HomeMy WebLinkAbout17-230 - Port of Seattle - Economic Development Partnership17-230(a)
Council Approval NIA
Page of Pages
1
1
CONTRACT ADMENDMENT
Porn411111111111111,
of Seattle
1. AMENDMENT NO.:
1
2. CONTRACT NUMBER
S-00319231S0000281337
3. DESCRIPTION
City Partnership Grants
4. NAME AND ADDRESS OF CONTRACTORNENDOR:
Office of Economic Development
City of Tukwila
6200 Southcenter Blvd
Tukwila WA 98188
5. ISSUED BY:
Port of Seattle
PO Box 1209
Seattle, WA 98111
6A. Original Contract Value
19540.00
6B. Current Contract Value `
19540.00
6C. Value of This Amendment
0.00
6D. Contract Value with this Amendment
19540.00
7A. Original Contract End Date
-06/01 /18
78. Current Contract End Date
06/01/18
7C. Duration extended by this Amendment
153 Days
7D. Amended Contract End Date
11 /1 /18
The purpose of this Amendment is to extend expiration date:
Extend expiration date until November 1, 2018.
Except as provided herein, the above referenced contract remains unchanged and in full force and effect.
OA. PORT OF SEATTLE: NAME AND TITLE OF SIGNER (Type or print)
Tim Jayne, Sr. Manager, Procurement
OB. PORT OF SEATTLE SIGNATURE
10C. DATE `
CfCb\. 17 0C([I—
o�
�
(Signatu of person authorized to sign)
17-230
Contract Approval N/A
Port
of Seattle
ECONOMIC DEVELOPMENT PARTNERSHIP AGREEMENT
BETWEEN
THE PORT OF SEATTLE AND THE CITY OF TUKWILA
o I C
This Economic Development Partnershi)) Agreement (the "Agreement") is
made and entered into as of D , D1-7, by and between the
Port of Seattle (the "Port") and the City of Tukwila ("City"), both municipal
corporations of the State of Washington (each, a "Party" or, collectively, the
"Parties").
RECITALS
WHEREAS, engaging in the promotion of economic development is a
recognized Port purpose authorized under RCW 53.08.245; and
WHEREAS, RCW 35.21.703 similarly authorize cities to engage in
economic development programs; and
WHEREAS, RCW 53.08.240(2) permits the Port to contract with another
municipality to perform such undertakings each is authorized to perform; and
WHEREAS, the Port Commission of the Port of Seattle established the
Economic Development Partnership Program (the "Program"), to advance the
Port's Century Agenda, promote a dramatic growth agenda, support the
creation of middle class jobs and help address the lack of economic
development funding for local projects; and
WHEREAS, grant funding across the region is very limited for cities that
want to pursue economic development projects or initiatives, and Washington
State has not had an economic development grant program for over 20 years;
and
WHEREAS, the Program will provide 38 King 'County cities per capita
funding to advance local economic development throughout the region, and
requires a 50% local match by the cities that receive the grants; and
WHEREAS, the Program will help the Port advance regional economic
vitality through focused partnerships with King County cities; and
Contract 5-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 1 of 10
0_f 02 rit n c0--<S
Port
of Seattle
WHEREAS, the Program will make grants to cities that pursue programs
and projects that stimulate business development, job creation and community
revitalization, such as small business development, industry retention and
expansion, and other economic development projects that support new
investment and job creation;
NOW, THEREFORE, the Parties agree as follows:
1. Purpose. The purpose of this Agreement is to establish a contractual
arrangement under which the Port will pay the City Program funds in the
amount set forth on Section 2 solely for the purpose of carrying out the local
initiative described in Exhibit A, attached and incorporated hereto by this
reference (the "Project"). This Agreement shall be interpreted in furtherance
of this purpose.
2. Responsibilities of the Port. The Port shall contribute Nineteen
Thousand Five Hundred Forty and 00/100 Dollars ($19,540.00) (the "Grant
Funds") to assist the City in funding the Project. The Port shall disburse the
Grant Funds to the City no later than thirty (30) days after receipt of a
complete and correct invoice detailing those Project deliverables completed in
accordance with Exhibit A. Subject to the requirements of this Section and of
Section 18 (where applicable), the Port shall make the final payment of the
Grant Funds to the City no later than July 1, 2018, or receipt of the final
report, whichever occurs later.
