AG 23-047 - STATE OF WASHINGTON HIGHLINE COLLEGERETURN TO: Pam Jones EXT: 2402
I CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT_/DIV. Mayors Once
2. ORIGINATING STAFF PERSON: Brian Davis
EXT: 2612
3. DATE REQ. BY: October 14, 2022
4. TYPE OF DOCUMENT (CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL
9 OTHER Interagency Agreement
5. PROJECT NAME: 2023 Highline College Small Business Development Center (SBDC) Interagency Agreement
6. NAME OF CONTRACTOR: state of Washington Highline College
ADDRESS: PO Box 98000 Ms CV0320, Des Moines, WA 9819e TELEPHONE 206-5923150
E_MAM.' mphram@h'9h11ne.Edu FAX:
SIGNATURE NAME: Michael Pham TITLE VkePresident for Administration
7. EXHIBITS AND ATTACHMENTS: AN SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL
OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
8. TERM: COMMENCEMENT DATE: January 1, 2023
COMPLETION DATE: December 31, 2023
9. TOTAL COMPENSATION $ Twenty -Four Thousand and NO/100 ($24,000.00) (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: ❑ YES ®NO IF YES, MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED OYES ONO IF YES, $ PAID BY: ❑ CONTRACTOR ❑ CITY
RETAINAGE: RETAINAGE AMOUNT: ❑ RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED
IN PURCHASING: PLEASE CHARGE TO: 001-5200-075-55e-70411
10. DOCUMENT/CONTRACT REVIEW
❑ PROJECT MANAGER
0 DIRECTOR
❑ RISK MANAGEMENT (IF APPLICABLE)
WLAW
11. COUNCIL APPROVAL (IF APPLICABLE)
12. CONTRACT SIGNATURE ROUTING
INITIAL / DATE REVIEWED INITIAL / DATE APPROVED
jrc 9/23122
COMMITTEE APPROVAL DATE: COUNCIL APPROVAL DATE:
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC'D:
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
❑ CREATE ELECTRONIC REMTNDER/NOTTFICATION FOR 1 MONTH PRIOR TO EXPIRATION DATE
(Include dept. support staff if necessary and feet free to set notification more than a month in advance if council approval is needed.)
IN TI<V_ 1 DATE SIGNED
t {_AW DEPARTMENT !
O SIGNATORY (MAYOR OR DIRECTOR)
❑ CITY CLERK
❑ ASSIGNED AG# AG# a!�-p `[
COMMENTS:
212-017
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II
INTERAGENCY AGREEMENT
Between
STATE OF WASHINGTON HIGHLINE COLLEGE -
And
CITY OF FEDERAL WAY
-- -THIS INTERAGENCY AGREEMENT -is made and entered -into by and -between -HIGHLINE-COLLEGE,
PO BOX 98000, DES MOINES, WA 98198, hereinafter referred to as "HIGHLINE COLLEGE," and the CITY
OF FEDERAL WAY, 33315 8th AVENUE SOUTH, FEDERAL WAY, WA 98003, hereinafter referred to as the
dfcITV "
WHEREAS, IT IS THE PURPOSE OF THIS AGREEMENT to provide partnership and support for the
community through the efforts of the Small Business Development Center and to provide complimentary
business development services and resources to small and medium sized businesses.
NOW, THEREFORE, IT IS MUTUALLY AGREED THAT:
STATEMENT OF WORK
The Small Business Development Center, ("SBDC") at Highline College will provide business advisory
services to Federal Way -based businesses (established or start-up) for the City in 2023. The Scope of work
is defined in Exhibit A.
PERIOD OF PERFORMANCE
Subject to its other provisions, the period of performance of this Agreement shall commence on January
1, 2023, and be completed on December 31, 2023.
PAYMENT
The City will pay Highline College for the service provided in an amount not to exceed a total of Twenty -
Four Thousand and 00/100 Dollars ($24,000.00) for the length of the contract from January 1, Z023, to
December 31, 2023.
BILLING PROCEDURE
Highline College shall submit a request for payment on an annual basis upon the completion of the
contract December 31, 2023. Payment will be made by the City within 30 days of receipt of the request.
The SBDC under Highline College's management will provide the services as identified in the Scope of
Work in Exhibit A.
RECORDS MAINTENANCE
Highline College shall submit quarterly and annual progress reports to the City. The reports will reflect all
the Performance Goals set out and agreed to by both parties as outlined in Exhibit A of this contract.
