POLISCOPE

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BROWARD COUNTY SCHOOLS · LOCALDecisions publishedPartial coverage

School Board Workshop

Tuesday, February 17, 2026 · School board meeting record

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What the board considered

The School Board is reviewing its multi-year project to update 334 district policies to ensure they meet current state and federal laws. The board is weighing the costs and benefits of continuing to manage this process internally versus hiring an outside vendor, Neola, to provide drafting and publishing services.

Why it matters

The board's decision on whether to hire an outside vendor will determine if the policy update project is completed by 2028 using existing staff or accelerated via a $135,000 three-year contract with Neola.

What happens next

No later meeting or follow-up date is stated in the reviewed record.

An official outcome record - an action agenda or minutes - is published for this meeting.

Record text

No recording or transcript is held for this meeting.

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Staff Follow Up: 26-106 (LA) Due Date: March 4, 2026 Topic: Meeting: February 17, 2026- Workshop Rule Development for Policy 5990 (Formerly Policy 1101) and Strategic Plan Discussion Policy Review Services – Neola & Alternatives Staff Follow Up: Provide a comprehensive follow-up to include a Summary of Neola proposal and work products, scope of services and outcomes achieved, advantages and disadvantages of current services, and alternative policy review/vendor options for Board consideration. Response: Project History & Purpose The Board’s request for follow-up information regarding the Policy Review and Maintenance Project provides an opportunity for the Superintendent to present a clear and comprehensive update on the current status, projected timeline, operational capacity considerations, and available vendor options associated with this multi-year governance initiative. This response reflects the most current verified policy status data and incorporates the updated Tier 5 proposal provided by Neola, including revised payment terms. The information is provided to support informed decision-making by presenting factual, operational, and fiscal considerations associated with both the current District-led approach and the vendor-supported model. Review Project History and Purpose In 2023, the District initiated a comprehensive review and modernization of all School Board policies to ensure alignment with Florida Statutes, maintain compliance with federal and state mandates, eliminate outdated provisions, and establish consistent governance standards. At the start of the project, the District identified 334 School Board policies requiring review and potential rule development.

2 Current Status of All Policies (As of January 26, 2026) School Board policies are currently at varying stages of review, legal sufficiency analysis, workshop scheduling, and Board adoption. The table below provides the current verified status of all policies. Status Number of Policies Description Board Adopted (Departments) 91 SBBC staff & General Counsel Review: Adopted through Rulemaking w/o Consultant. Board Adopted (Consultant) 45 Consultant Review: Adopted through Rulemaking In- Progress: Pending Workshop 105 Consultant Review; awaiting workshops and Board action Pending Initial Review 93 Not yet reviewed Total 334 Full policy catalog This data reflects that 105 policies have undergone some level of review, while 136 policies have completed the full governance process and been formally adopted by the Board. Current Project Timeline Based on the current pace of review and adoption, projected completion dates are as follows. Milestone Projected Completion Completion of Pending Workshop Policies 30-Jun-27 Completion of Pending Initial Review Policies 31-Dec-28 Full Project Completion 31-Dec-28 These projections are dependent upon departmental review capacity, legal sufficiency review availability, and School Board workshop scheduling. Legal Review Capacity and Mitigation Efforts All School Board policies must undergo legal sufficiency review by the Office of General Counsel prior to rulemaking and adoption. Legal review capacity is a critical factor influencing project completion timelines. The District is currently evaluating options for securing additional legal support to assist with policy review. However, the cost associated with hiring additional internal or external legal resources has not yet been determined.

3 Workforce Capacity and Operational Considerations The District is currently engaged in workforce rightsizing efforts, which will directly affect staffing levels across departments responsible for reviewing and advancing policies through the governance process. Because departmental staff serve as policy custodians and subject-matter experts, changes in staffing levels may affect the pace at which policies are reviewed and submitted for legal sufficiency review and Board adoption. These staffing and legal review capacity factors may affect the timeline for completing the remaining policies. Other Project Risks and Mitigation Strategies The table below summarizes identified project risks and mitigation considerations. Risk Mitigation Consideration Legal review capacity constraints Evaluation of additional legal support resources Department staffing reductions Workload reassignment and prioritization Workshop scheduling availability Alignment with Board meeting calendar Summary of Neola Proposal & Work Products Neola has provided the District with an updated Tier 5 proposal dated February 27, 2026. Under this proposal, Neola would provide policy drafting templates, administrative procedures, consultation support, publishing services, and ongoing update services designed to support compliance with federal and state law. The initial drafting cost is $135,000, which would be paid over three years in twelve- quarterly payments of $11,250. (see page 21 of proposal) Following the drafting phase, ongoing annual costs would apply as shown below. Service Annual Cost Update Service $9,500 Publishing Service $795 Total Annual Cost $10,295 These annual costs increase by approximately three percent annually.

4 Under the Neola model, policies would be maintained within the vendor’s template and publishing system. District legal sufficiency review and Board adoption would continue to be required. Operational Considerations to Engage Neola Implementation of the Neola system would require District policies to be converted into the vendor’s policy template and publishing structure. Operational Area Consideration Policy Formatting Conversion into vendor template structure required Publishing Platform Use of vendor platform required Legal Review Still required by District General Counsel Board Adoption Still required The Neola proposal does not state that policy content must be discarded; however, formatting conversion would be required. Summary Comparison: Continuing District Approach vs Engaging Neola Category Continuing District Approach Engage Neola Fully Adopted Policies 136 complete Would require formatting conversion Remaining Policies 198 remaining Vendor provides drafting support Completion Timeline Projected December 2028 Within 2 years of Agreement Initial Cost Uses existing staff resources $135,000 over 3 years Annual Vendor Cost None required $10,295 annually plus increases Legal Sufficiency Review Required Required Publishing Platform District system Vendor platform Policy Format Control District maintained Vendor template structure