3. Responsibilities of the City.
3.1 The City shall contribute local funds equivalent to at least fifty
percent (50%) of the Grant Funds towards the Project.
3.2 The City may contract with local non -profits to complete the
Project or elements of the Project; provided, that the Port shall not,
under any circumstance, disburse the Grant Funds to any of the City's
contractors or subcontractors.
3.3 The City shall complete the Project by June 1, 2018.
4. Term. This Agreement shall become effective as of the date first set
forth above, and shall terminate on July 1, 2018, unless earlier terminated
under another provision of this Agreement.
5. Termination for Convenience. Either party may terminate this
Agreement at any time for any reason, by giving the other party thirty (30)
days' written notice. In the event the City has completed any portion of the
Project by the time it receives the Port's notice of termination, the Port shall
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 2 of 10
Port
of Seattle
pay the City the percentage of the Grant Funds attributable to the City's
completed portion of the Project.
6. Termination for Default. Except in the case of delay or failure resulting
from circumstances beyond the control and without the fault or negligence of
the City, the Port shall be entitled, by written notice to the City, to terminate
Agreement for breach of any of the terms and to have all other rights against
the City by reason of the City's breach as provided by law.
7. Waiver. Failure at any time of the Port to enforce any provision of this
Agreement shall not constitute a waiver of such provision or prejudice the right
of the Port to enforce such provision at any subsequent time. No term or
condition of this Agreement shall be held to be waived, modified or deleted
except by a written amendment signed by the Parties
8. Partial Invalidity. If any provision of this Agreement is or becomes void
or unenforceable by force or operation of law, all other provisions hereof shall
remain valid and enforceable.
9. Indemnification and Hold Harmless Agreement. The City shall defend,
indemnify, and hold harmless the Port, its Commissioners, officers, employees,
and agents (hereafter, collectively, the "Port") from all liability, claims,
damages, losses, and expenses (including, but not limited to attorneys' and
consultants' fees and other expenses of litigation or arbitration) arising out of
or related to the fulfillment of this Agreement; provided, however, if and to
the extent that this Agreement is construed to be relative to the construction,
alternation, repair, addition to, subtraction from, improvement to, or
maintenance of, any building, highway, road, railroad, excavation, or other
structure, project, development, or improvement attached to real estate,
including moving or demolition in connection therewith, and therefore subject
to Section 4.24.115 of the Revised Code of Washington, it is agreed that where
such liability, claim, damage, loss or expense arises from the concurrent
negligence of (i) the Port, and (ii) the City, its agents, or its employees, it is
expressly agreed that the City's obligations of indemnity under this paragraph
shall be effective only to the extent of the City's negligence. Such obligations
shall not be construed to negate, abridge, or otherwise reduce any other right
or obligation of indemnity which would otherwise exist as to any person or
entity described in this paragraph. This paragraph shall not be construed so as
to require the City to defend, indemnify, or hold harmless the Port from such
claims, damages, losses or expenses caused by or resulting from the sole
negligence of the Port.
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 3 of 10
Port
of Seattle
In any and all claims against the Port, by any employee of the City, its agent,
anyone directly or indirectly employed by either of them, or anyone for whose
acts any of them may be liable, the indemnification obligation of this
paragraph shall not be limited in any way by any limitation on the amount or
type of damages, compensation benefits payable by or for the City, or other
person under applicable industrial insurance laws (including, but not limited to
Title 51 of the Revised Code of Washington), it being clearly agreed and
understood by the Parties hereto that the City expressly waives any immunity
the City might have had under such laws. By executing this Agreement, the City
acknowledges that the foregoing waiver has been mutually negotiated by the
parties.
The City shall pay all attorneys' fees and expenses incurred by the Port should
the Port prevail in a suit establishing and enforcing the Port's right under this
paragraph.
