqualification when they encounter
decision-making that could affect their financial interests. Contractors and their Representatives shall be
responsible for ensuring that they take the appropriate actions necessary, so as not to violate any aspect of the
Act.
Examples oi Form 700 Filers and Non-Filers
(5) Maria Ley is an attorney for the firm of Legal Eagles which serves as outside counsel to LAUSD. In her capacity
as outside counsel, Maria provides ongoing services for LAUSD and as such participates in the making of
govemmental decisions. Maria's role inVOlVer' her in advising or making recommendations to government
decision-makers and also gives her the oppo unity to impact decisions that could foreseeably affect her own
financial interests.
Maria would be considered a consultant the Political Reform Act and would need to file a Form 700.
(6) The Research Institute has been hired by to do a major three-year policy study which will help LAUSD
decide the shape and scope of a major tutoring initiative, including the total funding that should be
allocated. As part of the Institute's work, theit researchers will help LAUSD design and decide on some additional
contracts for supplemental survey research. Jfhe Institute knows that all the principal researchers on their team
will have to be Form 700 filers because their.'tvork is ongoing and will influence LAUSO's governmental decision.
However, the Institute is unsure of whether trusty secretary, Bea Addman, would have to be a filer.
Bea does not need to file. Even though she fill be housed at LAUSD for the three years and act in a staff-like
capacity, she will provide clerical support and will not participate in making any govemmental decisions.
(7) Bob Builder works for a construction companr. that will be supporting LAUSO's school-building initiative on a
continuous basis. Bob will direct activities co ceming the planning and construction of various schools facilities,
coordinate land acquisition, supervise teams, set policies, and also prepare various budgets for LAUSO.
Bob meets the trigger defined under the law as part of the services he will provide, he has the authority
to affect financial interests and commit LAUS to government actions at his discretion. Additionally, in his role,
he will be performing essentially the same ta ks as an LAUSD Facilities Project Manager which is a position that
is already designated in LAUSD's Conflict of Interest Code. Therefore, Bob is required to file a Form 700.
6. Prohibited Activities
A Contractor, its Representative(s) and all other acting on its behalf are prohibited from engaging in the following
activities: .
PROHIBITIONS
A. Acting in a manner that would be reasonably kn0"rn to create or lead to a perception of improper conduct that could
result in direct or indirect damage to LAUSD or oqr reputation
I
B. Acting with the purpose or intent of placing an LApSD official under personal obligation to any Contractor or its
Representatives . i
I
C. Conducting business with or on behalf of LAUSD rn a manner that would be reasonably known to create or lead to a
perception of self-dealing
Contract# 1400028
9
Los Angeles Unified School District Contractor Code of Conduct
D. Conducting work on behalf of another client on ai matter that would be reasonably seen as in conflict with work
performed for UWSD .
E. Disclosing any proprietary or confidential information, including employee or student health information, about
LAUSD, our employees, students, or to anyone not authorized by a written LAUSD re-disclosure
agreement to receive the information i
F. Knowingly deceiving or attempting to deceive aniLAUSD official about any fact pertaining to any pending or proposed
LAUSD decision-making .
G. Making or arranging for any gift(s) or gratuities violate LAUSD's policies, including:
(1) Providing gifts at all to a procurement
(2) Providing any gifts in excess of LAUSD's giftllimit in a calendar year to any LAUSD official or to a member of
his/her household; and '
(3) Providing gifts without the necessary public disclosure when disclosure is required
I
H. Offering any favor, gratuity, or kickback to an LAySD official for awarding, modifying, or providing preferential
treatment relating to an LAUSD contract
I. Receiving or dispersing compensation contingenr upon the defeat, enactment, or outcome of any proposed policy or
action
J. Taking any action to circumvent LAUSD's of controls or to provide misleading information on any documents
or records I
K. Using LAUSD assets and resources for purposes which do not support LAUSD's work
I
L. Using LAUSD provided technology or systems td create, access, store, print, solicit or send any material that is false,
derogatory, malicious, intimidating, harassing, tMeatening, abusive, sexually explicit or otherwise offensive
i
M. Violating or counseling any person to violate any!provisions of LAUSD 's Contractor Code of Conduct, Lobbying
Disclosure Code, Employee Code of Ethics, any other governing state or federal laws
PROHIBITIONS
N. Dealing directly with an LAUSD official who is a Glose relative or cohabitant with a Contractor or its Representatives in
the course of negotiating a contracting or performing a Contractor's obligation
(1) For the purposes of this policy, close relativef shall be defined as including spouse, sibling, parent, grandparent,
child, and grandchild. Cohabitants shall be defined as persons living together.
O. Engaging in prohibited communication with LAU4D officials during the Cone of Silence time period(s) of the
contracting process
(1) In a competitive contracting process, the of Silence begins from the time when an Invitation for Bid (IFB),
Request for Proposal (RFP), Request for IntEirest and Bid (RFIB), Request for Quote, Request for Qualification, or
any other solicitation release is announced LAUSD until the time a contract award recommendation is made
public by the Board Secretariat's posting of tt)e board report for the contract to be approved.
(2) In a non-competitive contracting process, thel. Cone of Silence begins at the time when a proposal is submitted to
LAUSD until the time the contract is fully
P. Employing any current or former LAUSD to perform any work prohibited by the "Cooling Periods" defined in
Section 4F of this Code
Q. Making or participating in the making of decisions on behalf of LAUSD when a Contractor or its
Representatives has an existing financial interestl that is prohibited under the law
R. Making any substitution of goods, services, or talhnt that does not meet contract specifications without prior approval

fromLAUSD I
S. Making false charges on claims for payment sub+itted to LAUSD in violation of the California False Claims Act, Cal.
Government Code 12650-12655
T. Requesting, attempting to request, or acceptin9-tI'either directly or indirectly-any protected information regarding
present or future contracts before the information,is made publicly available at the same time and in the same form to
all other potential bidders '
U. Submitting a bid as a proposer or sub-proposer or a particular procurement after participating in its development (e.g.
identifying the scope of work, creating solicitation Idocuments or technical specifications, developing evaluation
criteria, and preparing contractual instruments)
Contract# 1400028
10
Los Angeles Unified School District Contractor Code of Conduct
PROHIBITIONS
V. Engaging in any lobbying activities without the appropriate disclosure, if the registration trigger has been met
W. Lobbying on behalf of LAUSD, if a Contractor or Representatives is lobbying LAUSD officials.
(1) Any person or entity who receives to lobby on behalf of or otherwise represent LAUSD, pursuant to
a contract or sub-contract, shall be prohibite9 from also lobbying LAUSD on behalf of any other person or entity
for compensation as this would be considered a conflict of interest.
7. Issues Resolution
Early identification and resolution of contracting or 01er ethical issues that may arise are critical to building public trust.
Whenever possible, it is advisable to initiate the resolution process proactively, either with the designated
contracting contact if the issue arises dUring the process, or with the Contract Sponsor in the case of an active
contract that is being carried out. It is always to seek out the Procurement Services Group or the Facilities
Contracts Branch to resolve an issue, if another altenj1ative is not possible. Fonnal disputes regarding bid solicitations or
contract awards should be raised and addressed in apcordance with LAUSD policy where such matters will be given full,
impartial, and timely consideration.
8. Enforcement Provisions
While Contractors and their Representatives are expected to self-monitor their compliance with this Contractor Code of
Conduct, the provisions of this Code are enforceable by LAUSD. Enforcement measures can be taken by LAUSD's
Procurement Services Group or Facilities Contracts in consultation with the Contract Sponsor, the Ethics Office,
the Office of the General Counsel, and the Office of Inspector General. The Office of the Inspector General may also
refer matters to the appropriate authorities for further
A. Report Violations - Good faith reporting of suspebted violations of the Contractor Code of Conduct is encouraged.
Reports of possible violations should be made to Office of the Inspector General where such reports will be
investigated and handled with the level of that is merited and permitted by law. No adverse
consequences will result to anyone as a result of i"aking a good faith report.
B. Cooperate on Audits and Investigations - and their Representatives shall cooperate with any necessary
audits or investigations by LAUSD relating to identified in this Code. Such audits and investigations may be
conducted when LAUSD has reason to believe a violation of this Code has occurred. Once an audit or
investigation is complete, LAUSD may contact a or their Representatives to establish remedies and/or
sanctions. I
C. Comply with Sanctions - Contractors and their Representatives shall comply with the necessary sanctions for
violations of this Code of Conduct. Remedies include and/or combine one or more of the following actions:
(1) Removal of offending Contractor or subconfractor;
(2) Implementation of corrective action plan approved by LAUSD;
(3) Submission of training plan for preventing fyture violations of the Code;
(4) Probation for 1-3 years;
(5) Rescission, voidance or termination of a cortract;
(6) Suspension from all LAUSD contracting forla period of time;
(7) Prohibition from all LAUSD lobbying activities;
(8) Compliance with deferred debannent
(9) Debarment from all LAUSD procurement contracting; or
(10) Other sanctions available by law that are reasonable and appropriate.
In the case of a procurement in which a contract yet to be awarded, LAUSD reserves the right to reject any bid or
proposal, to tenninate the procurement process or to take other appropriate actions.
Failure to remedy the situation in the timely mannEr prescribed by LAUSD can result in additional sanctions. Records
of violations or any other non-compliance are a mrtter of public record.
Any debannent proceeding will follow due in accordance with the procedures described in LAUSD's
!
9. Future Code Updates I
, To ensure that LAUSD maintain our effectiveness in integrity in our contracting processes and our use of public
tax dollars, LAUSD reserves the right to amend and this Contractor Code of Conduct at its discretion. LAUSD's
Ethics Office will post the latest version of the Code its website. Interested parties with ideas on how LAUSD can
strengthen our Code to improve public trust in the integrity of LAUSD's decision-making can contact LAUSD's Ethics
Office in writing to share their comments. Such com"lents will be evaluated for future code updates.
I
Contract# 1400028
11
Los Angeles Unified School District Contractor Code of Conduct
LAUSD is not responsible for notifying a Contractor or their Representatives of any changes to this Code. It is the
responsibility of a Contractor to keep itself and its Representatives apprised of any changes made to this Code. LAUSD
is not responsible for any damages that may occur a result of a Contractor's failure to fulfill its responsibilities of staying
current on this Code.
10. Severability
If one part or provision of this Contractor Code of or its application to any person or organization, is found to be
invalid by any court, the remainder of this Code and application to other persons or organizations, which has not been
found invalid, shall not be affected by such invalidity, land to that extent the provisions of this Code are declared to be
severable. .
Contract# 1400028
12
EXHIBIT D
APPLE PRODUCT WARRANTIES AND RELATED OBLIGATIONS FOR
COMMON CORE COMPUTING DEVICES, SOFTWARE, AND ACCESSORIES
Except for any and all obligations contained in a survival clause found in this Contract, all of Contractor's
obligations shall become null and void upon contract expiration.
1. MANUFACTURER'S WARRANTY
Except as expressly represented otherwise in this Contract, the sole warranty for an Apple Product purchased
hereunder shall be the Limited Warranty. Except for the Limited Warranty, all Apple Products are sold "as is" and
without additional warranty or support from Contractor. All Products, other than Apple Products, are sold "as is"
and without warranty or support from Contractor, but may be accompanied by a manufacturer's warranty, as more
particularly provided in warranty documentation that accompanies such Products. Upon LAUSD's request,
Contractor will provide a copy of the manufacturer's warranty accompanying Products offered by Contractor under
this Contract. Nothing in this Contract shall be construed as obligating Contractor to provide any warranty-related
fulfillment or support for any Products, other than Apple Products.
