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HomeMy WebLinkAboutContract CAG-17-183 U W TAC 0 M A � KeyBank Professional Development Center September 7, 2017 MEMORANDUM OF AGREEMENT between University of Washington Tacoma and City of Renton THIS AGREEMENT, is made and entered into by and between the City of Renton, hereinafter referred to as "COR," and the University of Washington Tacoma, hereinafter referred to as "UWT" (colfectively, the "Parties"). THE PURPOSE OF THIS CONTRACT is to formalize an agreement for COR to provide a "Government Performance Consortium Forum"for the UWT as authorized under RCW 43.09.470. Statement of Work The City of Renton will engage with Daniel Markovitz to lead workshops at a learning forum hosted by the Government Performance Consortium ("GPC"). The forum will provide an opportunity for local and county government leaders and employees to begin or further their understanding of lean concepts and methodologies. All costs associated with this work are not to exceed$20,000. Forum Overview 11/7/17: THE FIT ORGANIZATION:This full-day workshop, based on his new book, Building the Fit Organization, presents the six core principles that will make any organization stronger, faster, and more competitive. By reframing continuous improvement as a journey towards organizational fitness, it provides a non-alienating cognitive and cultural on-ramp for the audience. 11/8/17: A FACTORY OF ONE:This half-day wo�kshop draws on the concepts from Mr. Markovitz's Shingo Research Award-winning book of the same title. Attendees learn how to apply lean manufacturing principles to individual work so that they can get more value-added works done with less effort. Period of Performance Subject to its other provisions,the period of performance of this Agreement shall be between the execution of this Agreement(the"Effective Date")through December 31,2017 unless terminated sooner as provided herein. Pavment Compensation for the work provided in accordance with this Agreement has been established in compliance with the terms of RCW 39.34.130. The parties have determined that the cost of accomplishing the work herein will not 1 exceed$20,000 in total. Payment is contingent on COR providing the deliverables within the identified standards. Any additional services provided by COR and/or its subcontractors will require a written agreement amendment, approved and processed through UWT prior to beginning additional services. Biliing Procedure COR shall submit one invoice upon completion of the work specified in the"Statement of Work"above. Payment to COR for approved and completed work will be made by warrant or account transfer by the UWT within 30 days of receipt and approval of the invoice. Upon expiration of the Agreernent, any claim for payment not already made shall be submitted within 30 days after the expiration date or the end of the fiscal year,whichever is earlier. Records Maintenance The parties to this Agreement shall each maintain books,records documents and other evidence which sufficiently and properly reflect all direct and indirect costs incurred by either party in the performance of the service(s) described herein. These records shall be subject to inspection,review or audit by personnel of both parties,other personnel duly authorized by either party, UWT and federal officials so authorized by law. Unless the Washington State Retention Schedule for cities ("CORE") requires a longer period, all books, records, documents, and other material relevant to this Agreement will be retained for six years after expiration and UWT, federal auditors, and any persons duly authorized by the parties shall have full access and the right to examine and copy any of these materials during the period. Records and other documents, in any medium, furnished by one party to this Agreement to the other party, will remain the praperty of the furnishing party,unless otherwise agreed. The receiving party will not disclose or make available this material to any third parties without first giving notice to the furnishing party and giving it a reasonable opportunity to respond. The parties acknowledge that the records generated or used in the creation or performance of this Agreement are subject to R.C.W. 42.56, the Public Records Act and, that the provisions thereof supersede the terms of this Agreement. Each party will use reasonable security procedures and protections to assure that records and documents provided by the other party are not erroneously disclased to third parties. In the event of a public records request, the party receiving the request will notify the other party so that it may seek injunctive relief if it chooses to do so. Ri�hts in Data Unless otherwise provided,data which originates from this Agreement shall not be"works for hire" as defined by the U.S.Copyright Act of 1976 and shall be owned by the individual copyright owners. Data shall include, but not be limited to, reports, documents, work papers, computer programs, films, tapes and/or sound reproductions. The copyright owners, unless otherwise stated, license UWT to use data in print, online at the UWT website or in video format. Ownership includes the right to copyright, patent, register and the ability to transfer these rights. Agreement Alterations and Amendments This Agreement may be amended only by mutual agreement of both parties. Amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. Termination Either party may terminate this Agreement upon 30 days' prior written notification to the other party. If this 2 Agreement is so terminated, the parties shail be liable only for performance rendered or costs incurred in accordance with the terms of the 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 fifteen (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 member to the Dispute Board. The members so appointed shall jointly appoint an additional member to the Dispute Board. The Dispute Board shall review the facts, Agreement 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 RCW 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 ru le, the inconsistency shall be resolved by giving precedence in the following order: a. Applicable state and federal statutes and rules; b. The statement of work; and c. Any other provisions of the Agreement, as amended, including materials incorporated by reference. Assi�nment The work to be pravided under this Agreement, and any claim arising there under, 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 a writing signed by an authorized representative of the party and attached to the original Agreement. Severabilitv If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without 3 the invalid provision, if such remainder conforms to the requirements of app�icable law and the fundamental purpose of this Agreement, and to this end the provisions of this Agreement are declared to be severable. All Writin�s 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. A�reement Mana�ement The designated coordinator for each of the parties shall be responsible for and shall be the contact person for all communications, notices,and billings regarding the performance of the Agreement. The Contract Coordinator for the City of Renton: Contract Coordinator for the KeyBank Professional Development Center, UW Tacoma: Kristi Rowland,Senior Finance Analyst Lisa Reeves, Director 1055 S Grady Way 1900 Commerce Street Renton WA 98057 Tacoma,WA 98402 (425)430-6947 (253) 692-4604 KRowland(c�Rentanwa.�ov reevesl uw.edu IN WITNESS WHEREOF,the parties have executed this Agreement. Jay Covington Tye V. Minckler State of Washington City of Renton University of Washington Tacoma , _ � , � �� �"�2a��c:��i�- Signature Signature — ��"/J�it'G�l �l� 9/27/17 Chief Administrative O�ficer Date Vice Chancellor Finance&Administration Date Approved as to Legal Form: .i�E'� �d'� � '��. Shane Moloney, City Attd�ney 4