Highline College will maintain books, records, documents, and other evidence that sufficiently and
properly reflect all direct and indirect costs "incurred." These records shall be subject to inspection,
review, or audit by personnel of the City, other personnel duly authorized by either party, the Office of
the State Auditor, and federal officials so authorized by law. All books, records, documents, and other
material relevant to this Agreement will be retained by Highline College for six years after the expiration
of this agreement and the Office of the State Auditor, federal auditors, and any persons duly authorized
by the parties, shall have full access to these materials during this period.
Records and other documents, in any medium, furnished by Highline College to this agreement to the City,
will remain the property of the furnishing party, unless otherwise agreed.
INDEPENDENT CAPACITY
The employees or agents of each party who are engaged in the performance of this Agreement shall
continue to be employees or agents of that party and shall not be considered for any purpose to be
employees or agents of the other party.
AGREEMENT ALTERATIONS AND AMENDMENTS
This agreement may be amended by mutual written agreement of the parties.
TERMINATION
Either party may terminate this Agreement upon 30 days' prior written notification to the other party. If
this Agreement is so terminated, the parties shall be liable only for performance rendered or costs
incurred in accordance with the terms of this Agreement prior to the effective date of termination.
TERMINATION FOR CAUSE
If for any cause, either party does not fulfill in a timely and proper manner its obligations under this
Agreement, or if either party violates any of these terms and conditions, the aggrieved party will give the
other party written notice of such failure or violation. The responsible party will be given the opportunity
to correct the violation or failure within 15 working days. If failure or violation is not corrected, this
agreement may be terminated immediately by written notice of the aggrieved party to the other.
DISPUTES
In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in the
following manner: Each party to this agreement shall appoint one (1) member to the Dispute Board. The
members so appointed jointly appoint one (1) additional member to the Dispute Board. The Dispute
Board shall review the facts, contract terms, and applicable statutes and rules and make a determination
of the dispute. The determination of the dispute Board shall be final and binding on the parties hereto.
As an alternative to this process, either of the parties may request intervention by the Governor, as
provided by RC@ 43.17.330, in which event the Governor's process will control.
GOVERNANCE
This agreement is entered into pursuant to and under the authority granted by the laws of the State of
Washington and any applicable federal laws. The provisions of this agreement shall be construed to
conform to those laws.
In the event of an inconsistency in the terms of this Agreement, or between its terms and any applicable
statute or rule, the inconsistency shall be resolved by giving precedence in the following order:
a. Applicable state and federal statutes and rules;
b. Statement of work; and
c. Any other provisions of the agreement, including materials incorporated by reference.
ASSIGNMENT
The work to be provided under this Agreement, and any claim arising thereunder, is not assignable or
delegable by either party in whole or in part, without the express prior written consent of the other party,
which consent shall not be unreasonably withheld:
WAIVER
A failure by either party to exercise its rights under this agreement shall not preclude that party from
subsequent -exercise of such rights and shall -not constitute -a waiver —of -any- other- rights under -this
Agreement unless stated to be such in writing and signed by an authorized representative of the party
and attached to the original Agreement.
SEVERABIUTY I .
If any provision of this Agreement or any provision of any document incorporated ey reference shall be
held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given
effect without the invalid provision, if such remainder conforms to the requirements of applicable law and
the fundamental purpose of this agreement, and to this end the provisions of this Agreement are declared
to be severable.
ALL WRITINGS CONTAINED HEREIN
This agreement contains all the terms and conditions agreed upon by the parties. No other
understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to
exist or to bind any of the parties hereto.
RATIFICATION
Any act consistent with the authority and prior to the effective date of this agreement is hereby ratified
and affirmed.
CONTRACT MANAGEMENT
The program manager for each of the parties shall be responsible for and shall be the contact person for
all communications and billings regarding the performance of this Agreement.
Highline College:
All correspondence and notices related to this agreement shall be delivered or emailed to the Executive
Director of Business Development, Rich Shockley, Highline College, PO Box 98000 MS CV-320, Des Moines,
WA 98198.
City of Federal Way:
Communications and billing contact person shall be Brian Davis, Interim City Administrator, City of Federal
Way, 33325 8t' Avenue South, Federal Way, WA 98003.
Highline College shall indemnify and hold harmless the City, its elected official, officer, employees, and
agents from all claims, costs, damages, or expenses arising out of the negligence of Highline College, its
officers, employees, and agents in connection with this Agreement. The City shall indemnify and hold
harmless Highline College, its officers, employees, and agents from all claims, costs, damages, or expenses
arising out of the negligence of the City, its elected officials, officer, employees, and agents in connection
with this Agreement. In the case of negligence of both Highline College and the City, any damages allowed
shall be levied in proportion to the percentage of negligence attributable to each party. The provisions of
this Section shall survive the expiration or termination of this Agreement with respect to any event
occurring prior to such expiration or termination.