EXCEPT FOR THE LIMITED WARRANTY, CONTRACTOR MAKES NO WARRANTIES, EITHER
EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS OR SERVICES, AND TO THE MAXIMUM
EXTENT PROVIDED BY LAW, CONTRACTOR HEREBY DISCLAIMS SUCH WARRANTIES, INCLUDING
BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE.
2. EXTENDED WARRANTY. The extended warranty offered by the Contractor is as follows:
A. For iPads with Retina display purchased under this Contract, Contractor shall provide the District with "on-site
repair or replacement" warranty coverage for a period of three (3) years from the date of delivery to the school
site/location against defects in materials and workmanship when used normally in accordance with Contractor's
published guidelines. In addition, the Extended Warranty includes "next day" onsite pickup and delivery of
failed/spare units, storage of spares and buffer units procured by LAUSD. If during the term of the Extended
Warranty the battery capacity of an iPad covered by the Extended Warranty ("Covered iPad") to hold an
electrical charge has depleted fifty percent (50%) or more from its original specifications, Contractor will either
(i) repair the defect at no charge, using new or refurbished parts that are equivalent to new in performance and
reliability, or (ii) exchange the Covered iPad with a replacement product that is new or equivalent to new in
performance and reliability, and is at least functionally equivalent to the original product.
B. For Mac mini's purchased under this Contract, Contractor shall provide the District warranty coverage for a
period of three (3) years from the date of delivery against defects in materials and workmanship when used
normally in accordance with Contractor's published guidelines. In addition, the Extended Warranty includes
"next day" onsite pickup and delivery of failed/spare units, storage of spares and buffer units procured by
LAUSD and strategic account management.
3. SERVICES WARRANTY. Except as expressly represented otherwise in this Contract, and to the extent not
prohibited by law, all Services, including any documentation, publications, software programs or code, and other
information provided by or on behalf of Contractor to LAUSD under this Contract are furnished on an "AS-IS"
basis, without warranty of any kind, whether express, implied, statutory or otherwise especially as to quality,
reliability, timeliness, usefulness, sufficiency and accuracy. ALL IMPLIED WARRANTIES, INCLUDING
WITHOUT LIMITATION ALL IMPLIED WARRANTIES OF CONDITION, MERCHANTABILITY AND
Exhibit D, Page 1 of 3
Contract# 1400028
FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED BY CONTRACTOR. NO ORAL OR
WRITTEN INFORMATION PROVIDED BY CONTRACTOR SHALL CREATE A WARRANTY UNLESS
INCORPORATED INTO THIS CONTRACT. IN THE EVENT CONTRACTOR SHALL FAIL TO PROVIDE
SERVICES IN ACCORDANCE WITH THIS CONTRACT, CONTRACTOR'S ENTIRE LIABILITY AND
LAUSD'S EXCLUSIVE REMEDY SHALL BE FOR CONTRACTOR TO USE ITS REASONABLE EFFORTS
TO REPERFORM THOSE SERVICES WITHIN A REASONABLE PERIOD OF TIME; PROVIDED, THAT IN
THE EVENT CONTRACTOR IS UNABLE TO CORRECT ANY DEFAULT OR BREACH OF THIS CONTRCT
BY IT, CONTRACTOR MAY ELECT TO REFUND ALL PAYMENTS ACTUALLY RECEIVED BY IT FROM
LAUSD FOR SERVICES IN QUESTION, IN FULL SATISFACTION OF CONTRACTOR'S OBLIGATIONS
UNDER THIS CONTRACT.
4. CONTENT. To the extent a provider of software or applications ("Content Provider") included in this Contract
makes updates and improvements to software or applications ("Content") included herein in the ordinary course of
product maintenance, those changes shall be made available at no additional cost for three (3) years from the date of
delivery of Content. In the event that the Content Provider makes materially new versions of Content that are
substantially different from the Content originally provided in this Contract, it shall be at Content Provider's
discretion to determine ifthere any associated costs for the new versions.
Additionally, unless specified otherwise in this Contract or in a developer or Content Provider's warranty that
accompanies the Content, the Content is sold "as is" and without warranty or support from Contractor. Contractor
shall also not be responsible or liable for validating that any Content provided pursuant to the Contract meets any
applicable education or academic guidelines and standards including but not limited to any state or federal specific
requirements. Contractor shall also not be responsible for ensuring that the Content provided pursuant to this
Contract will be available for the entire length of this Contract, and accordingly Contractor reserves the right to
replace or substitute any third party hardware or Content as necessary at any time during the term of this Contract.
Contractor shall not be held liable should any software developers or Content Providers be replaced during the term
of this Contract, and in such instances, Contractor shall use commercially reasonable efforts to replace such
software developers or Content Providers with others offering similar Content. Lastly, Contractor does not warrant
that the Content will be compatible or work with any third party software or applications.
5. CORE OPERATING SYSTEM SOFTWARE. Through the term of this Contract and subject to the terms and
conditions of this Contract, Contractor will provide current and upgraded versions of the core operating systems for
iPads with Retina display and Mac mini's, if they become available. Contractor will provide as appropriate
upgraded versions of Apple's iUfe and iWork suites in Contractor's per seat cost. Contractor's obligations under
this provision shall extend for three (3) years from the date of product delivery.
6. TRAINING. During the term of this Contract and subject to the terms and conditions of this Contract,
Contractor will provide participants with training related to updates, recent improvements and new applications.
Contractor's obligation under this provision shall extend for three (3) years from the date of execution of this
Contract.
7. FREE OF CHARGE SOFTWARE. Some software titles are publicly distributed "free of charge" to the end
user. Contractor assumes that this software will continue to be "free of charge" for the term of the Contract. Because
these products are distributed without charge, they customarily are distributed without warranties, particularly with
respect to functionality, data preservation, and non-infringement.
To Contractor's knowledge, none of the "free of charge" software titles, to be provided under this Contract, have
known issues that would make it imprudent to use such software, but each is distributed with licenses that require
Exhibit D, Page 2 of 3
Contract# 1400028
the end-user to bear the risk that these titles might (a) not work as well as expected, (b) cause data loss, or (c)
infringe the rights of third parties.
Accordingly, by accepting that "free of charge" software is offered as a component of Contractor's solution under
this Contract, LAUSD agrees that, any "free of charge" software is provided by Contractor AS IS with no
representations or warranties, either express or implied, as to the "free of charge" software's performance,
compatibility with future as versions, safety, or ownership, unless the "free of charge's" license provides
otherwise, in which case LAUSD must look to the developers rather than Contractor for breaches of those
representations or warranties.
To the extent permitted by law, the LAUSD further agrees to waive, any and all claims it might have against
Contractor that arise as a result of LAUSD's use of the "free of charge" software, and to indemnitY and hold
harmless Contractor from and against any and all claims of third parties arising from any usage of "free of charge"
software provided to LAUSD under this Contract.
Exhibit D, Page 3 of 3
Contract# 1400028
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EXHIBITF
RESERVED
Exhibit F, Page 1 of 1
Contract# 1400028
EXHIBITG
CUSTOMER CONFIRMATION OF ACCEPTANCE
Apple Inc.
Customer Confirmation of Acceptance Form
Agreement Number Cu5lomer PO Number Project Name
Cu5lomer Contact Company Name of Professional Services Provider
Cu5lomer Address 1 Apple Purchase Order Number
Cu5lomer Address 2 Part Number Unit Number
City State Zip Part Number Unit Number
Customer Contact Phone Part Number Unit Number
Cu5lomer Email Address Estimated Start Date E5llmated End Date
Actual Date of Performance
Customer Approval Authority:
By signing below, Cu5lomer confirms that It has accepted the Part NumberlDeilverables (or portions thereof) deecrlbed above as
having been completed In accordance with the requirements of the referenced AgreementlSOW
Customer Signsture Dste
Customer Name and Title
Exhibit G, Page 1 of 1
Contract# 1400028
EXHIBITH
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EXHIBIT I
APPLE HARDWARE LOAN AGREEMENT
_________________ Customer Reference#
APPLE HARDWARE LOAN AGREEMENT
AGREEMENT FOR APPLE-SUPPLIED
EQUIPMENT, SOFTWARE, SUPPLIES OR OTHER MATERIALS
This Apple Hardware Loan Agreement (the "Agreement") is entered into as of , ("Effective Date") by
and between Apple Inc., a California corporation having its principal place of business at I Infinite Loop, Cupertino,
CA 95014-2084 ("Apple") and , having its principal place of business at
__________________________("Recipient").
Purpose
Apple wishes to make available to Recipient certain Apple equipment, software, supplies, or other materials (the
"Equipment") listed in Exhibit A, and Recipient wishes to borrow the Equipment for Recipient's own enterprise or
institutional use only, under the terms and conditions set forth below. Recipient agrees not to use the Equipment for
personal use or for resale but, instead, solely for the purpose of evaluating the Equipment, and not otherwise (the
"Purpose").
Agreement
1. OWNERSHIP & DELIVERY
1.1 Equipment Delivery. Apple will, at its expense, arrange for delivery of Equipment to Recipient, as Apple in its
sole discretion deems appropriate.
1.2 Equipment Title & Interest. Title to the Equipment, including all spare or maintenance parts, will remain vested
in Apple. Nothing in this Agreement will be construed as conveying to the Recipient any right, title, or interest in the
Equipment, except as a borrower and only for the limited Purpose as set forth herein. Recipient will not directly or
indirectly cause, create, or pennit to exist any mortgage, security interest, lien, encumbrance or claim against the
Equipment, title thereto, or any interest therein. Recipient, at its expense, will promptly take such action as may be
necessary to duly discharge any such mortgage, security interest, lien, encumbrance, or claim against the Equipment,
title thereto, or any interest therein, if it arises.
1. RECIPIENT'S RESPONSIBILITIES
2.1 Taxes & Duties. Recipient will pay all taxes, duties, or other imposts levied on the Equipment or its use during
the Term.
2.2 Risk of Loss or Damage. Recipient will be responsible for physical loss of or damage to the Equipment while in
the possession or control of Recipient. Recipient assumes this liability as of the time Recipient takes possession of
the Equipment or when the common carrier or other entity selected by Apple to deliver the Equipment to Recipient
surrenders possession of the same to Recipient or its agent, whichever is earlier. Recipient's liability under this
section ends when Recipient returns the Equipment to Apple in the same condition as it was provided to Recipient,
less reasonable wear and tear. Recipient will reimburse Apple for physical loss or damage to Equipment in an
amount equal to the cost of the damaged or lost Equipment as specified in Apple's consumer price list ("Apple Price
List") as of the Effective Date of this Agreement.
2.3 Equipment Setup & Repair. Recipient is responsible for Equipment setup and packaging throughout the Term.
Recipient is required to contact the Worldwide Product Placement Group at the email address supplied in Exhibit B,
to authorize any Equipment repair.
2.4 Equipment Modification & Use. Recipient agrees not to change, alter, or otherwise modify the Equipment
without Apple's prior written pennission. Recipient will allow Apple to make any changes. alterations,
modifications, or exchanges as Apple, in its sole discretion, deems necessary or desirable. Recipient agrees to only
use the Equipment for the Purpose stated in this Agreement and will not copy, or otherwise reproduce. reverse
engineer, disassemble, or decompile any software components, training product or other components of the
Equipment.
Proposal from Apple Inc. Page A - 61
Exhibit I, Page 1 of 5
Contract# 1400028
_________________CUstomer Reference#
2.5 Equipment Location & Inspection. The Equipment must remain at the address to which the Equipment was
shipped, or such other address as Apple approves in writing prior to Equipment removal. Any mobile device may be
temporarily moved to locations near the ship to location. Equipment shall not be removed from the United States at
any time during the Term. Apple shall have the right to inspect the Equipment upon forty-eight (48) hours written
notice to Recipient.