5 Financial and Operational Option Considerations Under the District-led approach, policy development and review are conducted by District staff and reviewed by General Counsel. This approach maintains District control and continuity but depends on available staffing and legal review capacity. Under the vendor-supported approach, Neola provides drafting and publishing services and ongoing compliance support. This approach introduces vendor costs and operational transition but provides external support resources. Summary for Board Consideration The District’s Policy Review and Maintenance Project remains in progress, with all 334 policies at varying stages of review, legal sufficiency evaluation, workshop scheduling, and Board adoption. As of the most recent status update, 136 policies have completed rulemaking and been formally adopted by the Board. An additional 105 policies have undergone some level of review but remain pending further legal review, workshop scheduling, and Board adoption. The remaining 93 policies have not yet entered the review process. Full project completion is currently projected for December 31, 2028. This timeline is dependent upon departmental staffing capacity, legal sufficiency review availability, and Board workshop scheduling. The District is currently evaluating options for securing additional legal support; however, the cost of obtaining such support has not yet been determined. Additionally, the District’s workforce rightsizing efforts may affect staffing availability for policy review activities. These factors may affect the timeline for completing the project. The District has also received an updated proposal from Neola to provide vendor-supported policy development, publishing, and update services. Under this proposal, the initial drafting cost would be paid over three years, followed by ongoing annual update and publishing costs. The Board may consider this information in evaluating available options for completing and maintaining the District’s policy framework. Continuing the District-led approach would maintain internal control but remains dependent on staffing and legal review capacity. Engaging a vendor-supported approach would introduce external support services and associated costs while providing an alternative structure for policy development and maintenance. This information is provided to ensure the Board has accurate and complete information regarding project status, operational dependencies, and available options so it may evaluate the most appropriate path forward in alignment with governance standards, operational capacity, and fiscal stewardship. HH/JJS/AKH:al Attachments

PROPOSAL LICENSE AGREEMENT WITH NEOLA, INC. I. Parties This is an agreement (Agreement) between Neola, Inc. (“Neola”) and the School Board of Broward County (“Board”). II. Background Neola owns certain materials including materials referred to as “Neola Templates,” which include: A. Templates for Board Bylaws and Policies, B. Templates for Administrative Procedures and Forms, and C. Templates for Updates to the Board Bylaws and Policies and Administrative Procedures and Forms (“Update Templates”) Neola licenses certain modified versions of the Neola Templates that are adopted by the Board and/or approved by the Superintendent. These modified versions may include materials specifically tailored for licensees (e.g. a school board in a school district). Neola also licenses, through an Update Service, certain modified versions of the Update Templates. As used herein, the Adopted Bylaws and Policies, the Approved Administrative Procedures, and any and all modified versions of the Adopted Bylaws and Policies and/or the Approved Administrative Procedures that result from Neola’s Update Templates may collectively be referred to as Licensed Materials. The Licensed Materials are made available to the Board for the Board’s use through digital publishing of the Licensed Materials. III. Board Intentions The Board intends, through this Agreement, to: A. license Adopted Bylaws and Policies that will be created in accordance with this Agreement and have Neola digitally publish the same (Phase 1); B. license Approved Administrative Procedures that will be created in accordance with this Agreement and have Neola digitally publish the same (Phase 2);

PROPOSAL C. acknowledge the need to annually subscribe to Neola's Update Service and license future modified versions of the Adopted Bylaws and Policies and/or the Approved Administrative Procedures (if applicable) that will be created in accordance with this Agreement, and have Neola digitally publish the same. The Board acknowledges that the content of the Neola Templates is dynamic because the passage of new laws and promulgation of new regulations occur continually, and these new laws and new regulations may require revision of the Licensed Materials to maintain legal compliance. As a result, and in order to protect its investment, the Board acknowledges the need to keep the Licensed Materials current, and therefore the Board intends to annually renew the Update Service as provided herein. The Board also acknowledges its obligation to use Neola’s publishing platform for modifying and digitally publishing the Licensed Materials. The Board therefore intends to perform certain of its obligations under this Agreement by cooperating in a Drafting Process and/or an Update Service, as defined herein, through Neola’s designated web-based portal (“Neola-Provided Publishing Platform”). IV. Financial Consideration and Commitments In consideration for the License provided herein, the services associated therewith, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Board shall pay Neola in accordance with the Board's selections in the Addenda and the terms of this Agreement. The Board must, in conjunction with returning an executed copy of this Agreement to Neola, provide the completed Addenda. In order to renew the subscription to the Update Service, the Board shall pay Neola’s invoices related thereto. Neola will invoice the Board for the Update Service on a bi-annual basis. Neola currently invoices quarterly for any other fees incurred in the relevant time period, but Neola may change, at its own discretion, the frequency or manner of invoicing. The other fees may include fees associated with Extraordinary Updates, which are defined herein. The Board also agrees to pay Neola for additional fees incurred under this agreement, which fees are set forth in the Addenda; for example, fees that relate to additional consulting fees, and Extraordinary Updates. The Board’s subscription to the Update Service begins after the Template Access Date, which is defined herein. The Board will receive the benefit of any Regular or Special Updates released within one year of the Template Access Date and will not be invoiced for the Update Subscription Service during this period. 2 ©Neola 2025 FL5