10. Comply with All Laws. The City shall at all times comply with all
federal, state and local laws, ordinances and regulations, including but not
limited to all environmental laws, which in any manner apply to the
performance of this Agreement.
11. Integration. This Agreement, together with the attached Exhibit A,
constitutes the entire agreement between the Parties and unless modified in
writing by an amendment executed by the Parties, shall be implemented only
as described herein.
12. Governing Law and Venue. This Agreement shall be governed by the
laws of the State of Washington. Any action arising out of this Agreement shall
be brought in King County.
13. No Employment Relationship Created. The Parties agree that nothing in
this Agreement shall be construed to create an employment relationship
between the City and the Port.
14. No Entity Created. The Parties agree that nothing in this Agreement
shall be construed to create a joint entity between the City and the Port.
15. Notices. Notices to the Port shall be sent to the following address:
Port of Seattle
Economic Development Division
P. 0. Box 1209
Seattle, WA 98121
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 4 of 10
Port
of Seattle
Notices to the City shalt be sent to the following address:
City of Tukwila
Attn: City Clerk
6200 Southcenter Blvd.
Tukwila, WA 98188
With a copy to:
Office of Economic Development
City of Tukwila
6200 Southcenter Blvd
Tukwila, WA 98188
16. Audits and Retention of Records. The City shalt retain and make all
books, records and documents (the "Records") relating to the performance of
this Agreement open to inspection or audit by representatives of the Port or
Washington State during the term of this Agreement and for a period of not
less than six (6) years after termination of the Agreement; provided, that if
any litigation, claim or audit arising out of, in connection with or related to
this Agreement is initiated, the City shall retain such Records until the later of
(a) resolution or completion of litigation, claim or audit; or (b) six (6) years
after the termination of this Agreement.
17. Amendment. This Agreement may only be amended by written
agreement of the Parties.
18. Dispute Resolution. The Parties shall use their best, good faith efforts to
cooperatively resolve disputes that arise in connection with this Agreement.
IN WITNESS WHEREOF, the Parties hereto have executed this agreement
as of the date first set forth above.
PORT OF SEATTLE
By: Tim Jayne
Sr. Manager, Purchasing
Signottlie
Dated
CITY OF TUKWILA
Dated
Contract 5-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 5 of 10
Port
of Seattle
EXHIBIT A - PROJECT
1. Scope of Work:
The City will develop marketing materials to promote the Southcenter and Tukwila
International Blvd. (TIB) Districts. The marketing materials include:
a. The creation of a one -page fact sheet for the TIB District. The fact
sheet will utilize the same design and layout that was used in the
creation of eight fact sheets in 2017. To prepare the one -page fact
sheet the City will engage a digital/marketing firm to help with layout,
messaging, and photography. The City will also likely purchase some
data from online sources.
b. The TIB area of the City is also redeveloping and significant
opportunities will present themselves in the coming year. The City has
completed several visioning sessions for TIB. The City may use some of
the funds to complete renderings and concepts of what the TIB could
look like. These renderings and concepts are intended to be used to
help "sell" the vision to potential developers, non -profits, and
governmental agencies.
c. The Southcenter neighborhood is also undergoing a transition. The City
has seen significant interest by people in developing in the area. The
City will develop marketing collateral to promote the Southcenter area,
this material may include a 3D video or 3D experience, basic video,
graphics and/or artist renderings. The exact marketing materials
developed will be contingent on the total funds available and costs.
2. Metrics, Deliverables and Final Report:
Goals:
Sell the vision of a new
TIB to potential
developers, non -profits,
and governmental
agencies
Strategies
Create a one page data
sheet for TIB, to be
consistent with the
sheets designed in 2017
with a professional firm.
'Outcomes8 Metrics
300 copies and a digital
copy of the one sheet.
Milestones:
Scope the design firm's
work.
Research key points to
be utilized
Photography
Deliverable
Contract,
January 1,
2018
Research,
February, 1
2018.
Photographs,
February 1,
2018.