2.6 Equipment Return. Recipient must return the Equipment postage paid within seven (7) days of expiration or
termination of this Agreement If Recipient does not return the Equipment within such time, the matter will be
referred to a collection agency. Apple reserves the right to invoice Recipient, through the collection agency, in an
amount equal to the cost of the Equipment as specified in the Apple Price List as of the Effective Date and Recipient
agrees to pay such amount, along with any expenses incurred by Apple in using the collection agency, within thirty
(30) days of date of said invoice. Apple has no obligation to return any media or content incorporated into the
Equipment if Equipment is returned with such media or content. Nor will Apple have any liability for removing or
not removing any such content or media from the Equipment after its return
2.7 Financing Statement. At Apple's request, Recipient shall cooperate with Apple in executing one or more
financing statements regarding any or all of the Equipment, pursuant to the Uniform Commercial Code. Recipient
acknowledges and agrees that nothing in this Agreement will allow Recipient to claim the Equipment as part of
Recipient's assets subject to liquidation should Recipient declare bankruptcy.
3. LIMITATION OF LIABILITY
3.1 NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT TO THE EXTENT PROHIBITED BY
APPLICABLE LAW, (A) APPLE SHALL HAVE NO LIABILITY FOR ANY AND ALL CLAIMS AND
DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING IN CONTRACT,
WARRANTY, TORT, STRICT LIABILITY, STATUTE OR OTHERWISE, AND (B) IN NO EVENT SHALL
APPLE BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, OR DIRECT DAMAGES
(INCLUDING, WITHOUT LIMITATION, CLAIMS FOR LOST BUSINESS PROFITS OR REVENUE, LOSS OF
DATA, INTERRUPTION IN USE, OR UNAVAILABILITY OF DATA) OR FOR PUNITIVE OR EXEMPLARY
DAMAGES, WHETHER AS A RESULT OR BREACH OF CONTRACT, WARRANTY, TORT, STRICT
LIABILITY, STATUTE OR OTHERWISE. THE REMEDIES OFFERED BY APPLE UNDER THIS
AGREEMENT REPRESENT RECIPIENT'S SOLE AND EXCLUSIVE REMEDY.
3.2 THE PARTIES HEREBY AGREE THAT THE TERMS CONCERNING INDEMNITY, WARRANTY
DISCLAIMER AND THE ABOVE LIMITATIONS OF LIABILITY REPRESENT A FAIR ALLOCATION OF
RISK BETWEEN THE PARTIES WITHOUT WHICH THEY WOULD NOT HAVE ENTERED INTO THIS
AGREEMENT.
4. WARRANTY DISCLAIMER
THE EQUIPMENT IS PROVIDED TO RECIPIENT "AS IS" APPLE HEREBY DISCLAIMS, AND RECIPIENT
HEREBY WAIVES, ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO,
THE IMPLIED WARRANTIES OF MERCHANTIBILITY AND FITNESS FOR A PARTICULAR PURPOSE.
5. INDEMNIFICATION
Recipient will defend, indemnify, and hold Apple, its affiliates, officers, directors and personnel, harmless from and
against any and all claims, demands, and allegations, against Apple, or any of its affiliates or personnel, including
costs, damages, liabilities and fees (including reasonable attorney and other professional fees), that arise out of or in
connection with this Agreement or Recipient's possession or operation of the Equipment (the "Damages"). The
Damages will not apply to claims arising solely from the Equipment's infringement of a third party's copyright,
patent, trade secret, mask work, or trademark rights on the condition that such claims are not caused by any act,
omission, or breach by Recipient or any misuse, modification, or combination of the Equipment with other materials,
technology, equipment or information.
Proposal from Apple Inc. Page A - 62
Exhibit I, Page 2 of 5
Contract# 1400028
_________________ Customer Reference#
6. TERM AND TERMINATION
6.1 Tenn. The term of this Agreement shall commence on the Effective Date and shall continue in full force and
effect until the Equipment is returned to Apple in accordance with the tenns of this Agreement. Notwithstanding
anything in the foregoing, in no event shall the loan of the Equipment exceed a period of sixty (60) days from the
Effective Date without written consent from Apple (the "Tenn").
6.2 Tennination. Either party may terminate this Agreement with written notice to the other. Upon such tennination,
Recipient shall return the Equipment to Apple in accordance with Section 2.6 of this Agreement.
6.3 Survival. Upon expiration or tennination of this Agreement, all defined tenns and the following sections shall
remain in effect: 1.2, 2.1, 2.2, 2.6, 3, 4, 5, 6.1, 6.3, and 6.9 and 7. Any additional obligations that expressly or by
their nature are intended to continue after the tennination or expiration of this Agreement shall survive and remain in
effect.
7. GENERAL TERMS
7.1 Assigrunent. Recipient will not assign this Agreement, or any of the rights or obligations hereunder without the
Apple's prior written consent. Any attempted assignment by Recipient will be null and void. Apple may assign this
Agreement, any Equipment, and any of its rights hereunder, as Apple in its sole discretion deems necessary or
appropriate. The provisions of this Agreement shall be binding upon and inure to the benefit of Apple and Recipient,
their successors, and pennitted assigns.
7.2 Governing LawNenue. If Recipient is a public institution or agency, this Agreement will be governed and
interpreted under the laws of the state in which Recipient is located If Recipient is a publicly-traded com pany or a
privately-held enterprise, this Agreement shall be governed by and construed in accordance with the laws of the
State of California, except for its conflict of law provisions. In the event that litigation commences, the parties agree
that the venue shall be Santa Clam County, California.
7.3 Notice. Any notice under this Agreement must be in writing and will be deemed given when delivered personally
or sent by email, fax, or commercial overnight courier specifying next-day delivery, with written confirmation of
receipt. Notices to Apple will be sent to the following address:
Apple Inc.
Attn: WWPM Product Placement Group
1 Infinite Loop, MS 47-SL
Cupertino, CA 95014
With a copy to:
Apple Inc.
Attn: Apple Legal Dept.
1 Infinite Loop, MS 3-MAL
Cupertino, CA 95014
Notice to Recipient will be sent to the address set forth in the first paragmph of this Agreement. Either party may
give notice of a change of address for receipt of notices by giving notice in accordance with this section
7.4 Sevembility. If any of the provisions of this Agreement are held by a court or other tribunal of competent
jurisdiction to be invalid or unenforceable, the remaining portions of this Agreement shall remain in full force and
effect and be construed to effectuate Apple's and Recipient's intentions in executing it.
7.5 No Waiver. Failure by either party to enforce any provision of this Agreement shall not be deemed a waiver of
the right to enforce afterward that or any other provision of this agreement.
7.6 Counterparts. This Agreement may be executed in one or more counterparts, each of which wiIl be deemed an
original, but which collectively will constitute one and the same instrument.
7.7 Headings & Construction. Section headings are for reference only and will not be considered as parts of this
Agreement. Wherever the singular is used, it includes the plural, and wherever the plural is used, it includes the
singular.
Page A - 63
Proposal from Apple Inc.
Exhibit I, Page 3 of 5
Contract# 1400028
________________Customer Reference#
7.8 Modification. Any modifications of this Agreement shall be in writing and signed by authorized representatives
of both Apple and Recipient.
7.9 Compliance with Laws. Each party will comply with all applicable laws and regulations (including, without
limitation, the laws and regulations of the u.s. Govenunent relating to export, import, labor and employment) and
defend and hold the other harmless from any expense or damage resulting from its violation or alleged violation in
the performance of this Agreement.
7.10 Entire Agreement. This Agreement, including its exhibits, constitutes the entire agreement between Apple and
Recipient with respect to the subject matter, and any and all previous written or oral agreements are expressly
canceled. Apple and Recipient acknowledge that it is not entering this Agreement on the basis of any representations
not expressly contained in this Agreement.
7.11 Authoritv. Recipient represents and warrants that it has all right, power and authority tmder applicable law to
enter into and perform this Agreement and that the person signing below has the requisite legal authority to bind
Recipient to the terms of this Agreement.
The duly authorized representative of the Recipient executes this Agreement as of the Effective Date.
Agreed:
RECIPIENT
BY: _
NAME:
TITLE: ---------
Proposal from Apple Inc.
Page A - 64
Exhibit I, Page 4 of 5
Contract# 1400028
_________________ Customer Reference#
EXHIBIT A
EQUIPMENT
Model ConfilUration
EXHffiITB
CONTACTllWORMATION
Apple Inc.
WWPM Product Placement Group
1 Infinite Loop, MS:47-SL
Cupertino, CA 95014
seeding@apple.com
Phone: (408) 974-0546
Fax: (408) 974-6714
Proposal from Apple
Page A - 65
Exhibit I, Page 5 of 5
Contract# 1400028
EXHIBIT J
CHANGE ORDER FORM
.. ppl
<PlOjI1Cll1lml1>
Change Order Request Form
Customer Name:
Project Name:
Project Manager
Change Description:
Assessment of 1m p1Kt by Alea:
1hnKal:
Implementation:
ReSOUltes:
S<hediE:
Proposed Solution Alternatives:
Cost of Change:
PO No:
Date:
Project Number:
Customer Project Management _ Date: _
ApplE! Project Management
Date: _
Insert Apple PM name, Apple, Inc
Exhibit J, Page 1 of 1
Contract# 1400028
EXHIBIT K
SOLUTION SOFTWARE INSTALLATION AGREEMENT
Solution Software Installation Agreement
This Solution Software Installation Agreement ("Agreement") is made this _
("Effective Date') by and between Apple Inc. ("Apple") and
(Apple and Customer individually a "PartY' and collectively "the Parties").
day of 20_
("Customer")
RedtlIl
Customer requests Apple install certain third-party
software, including free and open source software,
whether in an image supplied by Customer or a
package created by Apple at Customer's direction,
specifically listed in the attached Exhibit A on Apple
branded hardware ordered by Customer. This
Agreement confirms the terms under which Apple
agrees to provide and/or direct its subcontractors to
provide such installation and imagi ng seNices in
consideration for Customer's warranties,
representations and covenants set forth belaw and
any fees that may apply.
Terms
1. Progl'lrn Condltlans.
A. Upon execution and delivery of this Agreement to
Apple, Customer shall furnish a complete list of all
software ("Software') to be installed in Exhibit A ("the
Software List"). If at any time during the Term,
Customer desires to update the Software List
Customer shall do so by delivering an image update
form ("Image Update Form') that identifies the
additional Software to be installed. In that event
Customer must deliver such Image Update Form and
the Software to Apple at ieast thirty (30) days prior to
the date on which Customer desires Apple to perform
the installation and imaging services ("SeNices') with
respect to the additional Software. If Customer
requests or if Apple discovers that any Software to be
installed under the SeNices is not specifically
identified on the Software List or Image Update Form,
then Apple shall be immediately excused from its
obligation to perform any SeNices with respect to
such Software.
8. Upon delivery of the initial Software List and any
subsequent Image Update Form, Customer shall sign
the applicable form to confirm that Apple's
performance of the Services on Customer's behalf
does not breach or conflict with any of the end user
license agreements and any other licensing terms
(collectively referred to as the "EULAs") for the
Software. The above referenced requirement is
mandatory for the performance of the Services. If
Customer fails to comply with this requirement Apple
will not install the Software and will be immediately
excused from its obligation to perform any SeNices.
2. Appointment. Upon execution and delivery of this
Agreement and the Software List Customer hereby
appoints Apple, including its subcontractors, as
Customer's agent for the pu rpose of performing the
SeNices. Customer hereby authorizes Apple, and its
SUbcontractors, to accept the terms of all applicable
EULAs, including all free and open source software
("FOSS") EULAs on Customer's behalf as Customer's
agent Notwithstand ing the foregoing, Apple sha II not
be deemed to have accepted or agreed to be bound
by any such EULAs and/or FOSS EULA terms as a
consequence of insta Iling the Software for Customer,
except in Apple's capacity as Customer's Agent.