PROPOSAL The Board must pay Neola an ongoing annual Digital Publishing Fee (the current Digital Publishing Fee is set forth in Addendum A). The Board must pay the current Annual Digital Publishing Fee for digital publishing on the first anniversary of the date that Neola’s material is first digitally provided to the Board, and the first invoice amount will be prorated appropriately. The fee for a current subscription of the Update Service is set forth in Addendum A. This fee, as well as other fees within Addendum A, will increase at a rate of three percent (3%) annually without notice to the Board. In the event that Neola, in its sole discretion, determines that circumstances require an increase of greater than three percent (3%), Neola will provide thirty (30) day written notice to the Board of the increase. The Board shall pay all Neola invoices within thirty 30 days of receipt, except where specifically provided herein. V. Timeline and Workflow A. Drafting Service 1. Drafting Process a. The Drafting Process includes modifying the Neola Templates, processing the revisions, adopting or approving a modified version of the templates, and publishing the finalized materials (“Drafting Process”). b. The Drafting Process will begin with Neola providing the Board with access to the relevant Neola Templates (“Template Access Date”). c. The Drafting Process may include time spent by the Neola Associates in modifying the Templates (“Drafting Time”), either during a Scheduled Session or independently as described in a Way of Work document that will be mutually agreed upon by the parties. “Scheduled Sessions” are meetings, in person or remote, where one or more Board representatives and the Neola Associates will work together in modifying the Templates. d. Up to three (3) Associates will be present during each work session. Regardless of the number of Associates present at work sessions, only the time required for that meeting will be counted toward allotted total hours of Drafting Time. If the Board prefers two drafting teams to work simultaneously, requiring at least one Associate to meet with each group, then the time spent in each meeting is 3 ©Neola 2025 FL5

PROPOSAL counted independently toward the total hours of Drafting Time. e. The Board must use its best efforts to collaborate with the Designated Neola Associates during the Drafting Process. f. Neola shall provide processing time, whereby the Board’s modified versions of the templates are formatted by Neola. g. The Board shall notify Neola of the Board’s adoption by providing a signed Adoption Resolution relative to the Bylaws and Policies or the Superintendent provides written approval relative to the Administrative Procedures. Upon these notifications, these modified versions become Licensed Materials. h. The Drafting Process will conclude when Neola publishes the Licensed Materials, so that they are publicly accessible (“Publicly Available”) on the Neola-Provided Publishing Platform. i. All Templates not adopted by the Board during the Drafting Process will be removed from the Neola-Provided Publishing Platform. j. Any unused Consultation Time will be waived by the Board. 2. Timeline a. Within sixty (60) days of the Effective Date of this Agreement, the Primary Contact (which is identified in Addendum D) must communicate with the designated Neola Associates, as identified by Neola (“Neola Associates”), and schedule an orientation and training. During the orientation and training, the Primary Contact and the Neola Associates will agree on a plan and general time frame (“Schedule”) for completing the Drafting Process. b. The Schedule shall include Scheduled Sessions, which may be in-person or remote, wherein the Neola Associates will consult with one or more Board Designees relative to modifying the Templates. c. Within two (2) years of the Template Access Date of this Agreement, the Board shall present a modified version of the Templates for Bylaws and Policies to the Board for adoption. d. Where applicable, within one (1) year after adoption and publication of the Bylaws and Policies, the Board shall present a modified version of the Templates for 4 ©Neola 2025 FL5

PROPOSAL Administrative Procedures and Forms to the Superintendent for approval. 3. Services Received By the Board During the Drafting Process The Board is entitled to the following for the Bylaws and Policy Drafting Process: a. Up to two (2) hours of orientation and training for the Bylaws and Policy Drafting Process in addition to the one hundred twenty (120) hours of Drafting Time; b. Up to one hundred twenty (120) hours of Drafting Time for both Bylaws and Policies Drafting and Administrative Guideline Drafting. c. Up to twenty (20) hours of Consultation Time for the Regular Updates that are included as part of the Drafting Process, as further defined below. d. Up to eight (8) visits, which include travel time and mileage. Additional visits will be billed for travel time and mileage pursuant to the rates outlined in Addendum A. e. Processing and publishing of the Licensed Materials. The Board is entitled to the following for the Administrative Procedures Drafting Process: a. Up to two (2) hours of orientation and training for the Administrative Guideline Drafting Process in addition to the one hundred twenty (120) hours of Drafting Time; b. Any remaining hours from the total of one hundred twenty (120) hours of Drafting Time allocated for the Bylaws and Policies Drafting and Administrative Guideline Drafting process. c. Up to five (5) visits which include travel time and mileage. Additional visits will be billed for travel time and mileage pursuant to the rates outlined in Addendum A. d. Processing and publication of the Administrative Guideline material. 4. Inactive Status a. The Board must present a modified version of the Templates for Bylaws and Policies to the Board for adoption within two (2) years from the relevant Template Access Date. Where applicable, a modified version of the Templates for Administrative Procedures must be approved by the Superintendent within one (1) year of the relevant Template Access Date. If the Board does not meet these time requirements, then this Agreement will enter Inactive Status according to the 5 ©Neola 2025 FL5

PROPOSAL following terms: i. Neola’s obligations under this Agreement will cease. ii. The Board is prohibited from publishing or otherwise using Neola Templates or any modified versions thereof. For the sake of clarity, the Board understands that a modified version of the Templates becomes Licensed Materials under this Agreement only upon Board adoption of the modified version of Bylaws and Policies and/or the Superintendent’s approval of Administrative Procedures. The Board has no license to the Neola Templates or modified version prior to Board adoption or, where applicable, Superintendent Approval. b. The Board may make a written request to resume the Drafting Process, and Neola may accept the offer in its sole discretion. The Board hereby acknowledges that a significant portion of Neola’s consideration under this Agreement includes services provided within the time frame outlined above. Accordingly, if Neola agrees to resume the Drafting Process, the Board will pay, when invoiced, for any difference in cost for the current License Fee, and any additional services, that may occur between the Effective Date and the date Neola agrees to resume the Drafting Process when the Drafting Project has been classified as Inactive Status. B. Update Service 1. Update Material Update Templates, which are modified Neola Templates that supplement or replace portions of the Neola Templates, are included in “Update Releases,” which are a collection of Update Templates that are recommended for Board and/or Superintendent consideration to maintain legal compliance in the Licensed Materials. 2. Update Releases a. In exchange for its subscription to the Update Service, the Board will receive at least two (2) regularly issued Update Releases during a calendar year (“Regular Updates”). b. The Board may also receive, at Neola’s discretion, additional Updates that are referred to as “Special Updates.” Special Updates are issued without additional 6 ©Neola 2025 FL5

