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Home My WebLink About12-131 - Forterra - Technical Assistance Grant12 -131 Council Approval N/A FORT&RRA formerly known as Cascade Land Conservancy Memorandum of Agreement EPA Building Blocks for Sustainable Communities Technical Assistance Grant This Memorandum of Agreement (the "Agreement ") is entered into by and between The City of Tukwila, a Washington municipal corporation, 6200 Southcenter Blvd., Tukwila, WA 98188 ( "the "City "), and Forterra, a Washington non - profit corporation, 901 5th Ave, Suite 2200, Seattle, WA 98164 ( "Forterra ") to establish the terms and conditions upon which Forterra will provide technical assistance to the City (hereinafter the "Project ") through a Building Blocks for Sustainable Communities grant Forterra received from the U.S. Environmental Protection Agency (EPA). The Project will help the City develop a Public Outreach and Engagement Liaison program, with the goal of creating an inclusive community and engaging the full range of people who live in Tukwila. The City and Forterra may be referred to herein individually as a "party" and /or jointly as the "parties." 1. Project Participation. The City hereby agrees to work with Forterra on the Project in a collaborative spirit and to negotiate in good faith on all Project tasks and deliverables for which Forterra is responsible, including those tasks and deliverables detailed in the scope of work attached hereto at Exhibit A ( "Scope of Work "), by this reference made a part hereof. 2. Responsibilities of Forterra. Forterra agrees to perform as set forth in the Scope of Work. Forterra shall report to Brandon Miles, the City's Senior Planner, regarding the Scope of Work and any issues, concerns or questions pertaining thereto. Additionally, Forterra shall be responsible for signing all contracts and handling all billing related to the Project. 3. Responsibilities of City. In order to facilitate Forterra's performance under this Agreement and the Scope of Work, the City agrees to meet its responsibilities as stated in the Scope of Work. Additionally, the City shall recognize EPA in its public communications as stated in Section 10 below. The City understands and acknowledges that Forterra cannot perform its duties under this Agreement and the Scope of Work unless the City meets all of its responsibilities hereunder. 4. Forterra Status. The parties acknowledge and agree that Forterra is an independent contractor and not an agent or an employee of the City. Forterra's work shall be performed at times that are mutually convenient to both parties. The City understands and acknowledges that Forterra may subcontract some of its responsibilities under this Agreement. 5. Costs and Payments. Forterra, through its grant from the EPA, shall cover all of the direct monetary costs of the work to be performed by Forterra under the Scope of Work, including 1 s+opoic(r.'" Forterra staff costs and the costs of any consultants retained by Forterra for the Project. The City will not be required to provide any direct financial support for Forterra staff or consultants retained by Forterra. Deliverables Forterra shall complete the Deliverables as listed in the Scope of Work. 7. Contract Term. The period of the Agreement is from the date of execution of this Agreement through December 31, 2012. The Parties may extend this Agreement as mutually desired, with the terms of any such extension (including without limitation any changes in responsibilities) detailed in a mutually executed amendment to this Agreement. 8. Modification and Termination This Agreement may be modified only by mutual agreement of the Parties. This Agreement may be terminated only by mutual agreement of the parties, or if grant funding is withdrawn by the EPA, in which case Forterra and the City shall make all reasonable efforts to find alternate funding sources and, failing that, complete the Project to the extent possible using available resources. 9. Work Products. All work products generated by Forterra under this Agreement shall be mutually owned by Forterra and the City, and under Forterra's Cooperative Agreement with EPA, EPA has the right to reproduce, publish, use and authorize others to use copyrighted works or other data developed under this Agreement for Federal purposes. 10. Communications and Federal Recognition All public communications issued by the City regarding this Project, including but not limited to presentation materials and press releases, shall include the following EPA recognition language: "This work is made possible by a grant to Forterra from US EPA's Office of Sustainable Communities through the Building Blocks for Sustainable Communities Program." The City and Forterra represent to each other that any logos or elements of text, graphics, photos, designs, trademarks, footage, images or other artwork furnished by one party (the "providing party to the other (the "receiving party for use as part of the Project are the property of the providing party, or that the providing party has permission from the rightful owner to use each of these logos or elements, and will hold harmless, protect, and defend the receiving party from any claim or suit arising from the use of such elements furnished by the providing party. 11. Assignments. This Agreement shall not be assigned by either party. 12. Indemnification. Forterra shall indemnify, defend and hold harmless the City, its agents and employees from and against any and all claims, losses or liability, including attorney's fees, arising from injury or death to persons or damage to property occasioned by any negligent act, omission or failure of Forterra relating to this Agreement. This paragraph shall not apply to any damage resulting from the negligence of the City, its agents or employees. 2 The City shall indemnify, defend and hold harmless Forterra, its agents and employees from and against any and all claims, losses or liability, including attorney's fees, arising from injury or death to persons or damage to property occasioned by any negligent act, omission or failure of the City relating to this Agreement. This paragraph shall not apply to any damage resulting from the negligence of Forterra, its agents or employees. Executed on the 1 day of Nik evy,Ick,f , 2012 The City of Tukwila 110 - ( By: David Cline, City Administrator FORTERRA By: Teresa Macaluso, COO 3 EXHIBIT A SCOPE OF WORK Background Forterra and the City have entered into an Agreement whereby Forterra will provide technical assistance to the City through Forterra's EPA Building Blocks for Sustainable Communities grant. This Scope of Work details the Program services which Forterra will provide to the City, and the responsibilities the City must meet to enable Forterra's completion of those services, under the Agreement. Forterra responsibilities: Perform background research on Public Outreach and Engagement Liaison (POEL) Program structure and logistics a. Forterra will research POEL Programs, like the one in Seattle. b. Forterra will interview Tukwila department directors and relevant staff to ascertain outreach and engagement needs for relevant requested departments. c. Forterra will interview community leaders in diverse communities —such as Somali, Latino and Bhutanese to ascertain current gaps in city /community engagement. 2. Develop a POEL Program that fits the outreach needs of the City of Tukwila: a. Program materials will include the following: i. Background ii. Liaison Training Curriculum and Presentation iii. Instructions for City staff on steps for integrating POEL Program into outreach efforts. Including timeline, contracts, payment and relationship management strategies. 3. Finalize recommendations for full 2013 implementation. a. Work with City staff to identify two to three policy items to engage POELs on in 2013. City of Tukwila responsibilities: Provide staff resources to assist in carrying out the project including: a. Providing background data on previous community engagement strategies or history with relevant community organizations b. Arrange for workspace for Forterra on site if desired and arrange for meeting spaces for project activities and meetings c. Assist with community outreach efforts 2. Work with Forterra to identify potential community liaisons. 3. Review materials prepared by Forterra and provide feedback in a timely manner Deliverables: 1. Research memorandum of POEL program best practices from other cities and interview results from City of Seattle, Tukwila staff, and Tukwila community leaders 2. Recommended structure for Tukwila POEL program, including training curriculum for POELs and city staff 3. Final report on how to integrate POEL Program into City outreach and engagement efforts. 4