3. Soft.wllre Requirements.
A. Customer represents and warrants that (i)
Customer has all legal rights, whether by ownership
or license, necessary to authorize Apple, including its
subcontractors, to prOVide the Services; (iQ that such
action by Apple or its subcontractors will not infringe
the intellectual property rights of any third party; (iii)
none of the Software contains code that is licensed
under the GNU General Public License version 3
("GPLv3") or the GNU Lesser General Public License
("LGPLv3') or any later versions thereof; (iv) Customer
agrees to the terms of all applicable EULAs, including
all FOSS EULAs; (v) Customer is fully responsible for
obtaining all consents, providing any notices and
fulfilling any and all other obligations required under
the EULAs and FOSS EULAs; and (Vi) the person
signing below has the legal authority to bind
Customer to this Agreement.
4. (Reserved)
S. (ReseM!d)
6. Governing UIW. This Agreement shall be governed
by the laws of the State of California, excluding its
Apple Confidential Page 1of 3 SCM Rev 03/12
Solution Software Installation Agreement
Exhibit K, Page 1 of 3
Contract# 1400028
conflict of law rules. The Superior Court of Santa Clara
County or the United States District Court for the
Northern District of California shall have jurisdiction
and venue over all controversies arising out of, or
relating to, this Agreement. In any action to enforce
this Agreement the prevailing party shall be entitled
to recover all of its court costs and expenses and
reasonable attorneys' fees incurred. ANY LITIGATION
ARISING OUT OF ANY DISPUTE OR CONTROVERSY
BETWEEN THE PARTIES TO THIS AGREEMENT MUST
BE BROUGHT WITHIN ONE (1) YEAR FROM THE FIRST
DATE SUCH ACTION COULD HAVE BEEN BROUGHT.
IF A LONGER PERIOD IS PROVIDED BY STATUTE, THE
PARTIES HEREBY EXPRESSLY WArJE IT.
7. Sewrabillty. If a court of competent jurisdiction
holds any provision of this Agreement invalid or
unenforceable, all other portions of this Agreement
shall remain in full force and effect, and the Parties
will replace the invalid or enforceable provision with a
valid and enforceable provision that achieve the
original intent.
8. Term and Termlllltlon. The term of this Ag reement
will commence from the effective date and continue
for thirty-six months thereafter unless terminated
sooner ("Term"). Apple may terminate this Agreement
immediately without prior written notice for any
material breach of this Agreement. Either Party may
terminate this Agreement upon thirty (30) days' prior
written notice.
If at any time during the Term, Customer fails to
comply with its warranties provided above, Apple
reserves the right to immediately suspend all or any
portion of the Services or terminate this Agreement.
In addition, if an incomplete Software List is provided
to Apple or if, at any time during the Term, Apple
discovers or has reason to believe that any Software,
whether or not identified on the Software List or
Image Update Form, includes or consists of any code
that is licensed under GPLv3 or LGPLv3, or any later
versions thereof, then Apple reserves the right to
immediately suspend all or any portion of the
Services or terminate this Agreement. Any such
suspension or termination by Apple shall be without
further obligation or duty to Customer.
9. EntIre Agreement. This Agreement, together with
the Software List and any Image Update Form(s)
submitted during the Term, constitutes the complete,
final and exclusive statement of the Parties'
ag reement as to the subject matter of this Agreement
and su persedes aII other negotiations and
agreements between them. No modification to this
Agreement will be binding unless made in writing and
signed by Apple.
10. SurvlYllL Upon any termination or expiration ofthis
Agreement Sections 4 through 7 will survive
indefinitely.
IN WITN ESS WH EREOF this Ag reement is executed by the Parties as of the Effective Date stated above.
C1JS'b)mer Apple Inc.
SIGNATURE: SIGNATURE:
PRINT NAME: PRINT NAME:
TITLE: TITLE:
DATE: DATE:
Please fax this completed form to 866-314-3084
Appe Confidential Page2of3 SCM Rev 03/12
Solution Software Installation Agreement
Exhibit K, Page 2 of 3
Contract# 1400028
ElchlbltA
Softwlre List
CUslDmer Nlme: Los Angeles Veined Sehgal prstrkt
Date of Submission: _
Pleese provide the Inforlllltion requested fer Hch Soft.wlre 1ftIe: Thlrd-pirty software titles to be Instilled shill
be specified In Contract. 1400028.
SaftwareTltle VefSlonf LicenSOl' FOSS
Apple Confidential Page 3 of 3 SCM Rev 03/12
Solution Software Installation Agreement
Exhibit K, Page 3 of 3
Contract# 1400028
EXHIBIT L
PEARSON ALWAn LEARNINC,
Agreement#CP20132707
ATTACHMENT 1
to
Apple/Pearson Scope of Work
LAUSD Common Core System of Courses Adoption Project
Outline
I. Introduction to the Common Core System of Courses
For Students
For Teachers
II. Product Overview: Course Components
Learning Materials
Content Deliverables
Learning Tools
Application Deliverables
III. Professional Development
I. Introduction to the Pearson Common Core
System of Courses
The Common Core System of Courses differs from any curriculum you've
ever seen.
Deliberately designed to marry the promise of technology and the aims of the
Common Core State Standards, the Pearson Common Core System of
Courses provides a completely new curriculum, written as an integrated
whole to make best use of technology, but based first on a deep knowledge
of the Common Core State Standards.
The Pearson Common Core System of Courses supports student learning,
motivation and engagement, and classroom management-all by integrating:
A coherent curriculum in ELA, K-12, and in Mathematics, K-ll,
with course objectives and outcomes that closely mirror the vertical
progression of the Common Core State Standards.
Effective and engaging teaching, based on years of research on
how people learn. This teaching happens within a classroom design
that leverages the social collaboration of learning and that pushes
students to increasingly take responsibility for their own learning.
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A unique digital design created expressly to make use of the
Apple iPad. This unique design optimizes instructional delivery,
encourages student engagement, and furthers the social, collaborative
nature of learning. Specifically, the learning environment supports the
academic behaviors explicit in both the ELA and Mathematics
standards; motivates students who will find the program's tools,
animations and simulations engaging and fun; and makes it possible to
personalize tasks to meet individual student needs and to motivate
students to take more responsibility for their own learning.
Pearson's Common Core System of Courses is purposefully designed to
provide a complete curriculum across 145-150 days at each grade level. This
scope leaves time for teachers to add learning activities, projects, readings
and other elements of instruction that they will want to use with their
students, based on their own professional experience.
The Common Core System of Courses for Mathematics for
grades K-8 is made up of nine complete year-long courses, each of
which in turn comprises 145 lessons each for grades K, 1 and 2; and
150 lessons each for grades 3 through 8. High school courses include
two separate courses each for grades 9 through 11 (both traditional
courses and integrated mathematics, as defined by the Common Core
State Standards).
The Common Core System of Courses for English Language Arts
for grades K through 12, is made up of 13 complete year-long
courses, which comprise 145 lessons each for grades K, 1, and 2; and
150 lessons each for grades 3 through 12. Courses are organized into
units and include assessments and rubrics.
The Common Core System of Courses for Students
The Pearson Common Core System of Courses make it possible for students
to develop and understand for themselves many of the key learning
behaviors they'll need to meet the new Common Core State Standards. Each
also provides a full suite of hands-on, digital learning materials specifically
designed to engage students and teachers.
Throughout, students are encouraged to develop key academic behaviors,
particularly the ability to work independently; to take responsibility for their
own learning; to persevere in mastering new concepts and ideas; and to
consistently revise work to a higher standard of performance.
The Common Core System of Courses helps students to acquire these
behaviors by:
.More than Aligned. Different by design.
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PEARSON ALWAY) Ll:AI{NINC
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Promoting dynamic collaboration and interaction among student
groups and student pairs within a larger classroom "learning
community."
Providing digital tools that make it easy for students to collaborate and
to provide feedback among small working groups, partners,
collaborative teams, and among members of the whole class.
Requiring academic discourse in both ELA and Mathematics in support
of the Common Core State Standards speaking and listening anchor
standards by consistently creating opportunities for students to
improve their presenting, reasoning, and justifying skills.
Leveraging a course structure that requires increasing student
responsibility and independence in tackling and completing rigorous
tasks within and across units.
Importantly, these key design components are deliberately embedded within
and across the collection of learning materials within the Pearson Common
Core System of Courses. In fact, as part of becoming college and career
ready in a structured and rigorous, integrated environment, students will
routinely:
Use the device for reading, writing, solving problems and
communicating with teachers and each other
Analyze text and video of particular events or themes as part of
writing formal argumentation
Analyze the purpose of information presented in diverse media and
formats and evaluate motives behind its presentation
Integrate multimedia and visual displays into shorter presentations to
clarify information, strengthen claims and evidence, and add interest
Create multimedia presentations, short and longer videos ("movies")
as work products
As students create multimedia works, share their achievements and opinions
through social networks, and play engaging games, they learn Common Core
State Standards content and behaviors.
Students will also develop academic behaviors and 21st century skills by
taking part-together with other students-in a variety of project-based
learning activities designed expressly to meet the needs of the Common Core
State Standards. Project-based learning puts students at the center of their
own learning as they progress from planning, to execution, to final project
creation. This hands-on, student-centered approach to problem-solving and
critical thinking encourages students to pursue their own interests, and at
the same time, helps them acquire essential skills that emphasize creativity,
collaborative problem-solving, and the utilization of digital media to help
complete challenging tasks.
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The Pearson Common Core System of Courses also has a significant amount
of project-based learning in both English Language Arts and Mathematics.
The approach to projects in the Pearson Common Core System of Courses
utilizes the best practices and learning principles established by the
Partnership for 21st Century Skills. These relevant, rigorous project-based
activities help guide students to develop the motivation, knowledge and skills
they need to succeed. They support content knowledge, planning, and
persevering through a long-term process; and help students recognize,
develop, and apply the planning, team-work, communication, and
presentation skills they will make use of while presenting a final product.
These abilities will help pave the way for career and college readiness and
success in their future work.
The Common Core System of Courses for Teachers
For teachers, the Pearson Common Core System of Courses similarly makes
use of technology to help develop key skills. The Pearson Common Core
System of Courses embeds in-line teaching supports directly within the
teacher's version of student materials. Teachers can access these supports
each time they encounter one of the repeated classroom instructional
routines that serve as "building blocks" for student achievement.
The Pearson Common Core System of Courses helps teachers to improve
their classroom practice by:
Incorporating easy-to-employ unit and lesson designs that foster a
classroom "learning community" based on teacher-student and
student-student collaboration.
Offering in-line teacher supports that make it easy to present
unfamiliar learning content or learning concepts to the whole class.
(e.g., annotations to complex texts used for common readings)
Providing digital tools for grouping students and for delivering small
group instruction or conferences based on prior performance.
Presenting specific scaffolds for students needing more support with
the core content by means of a set of digitally delivered questions,
prompts, and cues designed to gUide, but not direct, students with
their work.
Establishing clear opportunities to extend and deepen learning for
students who demonstrate proficiency.
Supporting this collection of in-class support with extended digital
professional development through notes, videos and a teacher
community portal.
More than Aligned. Different by design.
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II. Product Overview: Course Components
Very broadly, the Pearson Common Core System of Courses is comprised of
two general sets of course components:
Learning materials, which include the full set of lesson and unit
materials that engage students and support teachers during a
particular school year-the text, images, videos, animations and
similar components that prescribe what teachers teach and students
learn; and
Learning tools, which, presented in conjunction with the System's
learning materials, guide specific learning actions and behaviors that
help establish in students the rituals and routines that ensure mastery
and achievement-that tools and unique product features that shape
how teachers teach and students learn.