PROPOSAL charge to the Board. c. The Board may also receive, at Neola’s discretion, additional Updates that are referred to as “Extraordinary Updates.” Extraordinary Updates are updates that Neola decides, in its sole discretion, require invoicing due to the nature and extent of the update and will not exceed the amount stated in the current Addendum A for Extraordinary Updates annually. d. If the Board licenses the Administrative Procedures, then the Board may receive, when applicable, the updated Administrative Procedures with the Regular Update. Neola, in its sole discretion, may charge for these updates. Up to three (3) Associates will be present for each Regular Update session. Regardless of the number of Associates present at each session, only the time required for that meeting will be counted toward allotted total hours for the Regular Update. If the Board prefers two separate teams to work simultaneously, requiring at least one Associate to meet with each group, then the time spent in each meeting is counted independently toward the total Consultation Time. 3. Update Consultation a. Upon release of a Regular Update, the Board shall schedule an Update Session, which is defined herein, with the Neola Associates. b. Update Consultation is time spent by the Neola Associates reviewing and discussing the Update Templates (“Consultation Time”), either during an “Update Session” or independently with the Primary Contact. Update Sessions are meetings, in person or virtually, where one or more Board representatives and the Neola Associates work together in updating the Licensed Material. c. Annually, Neola will provide up to twenty (20) hours of Consultation Time that must be used within the fiscal year. Such Consultation Time does not include time covered by a separate Neola Select Agreement. If the Neola Associates exceeds the allotted Consultation Time, or extends beyond the annual time frame, the Board will be charged for the Associates’ time and expenses related to that Update, which time and expenses are set forth in Addendum A. d. Up to two (2) Associates will be present for each Regular Update session. Regardless of the number of Associates present at each session, only the time required for that meeting will be counted toward allotted total hours for the Regular Update. 7 ©Neola 2025 FL5

PROPOSAL If the Board prefers two separate teams to work simultaneously, requiring at least one Associate to meet with each group, then the time spent in each meeting is counted independently toward the total Consultation Time. 4. Outdated Status a. As acknowledged by the Board above, the Licensed Materials require updating to maintain legal compliance. In the event that the Board fails to meet its obligations under the Update Service, Neola may, at its sole discretion, deem the Licensed Materials as outdated (“Outdated Status”). Under Outdated Status, the following shall apply: i. Neola, at its sole discretion, may require that the Board reenter the Drafting Process in lieu of updating the Licensed Materials through the Update Service. The Board shall be responsible for any additional fees associated with this Drafting Process, which fees and expenses are provided in Addendum A; and ii. If the Licensed Materials have been deemed to be in Outdated Status, the warranties and defenses provided herein will be void and such materials may be considered District-Specific. C. Communication 1. The Board must use its best efforts to arrange and maintain Scheduled Sessions with the Neola Associates. 2. While the Parties anticipate the likelihood of adjustments to the Schedule, the Board shall notify the Designated Neola Associates of any changes to any Scheduled Sessions. The Board shall be responsible for any additional fees, which are provided in Addendum A, relative to Scheduled Sessions, as follows: a. When a Scheduled Session has begun (i.e. the Neola Associates and Primary Contact are meeting in person or virtually to review Neola Templates), if the Board cancels or reschedules during a Scheduled Session, Neola reserves the right to charge the Board for the remaining hours of that Scheduled Session; b. If a Scheduled Session is canceled or rescheduled by the Board less than five (5) business days before the date of that session, Neola reserves the right to charge the Board for the hours allocated to that Scheduled Session; and c. If a Scheduled Session is canceled or rescheduled more than five (5) business days before the date of the session, there will be no cancellation charge. 8 ©Neola 2025 FL5

PROPOSAL VI. License Neola hereby grants the Board a personal, non-exclusive, non-transferable perpetual license to the Licensed Materials as well as any versions thereof that are updated and Board adopted (and Superintendent approved where applicable) through the Update Service. (“The License”) The License is limited and restricted to those rights that are necessary for the Board to conduct its business and is specifically limited and restricted pursuant to the Limitations and Prohibitions provided in Section VIII below. Neola owns all copyrights and other intellectual property rights in the Neola Templates and modified versions thereof including the Adopted Bylaws and Policies and Approved Administrative Procedures and Forms, and all intermediary drafts leading thereto, as well as any modified versions of the Licensed Materials that result from the Update Service. For the sake of clarity, only the Adopted Bylaws and Policies and Approved Administrative Procedures and Forms are licensed to the Board under this Agreement, and the Board has no rights to the Neola Templates or any modified versions thereof that are not Board Adopted or Superintendent Approved. Neola is not obligated to assign any rights, including copyrights, in any materials to the Board. Neola specifically retains all title and ownership in all copies of the Neola Templates and the modified versions thereof including the Adopted Bylaws and Policies and the Approved Administrative Procedures and Forms, and all intermediary drafts leading thereto, as well as any modified versions of the Adopted Bylaws and Policies and/or the Approved Administrative Procedures and Forms that result from the Update Service. Any “work” made pursuant to this Agreement is not a “work for hire” within the context of Title 17 of the United States Code, and therefore Neola retains all ownership in all “works” created under this Agreement. To the extent that the Board collaborates in the creation of any work under this Agreement, the Board hereby agrees to assign its rights therein to Neola. The License does not extend to District-Specific Materials. District-Specific Materials include the following: A. materials from the Board’s existing materials that the Board requests be incorporated during the Drafting Process; B. new materials that the Board develops in their entirety and exclusive of Neola; C. revisions or deletions that substantively depart from the Neola Templates (as currently issued by Neola); and 9 ©Neola 2025 FL5