Contract 5-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 6 of 10
Port
of Seattle
Sell the vision of a new
TIB to potential
developers, non -profits,
and governmental
agencies
Creation of renderings
and graphics showing
the potential future of
TIB.Work with City
planners to understand
the development
potential on TIB.
Engage qualified firm to
help design and create
the vision.
Promote Southcenter ` Creation of marketing
area materials for the
Southcenter area of the
City.Work with City
planners to understand
the development
potential of the
Engage/hire marketing
graphic/design firm.
Metrics: number of
developers, non -profits,
and governmental
agencies see and
engage with the material
Substantiation that the
vision is "sold"
Color renderings of the
future of TIB.
Could include the
following, will be subject
to total funds obtained
for the project and total
costs:
1. 3D video or 3D
I Marketing
material,
March 1,
2018.
Plan for
distribution,
May 1, 2018
May 15, 2018
Contract,
January 1,
2018.
Research,
February 1,
2018.
Draft 1 of
Renderings,
March 1,
2018.
Draft 2 of
Renderings,
April 1, 2018.
Final
Renderings,
May 1, 2018.
May 15, 2018
Research
video options
and costs:
December 15,
2017.
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 7 of 10
Port
of Seattle
r
Southcenter area of the
experience or 2D
Get cost
City.
Obtain cost estimates to
do a 3D video or 3D
experience.
video.
2. Storyboard and
other renderings
and marketing
estimates,
January 1,
2018.
If 3D is cost prohibitive,
research do a standard
video of the potential.
Explore developing story
boards and other
renderings to help "sell"
the story of Southcenter
in the futre.
materials to
show the future
of Southcenter.
Production
Meeting,
February 1,
2018.
Storyboard,
February 15,
2018.
Video Draft,
March 15,
2018.
Final Video,
May 1, 2018.
The Port may request periodic project updates from the City.
The City will submit a written report to the Port within 45 days of completion of the
Scope of Work but no later than, June 1, 2018, a final report shall be submitted to the
Port.
3. Definition and restatement of how funds are to be used.
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City Staff Time (City of Tukwila
in -kind staff match).
$0.00
$4,885.00
$ 4,885.00
Consultants, Printing, and
Photography
Note: The agreement with our
consultants will likely be an
inclusive, with professional
services, printing, and
$19,540.00
$3,885.00
$23,425.00
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 8 of 10
Port
of Seattle
photography included for one
price.
Research Reports
$0.00
$1,000.00
$ 1,000.00
TOTAL:
$19,540.00
$9,770.00
$29,310.00
Note: The numbers provided are not to "exceed" numbers for funding only. If the project
costs come in below the estimates provided above, the City will reduce its reimbursement
request and match accordingly for the entire project.
Any funds obtained from the Port for the Economic Development Partnership Program
are to be used specifically for projects that create jobs, foster business growth, and
support the Port's business interests.
4. Port Approval and Recognition:
a. All projects must utilize and identify the Port as a partner or sponsor.
Prior to implementation, Port requires a review of the proposed
placement of the Port logo on advertising, promotion materials, booth
displays, online, digital or printed materials.
b. Prior to specific advertising execution or implementation, the Port will
review and approve the advertising placement and schedule.
5. The Agreement and Final Report:
TASK
DESCRIPTION
SCHEDULE
Task 1
Execute Contract by City
No later than
December 26,
2017,
Task 2
Execution of Contract by Port
No later than,
December 28,
2017
Task 3
Final Report and Accounting:
1. Provide a detailed report on the results of
the project as outlined in the Scope of Work
2. Provide a detailed report on the Project
Metrics as outlined above.
3. Provide copies of all printed promotional
materials.
4. Provide links to any softcopy materials.
5. Provide a detailed accounting of the monies
No later than June
1, 2018
Contract S-00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 9 of 10
Port
of Seattle
spent, including City's 50% matching funds.
6. Miscellaneous:
No Port funds can be used to underwrite general or capital expenses associated with
an event or program already in progress.
Contract S=00319231 Economic Development Partnership Agreement
Between the Port of Seattle and the City of Tukwila
Page 10 of 10