Product delivery to Apple and to LAUSD presumes three successive phases,
to commence August 2013 and to conclude approximately one year later.
The aim is to provide to LAUSD during this period exactly the learning
materials and tools they need to introduce most effectively the Common Core
System of Courses to the district's teachers and students.
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As specified by the district:
Phase One begins with the introduction of Apple iPads and the
Common Core System of Courses to 30,000 students for up to 47
LAUSD schools. In conjunction, Pearson will provide direct training-on
both the Common Core State Standards and the Common Core
System of Courses-to up to 1500 principals and teachers beginning
this August. Pearson, LAUSD, and Apple will work together to utilize a
common Professional Development delivery and scheduling Platform
toolset. This will provide LAUSD with a single, unified source of
professional development content.
During this phase an initial library of units-specifically units with
lessons that correspond to the first semester's instructional aims in
math and ELA-will be provided to principals, teachers, and students
from these schools, with the aim of introducing the most essential
learning materials and tools to an initial cohort that will help establish
success and inform the mechanics of a broader rollout early in the new
year.
Phase Two, to begin approximately January 1, 2014, will extend this
effort to an additional 300,000 students and their teachers-330,OOO
in total.
During this phase, the library of math and ELA units will expand
considerably to include key learning materials that address the second
semester's instructional aims and additional learning tool functionality
will be added to support these materials. In addition, the district will
also receive additional professional development services to support
the new teachers and schools served by this phase.
Phase Three, which begins August, 2014, will extend this effort again
to an additional 300,000 students and their teachers-630,OOO
students in all.
During this phase, the full complement of Common Core System of
Courses learning materials and tools will be provided to Apple and to
LAUSD, together with the attendant professional development services
to support the district in this complete implementation.
The Pearson Common Core System of Courses is designed to be used in
educational environments in which there is Internet connectivity, whether in
the school or at home, but will allow for use in an "offline" mode. Use of the
system of courses in an "offline" mode will allow users to locally utilize,
substantially, all of the core functionality of the application (with the
exception of social and sharing features that require connectivity). Sufficient
content will reside on the device-where previously loaded by the user
along with the functionality to interact with the content. Additional content
can be downloaded either via the Internet or via cached content residing on
More than Aligned. Different by design.
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local appliances from within the LAUSD local infrastructure (available in
Phase Two or Phase Three). Pearson will work collaboratively with Apple and
LAUSD to enable offline access and management of content through the
three phases of the Common Core project.
Learning Materials
The Common Core System of Courses in Mathematics
The Pearson Common Core System of Courses for Mathematics is made up of
nine complete year-long courses, each of which in turn comprises 145
lessons each for grades K, 1 and 2; and 150 lessons each for grades 3
through 8. High school courses include two separate courses each for grades
9 through 11 (as defined by the Common Core State Standards). Each
course fosters the development of students' abilities in the mathematical
skills and concepts they need both to achieve college- and career-readiness
and to develop mathematical practices that will help ensure students' success
across all areas of mathematics.
Within each course, each unit is not just a rework of previous material, but
one that is specifically designed to achieve the rigorous and singular goals
set out by the Common Core State Standards. Each unit provides multiple
opportunities for students to develop the skills outlined in the Common Core
State Standards for Mathematics. In each grade, the mathematics curriculum
is presented as a comprehensive series of units that span 150 days-enough
time to allow teachers to extend areas of study in which their students are
having difficulty.
The System of Courses provides three main unit types:
"Concept units," which develop a deep understanding of mathematical
concepts.
"Putting Math to Work" units, which give students opportunities to
apply the concepts and skills they have learned.
Modeling units, which integrate previously-learned concepts through
problem solving and modeling.
The System of Courses also includes "Project" units in which students apply
the concepts they have learned by completing short projects of their own
choosing
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Each unit makes it possible for teachers to:
Build student proficiency with adaptive reasoning and procedural
fluency-both through instruction within the units and through the
support of a Proficiency Game System that provides challenging and
engaging games that target the content of the unit.
Support students' conceptual development by providing them with
additional information about the concepts in the units through a
resource called the Concept Corner.
Facilitate internalization of the Common Core State Standards for
Mathematical Practices by:
Modeling the eight mathematical practices for students
through video and scripts;
Creating a supportive environment that fosters
collaboration, questioning, and investigation and that
allows students to routinely demonstrate the
mathematical practices;
Expanding differentiation strategies and facilitating the
acquisition of academic language in the teaching and
learning of mathematics.
Scaffold instruction to support all learners by providing targeted hints
and Concept Corner material for English language learners and
students with special needs.
Make use of technology in ways that enhance students' learning
experiences and provide efficient avenues of teacher facilitation.
The Pearson Common Core System of Courses for Mathematics provides an
innovative and engaging curriculum that will help students achieve the goals
of the Common Core State Standards for Mathematics. The System of
Courses provides flexibility in presentation of materials, tools for assessment
of skills and knowledge, and technology-supported lessons and components
that facilitate student engagement. While challenging students to reach the
higher standards incorporated in the Common Core State Standards, the
courses are easily adaptable for students at all levels.
The Common Core System of Courses in English Language Arts
More than Aligned. Different by design.
8
ContractU 1400028
PEARSON ALWAYS LtARNINC,
Agreement#CP20132707
The Common Core System of Courses for English Language Arts is made up
of 13 complete year-long courses, which comprise 145 lessons each for
grades K, 1, and 2; and 150 lessons each for grades 3 through 12. Courses
are organized into units and include assessments and rubrics. Each course
fosters the development of students' abilities as critical readers and effective
writers and speakers, and to increase students' knowledge of literature and
narrative, informational, and argument genres.
Each unit in Grades K through 12 provides multiple opportunities for students
to develop the skills outlined in the Common Core State Standards for
English Language Arts in reading, writing, speaking and listening, and
language. The presentation of program materials integrates the curriculum
with the best of today's technology, enhancing students' learning experiences
and providing a motivating environment that bridges the gap between the
classroom and students' world outside of school.
Reading
The focus of instruction in reading is on close reading of the text,
through which students understand the ideas, events, characters, and
arguments in the text. Students develop a repertoire of strategies for
reading and understanding complex texts. They learn to identify
markers of form and genre and use this information to interpret the
texts they read and to improve the texts they write. Because reading
print text is an important component of learning to read and life-long
reading, we will provide upon request a list of print resources needed
in classrooms. These print books are not included in the bid pricing.
Writing
The focus of instruction in writing is on shaping writing for audience
and purpose and on using knowledge of genres and techniques of
craft. Students also write to learn. They take notes, engage in
reflective writing, summarize ideas, and record their thoughts and
impressions. They share their notes with other students as a rehearsal
for whole-group conversations and as a component of group projects.
They practice the habits of writers, collecting ideas, taking notes
during reading and discussions, and annotating texts for further
reference.
Speaking and Listening
The focus of instruction in speaking and listening is on participating
effectively in discussions (one-on-one, group, and teacher-led) with
diverse partners about substantive topics, and on presenting
information effectively. Students make strategic use of digital media in
presentations and learn to adapt their speech to a variety of contexts
and tasks.
More than Aligned. Different by design.
9
Contract# 1400028
PEARSON AL WAY S LEA RN I N ()
Agreement#CP20132707
Language
Content-specific vocabulary related to the unit topics is introduced
early in each unit and revisited as the unit progresses. Development of
vocabulary is further supported through various online tools. Similarly,
attention to language is embedded throughout the units, as students
receive feedback on their writing and speaking from their teachers and
peers, and as students analyze the language of the texts they read.
The System of Courses for each of the grades from 3 through 12 is organized
into a series of approximately five to six units. In addition, a project unit
takes place over the course of the entire year and often reaches beyond the
walls of the classroom.
The first unit takes approximately four weeks of instructional time-three
weeks for setting classroom expectations and procedures at the beginning of
the year, and a week for reflection and publishing a portfolio at the end of
the year. This unit establishes a structure of instruction that includes whole
class instruction, small-group collaboration and teamwork, formative
assessment, independent work, and reflection.
Each unit has a weekly schedule-one written for students and a parallel
planning schedule for teachers-that provides a guide to daily and weekly
activities and can be accessed electronically.
Each unit in the System of Courses integrates the language arts-reading,
writing, speaking, listening, and building verbal skills and knowledge. Each
unit incorporates whole-class, procedural, and individual student goals:
Content goals (knowledge of literature and topics from informational
text)
Standards-based goals (derived from the end-of-year Common Core
State Standards)
Individual learning goals (an assessment is used to determine reading
level; on-demand short pieces of writing from each student scored
with a rubric derived from the Common Core State Standards
determine writing proficiency; assessment components of the program
support ongoing assessment to determine and track accomplishment
of individual learning goals)
Procedural goals (the daily rituals and routines of the classroom, and
ongoing self-monitoring of accomplishment that informs student
teacher conferences)
In addition, each unit focuses on developing skills and knowledge, reinforcing
previously learned skills and providing opportunities for practice.
More than Aligned. Different by design.
10
Contract# 1400028
PEARSON ALWAYS LEARNINC,
Agreement#CP20132707
Lessons within each unit and across units focus on specific skills
related to reading, writing, speaking and listening, and language
proficiency.
Lessons within each unit and across units focus on specific knowledge
related to literary and informational or historical texts and contexts.
Students are expected to apply what they learned in the lessons in
order to comprehend more challenging texts, build
literary/historical/topical knowledge, and develop more polished
writing (including appropriate vocabulary and complex sentence
structures).
Features of each unit that support opportunities for student learning include:
Independent reading
Partner reading
Whole-class instruction (for reading: core text with modeling and
probing questions by the teacher; for literary/historical knowledge:
core literary and informational texts plus contextual materials
presented and discussed by the teacher and students; for
writing/language: lessons on text features and structure, vocabulary,
and language)
Small-group discussions (both in class and electronically)
Guided reading (with teacher and in small groups)
Writing/editing tools
Response groups (in class and electronically)
Teacher-student reading conferences
Teacher-student writing conferences
Proficiency games
Digital, interactive learning activities
A "More-to-explore" curated set of resources
The Pearson Common Core System of Courses for English Language Arts
provides an innovative and engaging curriculum that will help students
achieve the goals of the Common Core State Standards for ELA. The System
of Courses provides flexibility in presentation of materials, tools for
assessment of skills and knowledge, and technology-supported lessons and
components that facilitate student engagement. While challenging students
to reach the higher standards incorporated in the Common Core State
Standards, the courses are easily adaptable for students at all levels.
The Common Core System of Courses in LAUSD
To ensure a rollout that best meets the District's needs, the exact library of
units and lessons for each mathematics course to be delivered during Phase
More than Aligned. Different by design.
11
Contract# 1400028
PEARSON ALWAY', L ~ A K N I N ( )
Agreement#CP20132707
One and Phase Two of the program implementation will be determined in
partnership with the District. Unless otherwise requested, all units and
lessons for every mathematics course will be delivered within the Common
Core System of Courses program in Phase Three.
CONTENT DELIVERABLES
The tables below titled "LAUSD Course and Content Implementation Matrix",
Phases 1-3, outline the learning materials to be provided in conjunction with
each phase. Though this listing provides the best articulation of learning
material deliverables to date, we expect that the district may request
modifications to Phase Two's deliverables. We also expect to be ready and
eager to accommodate these requests, and will modify the delivery matrix
accordingly
LAUSD Course and Content Implementation Matrix, Phase One
In Phase One, Pearson will provide selected lessons (1-5) from the following
units as part of its Common Core System of Courses:
-
;J\1J'atliimEitt,es ';:' ,.:" "': :
ISBN Grade
0133246345 K
0133246434 K
0133246523
1
0328760641 2
0328760684 2
0328760773 3
0328760838
3
0328760900 4
0328761044
5
328761206 6
0328761214 6
328761346 7
0328761427 8
- , .