PROPOSAL D. outdated material that the Board did not keep current with laws, regulations, and applicable standards “through the Update Service”. Neola does not review or vet District-Specific Materials. Neola will, nonetheless, at the request of the Board, incorporate District-Specific Materials into the Licensed Materials. The Board acknowledges that it bears all risks associated with the Board’s decision to request that District-Specific Materials be incorporated. Neola reserves the right to, but is not obligated to, advise the Board to seek its own legal review of District-Specific Materials. For purposes of clarity, District-Specific Materials are not reviewed by Neola’s outside legal counsel. However, should Neola choose to use District-Specific Materials for purposes outside this Agreement, the Board hereby grants Neola a non-exclusive, perpetual license to use, copy, distribute, prepare derivative works of, publicly perform, and publicly display the District-Specific Materials. The Board, however, may limit or restrict any license of District-Specific Materials by providing Neola a written communication at the time the materials are provided to Neola regarding the limitation or restriction. VII. Limitations and Prohibitions A. Distribution The Board is hereby granted permission to make and distribute copies of the Neola Templates, the Adopted Bylaws and Policies, the Approved Administrative Procedures and Forms, and any intermediary drafts leading thereto, so long as the copies are made for exclusive use by the Board, or as may otherwise be required by the law, without the express written permission of Neola. All other copying or distributing of any Neola material, licensed or otherwise, is expressly prohibited without written consent from Neola. Requests for additional distribution should be made in writing to Neola in a timely manner. B. Restricted Use with Open Artificial Intelligence The Board is permitted to utilize the Licensed Materials for internal purposes within its own Artificial Intelligence (AI) systems, provided that such use does not involve uploading or providing the Licensed Materials to any third-party AI platform or service that uses user-supplied data to train or improve its AI models. This restriction specifically prohibits the use of the Licensed Materials with generative AI (GenAI) tools or any other AI technology where the input of the Licensed Materials would contribute to the training or enhancement of the AI model itself. The Board shall ensure that the Licensed Materials are used solely within its own secured AI environment and not shared with external AI services that could utilize it for training purposes. 10 ©Neola 2025 FL5

PROPOSAL Any use of the Licensed Materials that results in its incorporation into the training data of a third-party AI model will be considered a material breach of this Agreement, subjecting the Licensee to immediate termination of the license and potential legal action. The Board acknowledges and agrees that using the Licensed Materials in a manner that contributes to the training of external AI models constitutes an unauthorized and potentially infringing use of the Licensed Materials. C. No Transferring The Board is prohibited from assigning, licensing, sub-licensing, or otherwise transferring this license in whole or part. Furthermore, the Board is prohibited from selling, renting, leasing, or otherwise transferring the Neola Templates or modified versions thereof including the Licensed Materials, and all intermediary drafts leading thereto. D. Copyright Marking The Board must retain Neola’s copyright marking on any copy of the Licensed Materials so long as Neola’s intellectual property is still included in any version of the Licensed Materials. VIII. Termination Either party may elect to terminate or cancel this Agreement at any time. The party wishing to terminate this Agreement must do so by providing notice of its intention in writing to the other party. If the Board wishes to terminate the Update Service, the Board must provide written notice to the Neola Business Office at 3914 Clock Pointe Trail, Suite 103 Stow, Ohio 44224 or at accounts@neola.com. If the Board elects to terminate this Agreement, the Board is obligated to pay any and all charges for services rendered or materials accessed before the date of the notification. If the Board elects to terminate this Agreement prior to completing its payment obligations under this Agreement, Neola shall determine the amount due and payable by the Board based upon materials provided to the Board as well as the amount of consultation provided to the Board. Neola shall provide written notice of the amount due (“Notice of Amount Due”) to the Board within thirty (30) days of the Board’s termination of this Agreement, and the Board shall pay all amounts due to Neola within thirty (30) days of receipt of the Notice of Amount Due. Except in the event of a breach by the Board, if the Board elects to terminate this Agreement, and so long as the Board has satisfied its payment obligations under this Agreement, then the Board may receive a digital copy of their Board-Adopted Bylaws and Policies, as well as, the Superintendent Approved Administrative Procedures and continue to use the Licensed Materials, royalty-free, so long as the use is consistent with terms and conditions provided herein. Access to any updates for which payment was not made, as well as the materials in the draft workspace on the Neola provided digital publishing platform will end upon termination of service. Further, access to the published material on the Neola provided digital publishing platform will terminate at the time of the annual renewal or upon 11 ©Neola 2025 FL5

PROPOSAL request. If payments for Digital Publishing are not current the digital publishing platform will be removed upon termination. If Neola elects to terminate this Agreement prior to final adoption or approval of the Board Bylaws and Policies and Administrative Procedures, a partial refund may be made upon receipt of all drafting materials from the Board. Except in the event of a breach by Neola, while the Board may continue to use the Licensed Materials after termination of this Agreement subject to the terms and conditions herein, Neola’s obligations under this Agreement will cease upon the termination. If this Agreement is terminated for any of the reasons described in this section, the Board shall maintain Neola’s copyright marking so long as Neola’s intellectual property is still included in any materials that the Board publishes or makes available to the public. If this Agreement is terminated for any of the reasons described in this section, the Board is still bound by Section VIII – Limitations and Prohibitions. IX. Defenses Neola agrees to provide legal assistance or consultation to the Board, its officers, and employees so that the Board, its officers, and employees can better defend a third-party claim that arises out of Neola’s alleged failure to license materials that accurately reflect compliance with applicable Federal or State law. Nothing herein, however, obligates Neola to provide the sole or primary defense to the Board, its officers, and employees. Neola may, at its sole discretion, withdraw its assistance in the event that Neola determines that the disputed matter is not concerned with Neola’s alleged failure to license materials that accurately reflect compliance with applicable Federal or State law. For sake of clarity, Neola is under no obligation to offer any legal assistance or consultation for any claim arising out of the Board’s failure to properly implement the Licensed Materials. The Board shall be solely responsible for defending itself, its officers, and employees against any third-party claims having to do with legal compliance issues in District-Specific Materials. The Board shall be solely responsible for defending itself, its officers, and employees against any third-party claims related to Licensed Materials that have not been maintained through Neola’s Update Service. Neola shall be responsible for defending against any third-party claim of infringement of intellectual property based upon content within the Neola Templates. The Board shall be solely responsible for defending itself, its officers, and employees against any third-party claims of infringement of intellectual property based upon any District-Specific Materials. 12 ©Neola 2025 FL5