IN WITNESS, the Parties execute this Agreement affective January 1, 2023.
CITY OF FEDERAL WAY:
c e;�07 �
r
well, ayor
DATE:— /2-5
'3
ATTEST:
-a GVV�I
Ufy C erk, Stephanie Cau t7, C
APPROVED AS TO FORM:
_- lqr�
Ci Attorney, J. Ry6 Call
HIGHLINE COLLEGE:
ay:
Printed Name:'�l,
Title: �/ a
Date: .�
STATE OF WASHINGTON
COUNTY OF KING
On this day personally appeared before me !�� LhuGl}-�`" known to be
they \P n�- of Highline College that executed the foregoing instrument and
acknowledge the said instrument to be the free and voluntary act and deed of said corporation, for the
uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said
instrument and that the seal affixed, if any, is the corporate seal of said corporation.
Given my hand and official seal this 2 l day of b , 2022C 3
Notary's signature:
Notary's printed name: �f (V1���
Notary Public in and for the State of Washington.
Heather Mc&eea
N01°'yP"� My commission expires: 3 ZS ZS
Stale of Waehi vm
MY APprr+uu F�iree aisrla7s
Carrssian Hurn�r 21C117e6
EXHIBIT A
SCOPE OF WORK
The following is the Scope of Work for business advisory services by the Small Business Development
Center ("SBDC") at Highline Community College for the City of Federal Way, Washington ("CITY") to
Federal Way based -businesses in 2023.
The SBDC shall do or provide the following:
1. Provide "One -on -One" business advising services;
2. Research for said business as part of advising services (secondary research) provided as part of the
SBA funding delivered through the SBDC;
3. Training and Education in areas such as, but not limited to: Business operations, marketing,
management, use of technologies, and access to capital with traditional and alternative lenders;
4. Provide international trade and export assistance;
5. Participate in Association of Foreign Consulate Event (Spring 2023) sponsored by the City of Federal
Way; working with other Highline College Trade Programs and SBA partners to support Federal Way's
lead in event planning; and
6. Provide information to Federal Way businesses on "Doing Business in Federal Way," provided to SBDC
by the City.
SERVICE DESIGN
To meet the above objectives, the SBDC will provide counseling that may include financial analysis and
forecasting, formulation of a marketing strategy, organizational analysis and strategy, or other services
needed for small business development for businesses in Federal Way.
DELIVERABLES
The SBDC will provide quarterly progress reports and an annual report to the City. The reports will reflect
all of the performance goals set out to achieve the minimum business advisory services to eight (8)
businesses per quarter and thirty-two (32) annually of unduplicated eligible clients with funds provided in
this agreement and agreed to by parties.
In an annual report, the SBDC will provide to the City summaries of work it has completed for Federal Way
businesses served that includes the following:
P Number of clients/businesses served in 2023.
• Identify current state of clients business as one of the three following types: Existing, start-up,
and/or pre -venture. Then identify in one of the following categories: '
• Retail
■ Wholesale
Manufacturer
Food Processor
■ Restaurant
Professional Business Service
Medical/Healthcare
.o,, Construction
Information/Communication/Technology
Hospitality
* Arts
• Transportation
Identify type of service provided.
• Identify if client and business received capital.
Identify the number of jobs created and retained..
:• Identify demographics by gender, race, and veteran status.
-HrCG-�-- H L i Nn .-7
C O L L E G E
office of the President
July 9, 2019
To whom it may concern:
I, Dr. John Mosby, of Highline College District 9, authorize the following individuals to negotiate for and
contractually bind the organization:
Michael Pham, Vice President for Administration Services
Highline College
2400 S. 240th Street
PO Box 98000
Des Moines, WA 98198-9800
206-592-3701
Emily Lardner, Interim Vice President for Academic Affairs
Highline College
2400 S. 240th Street
PO Box 98000
Des Moines, WA 98198-9800
206-59 Z-3711
Please do not hesitate to contact me should you require any additional information.
Sincerely,
Dr. Sohn Mosby,
President of Highline College
Tel: 206-592-3200
:.�. ;5
:5� D.O. Box9B000 Des Molnes, WA 913198-9000
www, highline.edu (206) 592-3200 (106) 670 375d