"
"
. "
Title
Play with Shapes
Make or Break Apart to 20
Add,1 to 20
Add It, Up to 100
Look at Data and Graphs
Multiply by 2, 3, 4, and 5
Divide
Decimal Numbers
The Decimal Number
System
Ratios
Rate
Zoomino in on Fioures
Analvzino Graohs
~
Lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
>
ISBN
9780133245257
9780133245356
9780133245493
9780133245578
.
,::En ifts'ti tangua'C!:irfs ' "'
Grade
K.1
1.1
2.6
3.6
, , >l ' ~ , .
Title
Rhythm and Rhyme
Read, Write, Learn
Folktales
Proiect: CHANGE!
Lessons
Selected lessons
Selected lessons
Selected lessons
Selected lessons
More than Aligned. Different by design.
12
Contract# 1400028
PEARSON ALWAYS LtARNINC)
Agreement#CP20132707
9780133245608 4.2 Signs and Symbols Selected lessons
9780133245684 5.3 Doing the Right Thing Selected lessons
9780133245738 6.2 Smart. Smarter. Smartest! Selected lessons
9780133245820
7.4 Call to Action
Selected lessons
9780133245882 8.3 Order in the Court Selected lessons
9780133245943 9.2 Youth Selected lessons
9780133246049 10.5 Project: What's for Dinner? Selected lessons
9780133246087 11.2 The American Short Story Selected lessons
9780133246162 12.2 Satire and Wit Selected lessons
LAUSD Course and Content Implementation Matrix, Phase Two
In Phase Two--in addition to all of the lessons delivered in Phase One-
Pearson will provide the following units as part of its Common Core System
of Courses:
,f!1I,atluutiat4lts:'
,
1:. :;" , > '
,
. ,
ISBN Grade Title Lessons
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
013324640X K
K
K
K
K
K
1
1
1
1
1
2
2
2
2
2
2
3
3
3
3
3
3
4
4
4
Build with Shapes
0133246426 Learn Numbers to 20
0133246434 Make or Take Apart to 20
133246442 Measure It!
0133246450 Learn Numbers to 100
0133246477 Add or Subtract It!
0133246566 Explore 3-D Shapes
0133246574 Write More Math Stories
0133246620 Make a Picture Book
0133246590 Dive into Data
0133246604 Explore 20 and Beyond
0328760676 Solve the StOry
0328760684 Look at Data and Graphs
0328760692 Solve Two-Step Math Stories
0328760730 Take a Journey
0328760706 Explore 100 and Beyond
0328760714 Add and Subtract Beyond
100
0328760838 Divide Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
Full Unit
0328760854 Understand Fractions
032876082X Measure the Area
328760811 Represent and Interpret Data
0328760846 Measure Volume and WeiQht
0328760862 Find the Unknown Number
328760978 Factors and Multiples
0328760943 Fractions
0328760927 Measurement
More than Aligned. Different by design.
13
Contract# 1400028
PEARSON ALWAY) LlARNINC,
Agreement#CP20132707
032876096X 4 Lines and AnQles Full Unit
0328760935
4 Number and Shape Patterns Full Unit
328761087
5 Classify 2-D Figures Full Unit
0328761117
5 Multiply Fractions Full Unit
0328761109 5 Divide Fractions Full Unit
328761060 5 The Coordinate Plane Full Unit
0328761125
5 Units and Volume Full Unit
0328761230
6 Equations and Inequalities Full Unit
0328761214 6 Rate Full Unit
328761249 6 Putting Math to Work Full Unit
328761257 6 Distributions and Variability Full Unit
0328761265 6 Surface Area and Volume Full Unit
328761346 7 Zoomir1!:1 in on FiQures Full Unit
0328761354 7 AIQebraic ReasoninQ Full Unit
328761362 7 Samples and Probability Full Unit
328761370 7 Putting Math to Work Full Unit
032876146X 8 Linear Equations Full Unit
0328761478 8 Triangles and Beyond Full Unit
328761486
8 Functions Full Unit
0328761494
8 Bivariate Data Full Unit
0328761508 8 Putting Math to Work Full Unit
NOTE: Based on a review of these units against the scope and sequence
required by LAUSD, selected units may be swapped for others in the same
grade level.
..
toanguage Arts ,
,
ISBN Grade Title Lessons
9780133245257 Full Unit
9780133245271
Rhythm and Rhyme K.1
Full Unit
9780133245301
Family Stories K.2
Full Unit
9780133245318
K.5 Bugs!
Full Unit
9780133245356
K.6 Tell Me a Tale
Full Unit
9780133245363
1.1 Read, Write, Learn
Full Unit
9780133245370
1.2 Best Friends
Full Unit
9780133245417
1.3 What is it?
Full Unit
9780133245448
1.7 Animal Tales
Full Unit
9780133245455
2.1 Power Readers!
Full Unit
9780133245493
2.2 What a Character!
Full Unit
9780133245509
Folktales 2.6
Full Unit
9780133245523
2.7 Familv Histories
Full Unit
9780133245554
Community and Culture 3.1
Full Unit
9780133245578
3.4 Animal Stories
Full Unit
9780133269314
Project: CHANGE! 3.6
Full Unit
9780133245585
Animal Adaptations 3.AA
Full Unit
9780133245608
Ideas! 4.1
Full Unit Signs and Symbols 4.2
More than Aligned. Different by design.
14
Contract# 1400028
PEARSON ALWAYS U:ARNIN(J
Agreement#CP20132707
9780133245639 4.5 Ideas and Inventions Full Unit
9780133269338 4.AA Makino a Difference Full Unit
9780133245653 5.1 Pets and Owners Full Unit
9780133245660 5.2 Grapevines and Networks Full Unit
9780133245684 5.3 Doino the Right Thino Full Unit
9780133245721 6.1
A Long Time Ago in the
Future
Full Unit
9780133245738 6.2 Smart. Smarter. Smartest! Full Unit
9780133269376 6.3 Fantasy and Reality Full Unit
9780133245790 7.1 You, Me, and Us Full Unit
9780133245813
7.3 Of Speech and Silence
Full Unit
9780133245820
7.4 Call to Action
Full Unit
9780133245868 8.1 Differing Perspectives Full Unit
9780133245875 8.2 Witch Hunts: Then and Now Full Unit
9780133245882 8.3 Order in the Court Full Unit
9780133245943 9.2 Youth Full Unit
9780133245950 9.3 Resilience Full Unit
9780133245967 9.4 Family Full Unit
9780133246025 10.3 Creative Nonfiction Full Unit
9780133246032 10.4 The Nature of Knowledoe Full Unit
9780133246049 10.5 Proiect: What's for Dinner? Full Unit
9780133246070 11.1 American Dreamers Full Unit
9780133246100 11.3 The American MvtholooY Full Unit
9780133246124 11.5 Proiect: Growino Up Digital Full Unit
9780133246155 12.1 Thinos Fall Apart Full Unit
9780133246162 12.2 Satire and Wit Full Unit
9780133246193 12.4 Global Issues Full Unit
LAUSD Course and Content Implementation Matrix, Phase Three
In Phase Three--in addition to all of the lessons delivered in Phase One and
Phase Two--Pearson will provide the following units as part of its Common
Core System of Courses:
, ) 'do ' ,
.. ) Ma Ji\en,itits
ISBN
'
d
0133246485
0133246345
0133246353
0133246361
013324637X
0133246388
0133246396
013324640X
0133246426
0133246434
Grade
K
K
K
K
K
K
K
K
K
K
Title Lessons
Ready, Set, Go! Full Unit
Play with Shapes Full Unit
Learn Numbers 1 to 10 Full Unit
Make It or Take It Apart! Full Unit
Make Shapes Full Unit
Add It! Full Unit
Subtract It! Full Unit
Build with Shapes Full Unit
Learn Numbers to 20 Full Unit
Make or Take Apart to 20 Full Unit
More than Aligned. Different by design.
15
Contract# 1400028
PEARSON ALWAYS LI:AR-NINe)
Agreement#CP20132707
133246442 K Measure It! Full Unit
0133246450 K Learn Numbers to 100 Full Unit
0133246477 K Add or Subtract It! Full Unit
0133246639
1 Ready, Set, Go! Full Unit
0133246507 1 Add or Subtract Full Unit
0133246515 1 Explore 2-D Shapes Full Unit
0133246523
1 Add,1 to 20 Full Unit
0133246531 1 Subtract, 1 to 20 Full Unit
013324654X 1 Measure Time and Length Full Unit
0133246558 1 Write Math Stories Full Unit
0133246566
1 Explore 3-D Shapes Full Unit
0133246574
1 Write More Math Stories Full Unit
0133246620 1 Make a Picture Book Full Unit
0133246590 1 Dive into Data Full Unit
0133246604 1 Explore 20 and Beyond Full Unit
0328760749 2 Ready, Set, Go! Full Unit
0133246647 2 Tell Time Full Unit
0133246655 2 Add with Eaual Groups Full Unit
0133246671
2 Measure It! Full Unit
0328760641 2 Add It, Up to 100 Full Unit
032876065X 2 Subtract It, Up to 100 Full Unit
328760668 2 Explore Figures Full Unit
0328760676 2 Solve the Story Full Unit
0328760684 2 Look at Data and Graphs Full Unit
0328760692
2
Solve Two-Step Math
Stories
Full Unit
0328760730 2 Take a Journey Full Unit
0328760706 2 Explore 100 and Beyond Full Unit
0328760714
2
Add and Subtract Beyond
100
Full Unit
0328760889 3 Readv, Set, Go! Full Unit
0328760757 3 Tell the Exact Time Full Unit
0328760765 3 Understand Numbers Full Unit
0328760773 3 Multiply by 2, 3, 4, and 5 Full Unit
0328760781 3 Explore 2-D Figures Full Unit
032876079X 3 Multiply by 6, 7, 8, and 9 Full Unit
0328760803 3 Master Multiplication to 10! Full Unit
0328760838 3 Divide Full Unit
0328760854 3 Understand Fractions Full Unit
032876082X 3 Measure the Area Full Unit
328760811
3
Represent and Interpret
Data
Full Unit
0328760846
3
Measure Volume and
Weight
Full Unit
0328760862 3 Find the Unknown Number Full Unit
0328761028 4 Ready, Set, Go! Full Unit
0328760897 4 The Structure of Numbers Full Unit
0328760900 4 Decimal Numbers Full Unit
More than Aligned. Different by design.
16
Contract# 1400028
PEARSON ALWAYS LEARNING
Agreement#CP20132707
328760919 4 Multiply Whole Numbers Full Unit
0328760951 4 Divide Whole Numbers Full Unit
328760978 4 Factors and Multiples Full Unit
0328760943 4 Fractions Full Unit
0328760927 4 Measurement Full Unit
032876096X 4 Lines and Angles Full Unit
0328760935
4
Number and Shape
Patterns
Full Unit
0328761176 5 Ready, Set, Go! Full Unit
329761036 5 Multiplication and Division Full Unit
0328761044
5
The Decimal Number
System
Full Unit
0328761052
5 Add and Subtract Full Unit
0328761079
5
Multiply and Divide
Decimals
Full Unit
0328761095 5 More Decimal Calculations Full Unit
328761087 5 Classify 2-D Figures Full Unit
0328761117
5 Multiply Fractions Full Unit
0328761109
5 Divide Fractions Full Unit
328761060 5 The Coordinate Plane Full Unit
0328761125 5 Units and Volume Full Unit
0328761303
6 Gettino Started Full Unit
0328761184
6 Rational Numbers Full Unit
0328761192 6 Fractions and Decimals Full Unit
328761206 6 Ratios Full Unit
0328761222
6 Expressions Full Unit
0328761230 6 Equations and Inequalities Full Unit
0328761214 6 Rate Full Unit
328761249 6 Puttino Math to Work Full Unit
328761257
6 Distributions and Variability Full Unit
0328761265 6 Surface Area and Volume Full Unit
0328761419 7 Getting Started Full Unit
0328761311
7
Working with Rational
Numbers
Full Unit
032876132X 7 Proportional Relationships Full Unit
0328761338 7 Constructions and Angles Full Unit
328761346 7 Zooming in on Figures Full Unit
0328761354 7 Aloebraic Reasoning Full Unit
328761362 7 Samples and Probability Full Unit
328761370 7 Puttino Math to Work Full Unit
0328761532 8 GettinQ Started Full Unit
0328761427 8 Analyzino Graphs Full Unit
0328761435 8 Roots and Exponents Full Unit
0328761443 8 Transformations Full Unit
328761451 8 Linear Relationships Full Unit
032876146X 8 Linear Equations Full Unit
0328761478 8 Trianoles and Beyond Full Unit
328761486 8 Functions Full Unit
More than Aligned. Different by design.