PROPOSAL X. Limited Liability and Hold Harmless To the extent permitted by the applicable law, Neola will not be liable to the Board, its officers, and employees for any third-party claim, damage, injury, or cost arising from the following: A. the Board’s, its officers’, and employees’ failure to use or implement the Licensed Materials, provided that the Licensed Materials are in compliance with applicable State or Federal law; B. the Board’s, its officers’, and employees’ failure to correctly interpret the Licensed Materials, provided that the Licensed Materials are in compliance with applicable State or Federal law; or C. the Board’s, its officers’, and employees’ decision to make substantive changes or revisions to the Licensed Materials. The Board, its officers, and employees agree that Neola has no obligation to verify or approve the accuracy, validity, or completeness of the District-Specific Materials. Further, the Board, its officers, and employees shall not submit for publication by Neola any materials, including District-Specific Materials, that the Board does not have the right and/or permission to publish. Neola shall indemnify and hold the Board harmless for any damages arising from a third-party claim of infringement of intellectual property that was based solely upon content of the Neola Templates and Update Materials that were recommended by Neola and subsequently included in the Licensed Materials. The Board shall indemnify and hold Neola harmless for any damages arising from a third-party claim of infringement of intellectual property based upon the content of the District-Specific Materials or upon the content of any other materials contributed by the Board and subsequently incorporated into the Board’s Licensed Materials. XI. Confidentiality Nothing in this agreement obligates either party to disclose confidential information. Each party acknowledges that, during the term of this Agreement, it may gain access to certain confidential information of the other party concerning the other party’s business plans, employees and students’ personal information, clients, technology, and products. Confidential information will include, but not be limited to, each party’s proprietary software and customer, employee, and/or student information. Each party agrees that it will not use in any way, for its own account or the account of any third party, except as expressly permitted by this Agreement, nor disclose to any third party (except as required by law or to that party’s attorneys, accountants and other advisors on a need-to-know basis), any of the other party’s confidential information, will take reasonable precautions to protect the confidentiality of any acquired confidential information, and in the unlikely event of an 13 ©Neola 2025 FL5

PROPOSAL accidental disclosure of confidential information, immediately notify the other party and return or destroy the information as directed by the other party. XII. Insurance Neola agrees to secure and maintain at all times during the term of this agreement, at Neola’s expense, Professional Liability Insurance covering Neola for all acts or omissions that may give rise to liability for services under this agreement with a $2,000,000.00 limit of liability. The Neola Associates designated to work with the Board shall be covered by this insurance, which shall be provided by a reputable and financially viable insurance carrier. This insurance shall not be canceled except upon thirty (30) days written notice to the Board. Upon request, Neola will provide to the Board with a certificate evidencing such insurance coverage. Further, Neola agrees to notify the Board within seven (7) business days of any material change in the insurance coverage required to be maintained by Neola. XIII. Commercial Non-Discrimination Neola shall not discriminate on the basis of race, sex, religion, national origin, ethnicity, age, or disability in the solicitation, selection, hiring, or treatment of subcontractors, vendors, suppliers, or commercial customers. Neola shall provide equal opportunity for subcontractors to participate in all of its public sector and private sector subcontracting opportunities, provided that nothing contained in this clause shall prohibit or limit otherwise lawful efforts to remedy the effects of marketplace discrimination that has occurred or is occurring in the marketplace, such as those specified in current Board policy. Neola understands and agrees that violation of this clause could be considered a material breach of contract and may result in contract termination, debarment, or other sanctions. XIV. Public Records Pursuant to section F.S.119.0701, Neola agrees to keep and maintain public records that ordinarily and necessarily would be required by the Board in order to perform the service; provide the public with access to public records on the same terms and conditions that the Board would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and meet all requirements for retaining public records and transfer, at no cost, to the Board all public records in possession of Neola upon termination of the Agreement and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored digitally must be provided to the Board in a format that is compatible with the information technology systems of the District. 14 ©Neola 2025 FL5

PROPOSAL IF NEOLA, INC. HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO NEOLA’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, Neola, Inc. SHALL CONTACT THE CUSTODIAN OF RECORDS AT: Office of Communications and Legislative Affairs Broward County Public Schools Kathleen C. Wright (KCW) Administration Center 600 S.E. Third Avenue Fort Lauderdale, FL 33301 RecordRequests@BrowardSchools.com 754-321-2300, option 5 XV. Additional Terms and Conditions A. Inspector General Audits In the event the Board is subjected to an inspection, review, investigation or audit by the Florida Office of the Inspector General or by any other Florida official with proper authority, Neola will work with the Board to provide the Board with any non-confidential, non-privileged information in Neola’s possession related to its services under this Agreement. B. Representations & Warranties Neola represents and warrants to the Board under this Agreement that: 1. Neola is not aware of any other contract, agreement, business relationship or another arrangement that would preclude it from entering into, or from fully performing, the services required under this Agreement; 2. Neola affirms and certifies that none of Neola’s employees or officers have ever had their professional license or certification in the State of Florida, or of any other jurisdiction, either denied, suspended, revoked, terminated or voluntarily relinquished under threat of disciplinary action, or restricted in any way; 3. Neola affirms and certifies that it has not been convicted of a public entity crime as provided in § 287.133, Fla. Stats. (2017); and 4. Neola affirms that it will comply with all laws, rules, codes, ordinances, and licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and local agencies having jurisdiction and authority over its business activities. Neola shall further comply with 8 C.F. R. § 274a. of the Immigration and Nationality Act, the Americans with Disabilities Act, and all prohibitions against 15 ©Neola 2025 FL5