17
Contract# 1400028
PEARSON ALWAYS LEARNING
Agreement#CP20132707
0328761494 Bivariate Data I Full Unit 8
0328761508 Putting Math to Work I Full Unit
9th Grade
9780328761654
8
Introduction Full Unit 1.1
9780328761548 Full Unit A.1 Modelino With Functions
9780328761555 Full Unit A.2 Linear Functions
Linear Equations and 9780328761562
Full Unit
A.3 Inequalities
9780328761609 Full Unit M.1 Modelino: Traffic
9780328761579 Full Unit Workino With Expressions A.4
9780328761623 Full Unit Linear Functions Proiect P.1
9780328761586 Full Unit A.5 Quadratic Functions
9780328761593 Full Unit A.6 Quadratic Equations
9780328761616 Full Unit Modeling: Name Pending M.2
Categorical and Quantitative 9780328761647
Full Unit
5.1 Data
9780328761630 Full Unit
10th Grade
9780328761678
Statistics Research Project P.2
Geometric Relationships and
Full Unit
Properties G.3
9780328761685 Full Unit Similaritv G.4
9780328761739 Full Unit Modeling: Name Pending M.3
9780328761753 Full Unit Transformation Project P.3
9780328761692 Full Unit Coordinate Geometry G.5
9780328761708 Full Unit Circles and Conics G.6
Similarity, Right Triangles, and 9780328761715
Full Unit
Trigonometry G.7
Geometric Measurement and 9780328761722
Full Unit
Dimensions G.8
Full Unit 9780328761746 M.4 Modelino: Name Pendino
Full Unit
11th Grade
9780328761883
9780328761760 P.4 Conics and Volume Proiect
Full Unit Introduction 1.3
Full Unit 9780328761845 Exponential Functions A.7
Full Unit 9780328761852 Trigonometric Functions A.8
Full Unit 9780328761869 Functions A.9
Full Unit 9780328761807 Modeling: Name Pendino M.5
Full Unit 9780328761821 Functions Proiect P.5
Polynomials and Rational
9780328761876
Full Unit
Expressions A.10
Full Unit 9780328761784 Probabilitv X.1
Full Unit 9780328761791 Statistics: Random Processes 5.2
Full Unit Modelino: Name Pending 9780328761814 M.6
More than Aligned. Different by design.
18
Contract# 1400028
PEARSON ALWAYS LEARNINC,
Agreement#CP20132707
1L-9_7_8_0_3_2_8_7_6_18_3_8_--'--------'P--',..:;.6_' Survey Project I Full Unit
, I" '-"' "

,
,
ISBN Grade Title Lessons
Full Unit
9780133245271
9780133245257 K.1 Rhvthm and Rhyme
Full Unit
9780133245288
K.2 Family Stories
K.3 What's the Weather? Full Unit
9780133245295 K.4 Meet the Author Full Unit
9780133245301 Full Unit
9780133245318
K.5 Buas!
Full Unit
9780133245325
Tell Me a Tale K.6
Full Unit
9780133245332
K.7 Communities
Baby Animals Full Unit
9780133245356
K.8
Full Unit
9780133245363
1.1 Read, Write, Learn
Full Unit
9780133245370
Best Friends 1.2
Full Unit
9780133245387
What is it? 1.3
Full Unit
9780133245394
All About Animals 1.4
Full Unit
9780133245400
Meet the Author 1.5
Full Unit
9780133245417
1.6 Fame!
Full Unit
9780133245431
1.7 Animal Tales
Full Unit
9780133245448
1.8 It's Sorina!
Full Unit
9780133245455
2.1 Power Readers!
Full Unit
9780133245462
2.2 What a Character!
Full Unit
9780133245479
2.3 LiYinQ or Extinct?
Full Unit
9780133245486
2.4 Meet the Author
Full Unit
9780133245493
2.5 Inventors and Inventions
Full Unit
9780133245509
2.6 Folktales
Full Unit
9780133245516
Familv Histories 2.7
Full Unit
9780133245523
It's Almost Summer! 2.8
Full Unit
9780133245530
Community and Culture 3.1
Full Unit
9780133245547
Leadershio and Communitv 3.2
Full Unit
9780133245554
3.3 Tellina Our Stories
Full Unit
9780133245561
Animal Stories 3.4
Full Unit
9780133245578
Finding Your Voice 3.5
Full Unit
9780133269314
3.6 Proiect: CHANGE!
Full Unit
9780133269321
3.AA Animal Adaptations
Full Unit
Assessment Gr3 Unit C Smarter
3.AB Healthy Choices
Full Unit
Balance
9780133245585
3.AC 9780133280883
Full Unit
9780133245608
4.1 Ideas!
Full Unit
9780133245615
SiQns and Symbols 4.2
Full Unit
9780133245622
Creative Storvtellina 4.3
Full Unit
9780133245639
Are Animals Creative? 4.4
Full Unit
9780133245646
Ideas and Inventions 4.5
Full Unit
9780133269338
Proiect: Creative Juices 4.6
Full Unit Makina a Difference 4.AA
More than Aligned. Different by design.
19
Contract# 1400028
PEARSON ALWAYS LEARNINC,
Agreement#CP20132707
9780133269345 4.AB Who Cares About Rainforests? Full Unit
9780133280906 4.AC
Assessment Gr4 Unit C Smarter
Balance
Full Unit
9780133245653 5.1 Pets and Owners Full Unit
9780133245660 5.2 Grapevines and Networks Full Unit
9780133245684 5.3 Doing the Right Thing Full Unit
9780133245691 5.4 Our Ecosystem: Earth Full Unit
9780133245707 5.5 Who Dunnit? Full Unit
9780133245714 5.6 Proiect: Connections Full Unit
9780133269369 5.M Immigration Full Unit
9780133269376 5.AB Is It a Zoo at the Zoo? Full Unit
9780133280913 5.AC
Assessment Gr5 Unit C Smarter
Balance
Full Unit
9780133245721 6.1 A Long Time Ago in the Future Full Unit
9780133245738 6.2 Smart. Smarter. Smartest! Full Unit
9780133269376 6.3 Fantasy and Reality Full Unit
9780133245769 6.4 Myths--Old and New Full Unit
9780133245776 6.5 Project: The New Kid Full Unit
9780133245783 6.M Do Cents Make Sense? Full Unit
9780133269383 6.AB Are You Wide Awake? Full Unit
9780133280920 6.AC
Assessment Gr6 Unit C Smarter
Balance
Full Unit
9780133245790 7.1 You, Me, and Us Full Unit
9780133245806
7.2 Where Does Courage Come From? Full Unit
9780133245813
7.3 Of Speech and Silence
Full Unit
9780133245820
7.4 Call to Action
Full Unit
9780133245844 7.5 Project: I want Change Full Unit
9780133245851 7.M Everest Conquered Full Unit
9780133269390 7.AB Fact or Fiction? Full Unit
9780133280937 7.AC
Assessment Gr7 Unit C Smarter
Balance
Full Unit
9780133245868 8.1 Differing Perspectives Full Unit
9780133245875 8.2 Witch Hunts: Then and Now Full Unit
9780133245882 8.3 Order in the Court Full Unit
9780133245899
8.4 Globalism Full Unit
9780133245905 8.5 Stories We Tell Full Unit
9780133245929 8.M Point of View Full Unit
9780133269406 8.AB Visual Argument Full Unit
9780133280944 8.AC
Assessment Gr8 Unit C Smarter
Balance
Full Unit
9780133245936 9.1 Fitting in/Standing Out Full Unit
9780133245943 9.2 Youth Full Unit
9780133245950 9.3 Resilience Full Unit
9780133245967 9.4 Family Full Unit
9780133245974 9.5 Proiect: Order in the Court Full Unit
9780133245981 9.M Name that Theme Full Unit
9780133245998 9.AB Assessment Gr9 Unit B Full Unit
9780133280951 9.AC Assessment Gr9 Unit C Smarter Full Unit
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Balance
9780133246001 10.1 A Mirror and a Window Full Unit
9780133246018 10.2 Julius Caesar Full Unit
9780133246025 10.3 Creative Nonfiction Full Unit
9780133246032 10.4 The Nature of Knowledge Full Unit
9780133246049 10.5 Project: What's for Dinner? Full Unit
9780133246056 10.M The Teenage Brain Full Unit
9780133246063 10.AB Exploring Narrative Full Unit
9780133280968 10.AC
Assessment Gr10 Unit C
Smarter Balance
Full Unit
9780133246070 11.1 American Dreamers Full Unit
9780133246087 11.2 The American Short Story Full Unit
9780133246100 11.3 The American Mythology Full Unit
9780133246117 11.4 The Alienated Storyteller Full Unit
9780133246124 11.5 Project: Growing Up DiQital Full Unit
9780133246131 11.M Resistant to ChanQe Full Unit
9780133246148 11.AB How to Tell a StOry Full Unit
9780133280982 11.AC
Assessment Gr11 Unit C
Smarter Balance
Full Unit
9780133246155 12.1 Things Fall Apart Full Unit
9780133246162 12.2 Satire and Wit Full Unit
9780133246186 12.3 Social Class and the Law Full Unit
9780133246193 12.4 Global Issues Full Unit
9780133246209 12.5 Project: Self-Portrait Full Unit
9780133246216 12.M Satire Today Full Unit
9780133246223 12.AB Cheating Full Unit
9780133280999 12.AC
Assessment Gr12 Unit C
Smarter Balance
Full Unit
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Learning Tools
Student Tools
Most important among the student tools are the core applications that
make it possible for teachers and students to take part in key classroom
based rituals and routines.
These applications-particularly the Student Notebook and the Annotation
Tool-enable students to work alone or in groups and to share their work
with each other and with their teachers in ways that are deliberately
prescribed by the Pearson Common Core System of Courses. All of these
student tools are always available to students, and throughout the course
of the school year many of the most important classroom behaviors
students need to develop and master will be instantiated within this core
set of these digital tools.
Engaging Student Resources
In addition to the student resources integrated within specific
mathematics and English language arts lessons, the Pearson Common
Core System of Courses integrates additional independent libraries whose
resources have been specifically designed to engage and motivate
students.
The Concept Corner is an essential resource that provides students
and teachers with additional information about the critical math
concepts in the system of courses. The Concept Corner contains videos
and text descriptions of key concepts, linked by standards cluster, unit
glossaries, worked examples, graphics organizers, and papers.
The "More to Explore" set of resources in English language arts
similarly to the serves as an engaging additional resource for students
and teachers. This library provides curated access to additional
learning materials-including grade-level texts, videos, and
interactives-that have been thematically grouped within each unit to
further students' study of a particular subject.
Support for Differentiated Instruction
Throughout the mathematics courses, lesson and unit structures provide time
for teachers to conduct interventions for students in a number of ways. Most
lessons have challenge problems for students to work on. Students not ready
for these problems can instead spend time working with their teacher on the
regular Work Time problems. In addition, each Concept Unit includes a series
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of Gallery lessons in which students work independently on one or two
problems from a pool of diverse problems.
In English language arts, each unit incorporates opportunities for
personalized and differentiated student instruction. Every lesson, regardless
of content or tier of instruction, includes focused teaching-teaching that is
directed to one student or a small group of students and is shaped by the
teacher's ongoing assessment of the students' needs. Time is incorporated
into the daily structure for focused teaching -it is not something "extra" that
takes away from the regular structure of the lesson. The Reading Groups are
also important vehicles for differentiation and personalization of instructions.
Groups can be formed based on specific areas of weakness, and books can
be assigned that target those areas.
The Pearson Common Core System of Courses will allow teachers to offer
enrichment and remediation opportunities to students based on their needs.
This includes allowing students to work above or below grade level or
accessing grade level units or lessons out of sequence. Out of sequence
content may not be available for offline use without a content download first.
Support for Diverse Populations
The Pearson Common Core System of Courses recognizes that not all
children learn the same way, or begin their learning with the same set of
skills and experiences. For this reason, the Common Core System of Courses
provides specific supports for English Language Learners (ELLs), students
with disabilities, and gifted and talented students.
Throughout each discipline, The Pearson Common CO're System of Courses
provides deliberate scaffolding and adaptations for diverse populations in the
form of detailed notes to both teachers and students. These teaching notes
outline specific supports these students can make use of as they learn
subject content.
These supports are built directly within the routines that make up much of
the classroom instruction, and professional development for teachers is
designed expressly to help them fully understand the way the routines work,
and the ways in which the adaptations and accommodations can be used to
enhance participation and achievement students representing diverse
populations.
Assessments
Assessments within the Pearson Common Core System of Courses provide
two distinct measures of student progress towards college and career
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readiness:
Measures of mastery of all relevant Common Core State Standards for
a given grade level;
Diagnostic assessments for formatively guiding instruction
Collectively, these two types of assessment provide a comprehensive picture
of student progress and can be used to monitor that progress dynamically
over time.
A third measure of student progress - a year over year growth measure
comprising pre- and post-tests at each of grades 3 through 8, will be
available beginning SY2014-2015.
APPLICATION DELIVERABLES
The tables below titled "LAUSD Implementation Functionality Matrix", Phases
1-3, outline the learning tools and capabilities to be provided in conjunction
with each phase.
Pearson will continue to support and develop for the App running on at least
the previous version of iDS. In addition, Pearson will ensure that the App is
fully compatible with new versions of iDS before public availability, and will
utilize new iDS features as applicable as they become available. This means
the critical instructional features of the App will continue to be functional on
older versions of iDS while the App is updated and enhanced to integrate
new iDS features as they become available. App functionality that is
unrelated to curriculum will be supported as appropriate.
LAUSD Implementation Functionality Matrix, Phase One
Beginning August, 2013, the following learning tools and capabilities will be
will be provided as part of the Common Core System of Courses:
Secure 10Qon
Implementation of authentication against District directory
Display instructional content to students and teachers
Students can naviaate to courses and throuQh units and lessons.
Lesson content includes videos, interactives, images, and common reads in
various layouts.
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Students and teachers can access additional aligned content in the Concept
Corner (Math) and More to Explore (ElA)
Teachers can access all instructional content
Teachers can access their students and sections
Teacher notes available for each unit, lesson and task including Ell and
special education notes.
':IOfe me .
Users/Students can create lesson notebook pages
Notebooks support multimedia content including pictures and videos on the
iPad
Notebooks are cateoorized within units and lessons
Users/Students can draw and type in their notebook paoes
Users/Students have access to a collection of notebook paoes
Users/Students can highlight and annotate common read text in various
colors / categories
Users/Students can draw (circle words or phrases) on the common read
text or media
lnfrastructure aDd Sackend
All downloaded content can be stored locally and accessed offline
All locally stored content will not exceed 12GB or as otherwise agreed to in
advance between lAUSD, Apple, and Pearson.
Content will be sideloaded through Apple provisioning process
Content is packaged by course to support prOVisioning by grade or grade
band
Content download process is optimized to support content updates
User data syncs to device
User data backups to iCloud
*Requires data from LAUSD
LAUSD Implementation Functionality Matrix, Phases Two and Three
At key release points between January and August, 2014, the following
additional capabilities will be added to the product functionality already
provided as part of the Common Core System of Courses:
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Users/Students can create personal notebooks
Users/Students can add additional pages to a lesson notebook
Users/Students can to add notebook pages to a personal notebook
c11_Itl"Groyp SttaringJ
,M
~ : : : ~ ~ i , ~ ~ ~ ' l , ' . ~ , ~ ~
Users/Students shall be able to share a notebook or an object from the
lesson with the entire class or a small Qroup of students in their class
User, as a student, shall be able to submit work (notebooks)
User, as a teacher, shall be able to review/grade submitted work
Users/Students shall be able to include a message when sharing a
notebook.
Users/Students shall be able to share their version of the annotated article
with other users
Users/Students shall be able to submit their version of the annotated article
for QradinQ/review
Student can take multiple types of assessments aligned to the pedagogical
model
Teachers and students can view near-real time assessment results
Teachers can capture observation of students
When retrieving additional content, the App will look for content available on
the local network prior to retrieving content from a remote hosted location.
III. Professional Development Services
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The baseline professional development services provided as part of the
Pearson Common Core System of Courses are designed to support the
changes required in teaching and learning in order to meet the demands of
the Common Core State Standards. The professional development program
emphasizes the way in which these changes to teaching and learning are
embedded throughout Pearson's digital learning materials. We believe
teachers in this transformation model are confronting three drivers of
change:
The content of the Common Core State Standards
Instructional strategies required to effectively teach the Common Core
State Standards
Technology as a platform for instruction
We organize our professional development along two related categories:
Training on the Curriculum and Core Application, which focuses on the
core application, the organization and content of each grade-level
course, embedded instructional strategies, assessments and reporting,
and
Device and technical training for teachers and educators, and also
system-level support required by the District's technical team.
During Phase 1, Pearson will work in partnership with LAUSD to provide
professional development services to support the implementation of the
"Explore" phase of implementation of the Pearson Common Core System of
Courses, as described in the proposed implementation plan (Section 12 of
the proposal).
These services will combine the following three delivery mechanisms into a
full suite of offsite and onsite professional development offerings:
1. 1. Face-to-face training workshops directly delivered by certified
Pearson trainers to LAUSD teachers and administrators from the
schools implementing the "Explore" CCSOC curriculum elements.
2. Online professional development programs, to include:
a. Virtual seminars, and
b. Self-paced tools used by individual teachers
3. "Shoulder-to-shoulder" onsite coaching for implementation directly
delivered by expert Pearson coaches to LAUSD teachers
After the completion of each training workshop delivered by or on behalf of
Pearson to LAUSD with respect to the Common Core Content, as soon as
practicable but no more than one week, Pearson will, where requested by
LAUSD, provide workshop results comprising formal agendas, participant lists,
and participant evaluations for training sessions delivered by Pearson, with
access provided to Apple. Training sessions not delivered by Pearson are
specifically excluded from this scope
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Offsite and Onsite Professional Development delivered by Phase 1
Pearson (Days)
Core Professional Development (Face-to-Face) for
Teachers
Three (3) days outlined as a 2-1 model (two consecutive
days and one discrete day-long session consisting of
training for teachers in the curriculum and core
application. Each training session will have no more that
twenty-five (25) participants.
Specifically for Phase 1 of the LAUSD project, and in lieu
of the Certification (\\Train-the-Trainer) model described
in the table below, Developer agrees to provide direct
Core Professional Development for Teachers for up to
1,500 participants and up to 60 total sessions as
described below:
Cohort 1: Summer/Fall SY2013-2014
o Up to 30 two-day sessions to be delivered August
6-7, 2013
o Up to 30 two-day sessions to be delivered August
8-9, 2013
o Maximum number of participants per session is 25
Administrator Networks (Face-to-Face)
One day of face-to-face training plus support for online
tools (online seminars plus collaboration portal and self
paced tools).
Specifically for Phase 1 of the LAUSD project, and in lieu
of the Certification (\\Train-the-Trainer) model described
in the table below, Developer agrees to provide direct
Administrator Networks for up to 100 participants in a
single session to be scheduled prior to or close to the
start of the school year.
Up to 100 participants per session (assumes two
participants per school)
Onsite Coaching/Technical Assistance
Phase 1: Monthly l-day visits to each participating school
with up to 50 visits total.
Phase 2 and beyond: Targeted assistance based on data
up to 50 schools per month (l-day visit per month) with
up to 600 visits total.
Online seminars
60 minutes in duration (average)
Tailored by grade-band for implementation support
Offered according to a monthly schedule (multiple
opportunities monthly for individual PLCs to participate)
with up to 12 sessions for Phase 1.
5
3-1-1
1
Monthly
visit
Monthly
session
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In addition, in Phases 2 and 3, Pearson will work with LAUSD to add a "train
the-trainer" component to the above in order to provide a repeatable
implementation model for LAUSD. Under this model, Pearson will tailor and
provide professional development "train-the-trainer" materials on both use of
the devices and the instructional implications. Pearson will train and certify
the district's training staff and "teacher-leaders" to deliver onsite training in
year one implementation. After year one of the implementation, Pearson will
further support district staff to expand their role as onsite coaches. In
addition to participation in certification sessions delivered by Pearson, LAUSD
trainers will receive periodic observation and mentoring from Pearson
national staff, who themselves are experts in the Common Core State
Standards. Pearson will work with LAUSD to align the observations and
mentoring with the district's three-phase strategic plan on implementing the
Common Core State Standards.
- d 0 - f I D I Phase Phase
Offsite an nSlte Pro esslOna eve opment 2 3
delivered by Pearson (Days) (Days)
Certification ("Train-the-Trainer"): Core
ProfessionaI Development
Focus: delivery of core three (3) days of face-to
face training plus support for online tools (online
seminars plus collaboration portal and self-paced
tools) and delivery of one (1) day face-to-face
administrator networks
Cohort 1 (Trainers): Winter 2013/Spring 2014 5 5
(3-1-1) (3-1-1)
2015
Cohort 2 (Trainers): Summer 2014/Fall SY2014
Cohort Cohort
Note: Trainer Cohorts 1 and 2 occur in Phases 2 through 2 1
3 (December 2013 through May 2015), which constitute
Years 1 and 2 of the project. For Phases 2 and 3 of the
LAUSD project, Developer agrees to provide Train-the
Trainer professional development for up to 5715 and a
maximum, aggregate of 229 certification sessions. In
any outlying years, certification of any additional LAUSD
trainers will incur an additional cost.
Certification ("Train-the-Trainer"): Technical
Assistance
Focus: coaching for improvement of
2 2
implementation based on data from the system
(1-1) (1-1)
Cohort 1 (Trainers): Summer 2014
Cohort Cohort
Cohort 2 (Trainers): Summer 2015
1 2
Up to 229 Technical Assistance certification sessions are
included in scope.
1 1 Certification ("Train-the-Trainer"): Updates
Cohort Cohorts
Follow-up
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Off
-t d 0 "t
Sl e an nSI e
P f " I D I
ro esslOna eve opment
Phase
2
Phase
3
delivered by Pearson (Days) (Days)
Focus: Provide all updates with regard to system 1-2 1
and/or training materials (as agreed to between
Pearson and LAUSD and/or Apple; minimal
annually through end of contract)
Up to 343 "Updates Follow Up" certification sessions are
included in scope for Phases 2 and 3.
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