PROPOSAL discrimination. C. Jessica Lunsford Act The State of Florida’s Jessica Lunsford Act requires all individuals who are permitted access on school grounds when students are present, individuals who may have direct contact with children or any student of the District, or who may have access to or control of school funds must be fingerprinted, and background checked. Neola shall require that all individuals in Neola’s organization in any such category submit to a level 2 FDLE background check and FBI screening, including fingerprinting, at the sole cost of the Neola. If background screening is required by the Scope of Work provided under this Agreement, Neola shall not provide any services until the Board provides Neola with notice of clearance and issues official School Board badges. All Neola’s employees must register as a visitor before entering Board property and properly display their School Board badges. Consistent with the indemnification language contained in this Agreement, Neola reaffirms that it will indemnify and hold harmless the District, its officers, agents, and employees from any liability in the form of physical injury, death, or property damage resulting from the Neola’s failure to comply with the requirements of this paragraph or §§ 1012.32, 1012.321, 1012.465, 1012.467, and 1012.468, Fla. Stats. (2017). D. E-Verify In accordance with Executive Order 11-116, Neola shall utilize the U.S. Agency of Homeland Security’s E-Verify system, https://e-verify.uscis.gov/emp, to verify the employment eligibility of all employees hired during the term of this Agreement. Neola shall also require all subcontractors, if any, performing work under this Agreement to utilize the E-Verify system for any employees they may hire during the term of this Agreement. E. Force Majeure Neither party are obligated to perform any duty, requirement or obligation under this Agreement if such performance is prevented by fire, hurricane, earthquake, explosion, wars, sabotage, accident, flood, acts of God, strikes, or other labor disputes, riot or civil commotions, or by reason of any other matter or condition beyond the control of either party, and which cannot be overcome by reasonable diligence and without unusual expense (“Force Majeure”). In no event will a lack of funds on the part of either party be deemed Force Majeure. F. Notices All notices, requests, consents and other communications required or permitted under this Agreement must be in writing and hand delivered by messenger or courier service; faxed; emailed; or mailed by Registered or Certified Mail (postage prepaid), Return Receipt Requested, addressed to: 16 ©Neola 2025 FL5

PROPOSAL AS TO THE BOARD: Dr. Howard Hepburn Superintendent Broward County Public Schools 600 SE Third Ave Ft. Lauderdale, Florida 33301 Phone: 754-321-2600 Fax: 754-321-2701 WITH COPY TO: Name ___________________________________________________________ Title _____________________________________________________________ District __________________________________________________________ Address _________________________________________________________ City __________________________ State _________ Zip ________________ Email ____________________________________________________________ Phone ___________________________________________________________ Fax ______________________________________________________________ AS TO NEOLA: Scott Westhoven, Vice President of Operations Neola, Incorporated 3914 Clock Pointe Trail, Suite 103 Stow, OH 44224 Email: swesthoven@neola.com Phone: (330) 926-0514 Fax Number: (330) 926-0525 or to such other address(es) as the parties may mutually designate by notice complying with the terms of this Agreement. Each such notice will be deemed delivered: 17 ©Neola 2025 FL5

PROPOSAL 1. On the date delivered, if by personal delivery, 2. On the date faxed or emailed, if by facsimile or email, and 3. On the date upon which the Return Receipt is signed, or delivery is refused, or the notice is designated by the postal authorities as not delivered if mailed to the proper address. XVI. General This Agreement is interpreted under Ohio law, and, where applicable, Federal law, is severable and divisible, and is enforceable in law or equity. Neither this Agreement nor any right or interest herein may be assigned, transferred, or encumbered by either party without the prior written consent of the other party. Neola shall make no partial assignments of this Agreement including, without limitation, the partial assignment of any right to receive payments or compensation from the Board. Neola is, for all purposes arising under this Agreement, an independent contractor and Neola retains control over the manner and means of carrying out Neola’s responsibilities herein. Neola and its officers, agents, or employees may not, under any circumstances, hold themselves out to anyone as being officers, agents, or employees of the Board. No officer, agent, or employee of Neola or the Board shall be deemed an officer, agent, or employee of the other party. Neither Neola, nor any of its officers, agents, or employees thereof, shall be entitled to any benefits to which employees of the Board are entitled, including, but not limited to, overtime, retirement benefits, workers compensation benefits, injury leave, or other leave benefits. This Agreement represents the only agreement between the parties with respect to the subject matter described herein. All other prior oral or written agreements respecting this subject matter are superseded. Further, any revisions to this Agreement must be made in writing and approved by both parties, except that Neola, at its own discretion, and without the consent or approval of the Board, may alter the fees set forth in Addendum A, alter the mode or manner in which digital publishing is accomplished, and/or alter the mode or manner by which the Update Service is accomplished. This Board acknowledges Neola’s right and privileges in this regard and retains the right to terminate this Agreement if it does not agree with any alterations that Neola may make. 18 ©Neola 2025 FL5

PROPOSAL This Agreement is effective as of the date of the last signature of the individuals who have signed below (“Effective Date”). By their signature, the individuals acknowledge their individual authority to bind their respective party and by their signature so bind their respective party to the terms and conditions detailed herein as well as the duties and obligations defined in the subsequent Addenda. The Broward County School Board Neola, Inc. _______________________________________ _______________________________________ signature signature Printed Name: ________________________ Printed Name: ________________________ Title: ________________________________ Title: ________________________________ Date: _________________________________ Date: _________________________________ Attest _________________________________________ signature Printed Name: ________________________ Title: Superintendent Date: _________________________________ Please note, this Agreement will be considered void if not executed within ninety (90) days. 19 ©Neola 2025 FL5

PROPOSAL Initials / Date — / — Addendum A: Associated Fees The Board agrees to pay, when invoiced, for additional products and services, as described herein, at the following rates: Associate Rate (Consultation/Neola Select) ......................................................................... $165 per hour Hourly rate for travel per Associate ................................................................................................... $30 per hour Mileage .............................................................................................................................................. Current IRS Rate Meals - [in accordance with s. 112.061(6), Florida Statutes] Breakfast (if required to leave before 6:00 a.m.) ........................................................... $6 per person Lunch (if meetings extend over six hours) .................................................................... $11 per person Dinner (if travel extends beyond 8:00 p.m.) .................................................................. $19 per person Processing Charges .............................................................................................................................. $45 per hour Printed materials (includes binder, tabs, and handling) ............................................................ $0.15 per page Shipping ............................................................................................................................................................. At Cost Travel Expenses: Tolls, Parking, Lodging, Airfare ..................................................................................... At Cost Annual Extraordinary Update Cost .........................................................................................................up to $750 Annual service fee for digital publishing ............................................................................................... $795 Annual Update Service cost ............................................................................................................................$9,500 Annual Update Service increase............................................................................................................................ 3% Neola reserves all rights to modify any of the scheduled prices above. Associated fees will increase at a rate of three percent (3%) annually without notice to the Board. The Board will receive notice at least thirty (30) days before any increase that exceeds three percent (3%) becomes effective. These prices are effective as of July 15, 2025. 20 ©Neola 2025 FL5

PROPOSAL Initials / Date — / — Bylaws, Policies, and Administrative Procedures Development Standard Payment Obligations ● $135,000.00 due and payable within thirty (30) days of receipt of an invoice from Neola following execution of this license agreement. ○ $11,250.00 three (3) months after execution of this Agreement. ○ $11,250.00 six (6) months after execution of this Agreement. ○ $11,250.00 nine (9) months after execution of this Agreement. ○ $11,250.00 twelve (12) months after execution of this Agreement. ○ $11,250.00 fifteen (15) months after execution of this Agreement. ○ $11,250.00 eighteen (18) months after execution of this Agreement. ○ $11,250.00 twenty-one (21) months after execution of this Agreement. ○ $11,250.00 twenty-four (24) months after execution of this Agreement. ○ $11,250.00 twenty-seven (27) months after execution of this Agreement. ○ $11,250.00 thirty (30) months after execution of this Agreement. ○ $11,250.00 thirty-three (33) months after execution of this Agreement. ○ $11,250.00 thirty-six (36) months after execution of this Agreement. The Board agrees that all payments will be payable upon receipt of an invoice and will be remitted within thirty (30) days from the receipt of the invoice, except for fees that the Board may dispute in good faith for reasons outlined in writing by the Board within ten (10) days after receiving such invoice. Invoices for fees or other compensation for services or expenses will be submitted to the Board in detail sufficient for a proper pre-audit or post-audit thereof. If necessary, Neola will comply with F.S. 218.74(4) when assessing any service charge to any overdue amounts under this Agreement. The Board also agrees to pay, when invoiced, for the expenses of any of the Neola Associates when they attend drafting or update sessions, upon prior notice to and agreement of the District. If Neola receives funds paid by the Board under this Agreement that are in excess of the amount invoiced, Neola will promptly notify the District. Any excess funds must be refunded to the Board promptly, but in every such instance within thirty (30) calendar days. Excess funds paid by the Board as the result of Neola’s billing errors shall be refunded with interest calculated from the date of the erroneous payment or overpayment at the interest rate for judgments under F.S. 55.03, applicable at the time the erroneous payment or overpayment was made. These prices are effective as of July 1, 2025. 21 ©Neola 2025 FL5 Addendum B: Payment Obligations

PROPOSAL Addendum C: Digital Invoicing and Payment Options Digital Invoicing Neola will provide all invoices to the Board via digital delivery to the Billing Contact email address provided in Addendum D of this Agreement. The Board agrees to ensure that the Billing Contact email address remains current and accurate throughout the term of this Agreement. The Board must notify Neola of any changes to the Billing Contact email address within a timely manner by sending an email to accounts@neola.com. Invoices will be delivered in a timely manner and will include a PDF download of the invoice. Invoice Email Email: _____________________________________ Primary Billing Contact Name: ____________________________________ Title: ____________________________________ Email: _____________________________________ Phone: ____________________________________ Secondary Billing Contact Name: ____________________________________ Title: ____________________________________ Email: _____________________________________ Phone: ____________________________________ Billing Contact(s) The staff member(s) is/are designated to coordinate with Neola’s Accounting department to make payments under this License Agreement. Electronic Funds Transfer (EFT) Payments The Board may request to make payments via Electronic Funds Transfer (EFT). To initiate EFT payments, the Board must contact Neola's Accounting Department at accounts@neola.com to obtain the necessary banking information and authorization forms. Neola reserves the right to approve or deny requests for EFT payments at its discretion. 22 ©Neola 2025 FL5

PROPOSAL Addendum D: Board Designees and Contact Information n Please provide the following information: Primary Contact Name Site Administrator Title IT Contact Phone Legal Counsel Email Primary Contact Name Site Administrator Title IT Contact Phone Legal Counsel Email Primary Contact Name Site Administrator Title IT Contact Phone Legal Counsel Email Primary Contact Name Site Administrator Title IT Contact Phone Legal Counsel Email Site Administrator (Super Publisher) The staff member is designated to manage the Board’s Policy site regarding site setup and options, adding and removing users for accessing, viewing, and editing content. The Board’s Site Administrator will be the primary contact with BoardDocs support. IT Staff Member The staff member is authorized to work with the Neola IT staff and B

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