4c Northwest Seaport Alliance support services agreements

ITEM NO: 4c
DATE OF MEETING: November 14, 2017
INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 
THIS INTER-LOCAL AGREEMENT ("Agreement") is entered into by and between the Port
of Seattle, a Washington municipal corporation, ("POS") and The Northwest Seaport Alliance, a
Washington Port Public Development Authority ("NWSA") (referred to herein individually as
"Party" and collectively as the "Parties").
WHEREAS, the Port of Tacoma and the Port of Seattle have entered into an agreement
to establish The Northwest Seaport Alliance pursuant to the following federal and state
authorities: (1) the FMC Discussion Agreement, (2) an interlocal agreement with delegated
powers exercised pursuant to the port joint powers statute (RCW 53.08.240) which expressly
permits joint operation and investment outside of a port's district, (3) RCW 39.34.030, the state
Interlocal Cooperation Act, and (4) pursuant to ESHB 1170, WA Session Laws of 2015-6,
(Chapter 53.57 RCW), which authorizes the Ports to create a port development authority to
use, operate and manage certain marine facilities jointly, to be known as the NWSA;
WHEREAS, in order to improve efficiency in obtaining, the services necessary for the
development, redevelopment, repair and maintenance of new and existing facilities, and
providing for the operation of The Northwest Seaport Alliance, NWSA and POS desire to retain
support services from one another pursuant to the terms and conditions contained herein; and 
WHEREAS, the Parties are authorized, pursuant to Chapter 39.34 RCW (the Inter-local
Cooperation Act), to enter into this Inter-local agreement. 
NOW, THEREFORE, the Parties agree as follows: 
I.      General Provisions for Support Services
A.  Duration of this Agreement. Services to be provided under the terms of this Agreement
will be provided during Calendar Year 2018. This Agreement and attached Service Directive
exhibits are effective between January 1, 2018 and December 31, 2018. Subsequent Inter-Local
Agreements for Support Services, if any, will be executed on an annual basis. 
B.  Services Provided. The NWSA and POS have agreed to provide support services to one
another as defined in the Service Directive exhibits attached to this Agreement. Each Service
Directive exhibit defines the scope of services, cost for services, charge methodology, and
service level expectations for each service area to be provided.
C.  Communications. Each Service Directive exhibit identifies the contact people for the
Parties that will coordinate the work for each service area. It is expected that the identified
contact people will communicate frequently, to coordinate the work, to confirm that services

1

INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

are being provided in a manner that meets service level expectations, and to evaluate monthly
financial performance of actual vs. projected spending.
D.  Employment, Policies and Procedures. During the term  of this Agreement, individuals 
providing support services will remain full-time employees of their respective employer, who 
shall continue to be responsible for salary, benefits and retirement contributions. Nothing
contained herein shall be construed as creating an employer/employee relationship between
the individuals providing support services and the entity receiving the services. Staff providing
support services will follow the policies and procedures of their respective employer in
conducting the work. 
E.   Billing Rate and Procedures.  The charge for services will be determined during the
budget cycle for the coming fiscal year. Based on the type of support service and as reflected
on each specific Service Directive exhibit, costs will be allocated in one of the following ways:
(1) monthly based on a fixed charge or formula, (2) charged to projects based on developed
charge out rates or (3) performed as a fee for service based on predetermined charged out
rates. 
F.   Independent  Municipal  Governments. The    Parties  hereto  are  independent
governmental entities  and nothing herein shall be construed to limit the independent
government powers, authority or discretion of the governing bodies of each Party. It is
understood and agreed that this Agreement is solely for the benefit of the Parties hereto and
gives no right to any other party. No joint venture or partnership is formed as a result of this
Agreement. No employees or agents of any Party shall be deemed, or represent themselves to
be, employees of any of the other Party.
G.  Legal obligations. This Agreement does not relieve either Party of any obligation or
responsibility imposed upon it by law. 
H.  Timely Performance. The requirements of this Agreement shall be carried out in a timely
manner according to a schedule negotiated by and satisfactory to the Parties. 
I.    Recording. Copies of this Agreement shall be posted to the web sites of the Parties. 
J.   Audit of Records. During the term of this Agreement, and for a period not less than six
(6) years from the date of termination, records and accounts pertaining to the work of this
Agreement and accounting therefore shall be kept by each Party and shall be available for
inspection and audit by representatives of either Party and any other entity  with legal
entitlement to review said records. If any litigation, claim, or audit is commenced, the records
and accounts along with supporting documentation shall be retained until all litigation, claims,
or audit finding has been resolved, even though such litigation, claim, or audit continues past

2


INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

the six-year (6) retention period. This provision is in addition to and is not intended to supplant,
alter or amend records retention requirements established by applicable state and federal laws. 
II.      Dispute Resolution 
A. Process. The Parties' designated representatives under Paragraph III herein shall use
their best efforts to resolve disputes between the Parties. If the designated representatives are
unable to resolve a dispute, then each Party's responsible Project Directors shall review the
matter and use their best efforts to resolve it. If the Project Directors are unable to resolve the
dispute, the matter shall be reviewed by the department director or chief executive officer of
each Party or his or her designee. The Parties agree to exhaust each of these procedural steps
before seeking to further resolve the dispute in any other forum. Any controversy or claim
arising out of or relating to this Interlocal Agreement, or the breach thereof, which is not
settled by agreement between the Parties, shall be settled by mediation in the State of
Washington, in Pierce or King Counties. In the event either Party reasonably believes mediation
will not result in a solution to the disagreement, mediation may be waived.
B. Controlling law & Venue. This Agreement shall be construed and enforced according
to the laws of the State of Washington. 
III.     Notices 
A. Contact Persons. Any notice, demand, request, consent, approval or communication
that either Party desires or is required to give to the other Party shall be in writing addressed to
the other Party at the addresses as follows unless otherwise indicated by the Parties to this
Agreement: 
NWSA:                 Erin Galeno, Chief Financial and Admin Officer 
PO Box 1837 
Tacoma, WA 98401 
egaleno@portoftacoma.com 
Port of Seattle:                 Dan Thomas, Chief Financial Officer 
PO Box 1209 
Seattle, WA 98111 
thomas.d@portseattle.org 
B. Receipt. Notice shall be deemed "received" on the date of actual delivery or the first
attempted delivery as shown on the return receipt if mailed with the United States Postal
Service by certified mail, return receipt requested, otherwise receipt if presumed three days
after deposit of mail into US Mail, or by receipt of email. 

3

INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

IV.    Indemnification and Hold Harmless 
A. The Parties release each other from, and shall defend, indemnify, and hold each other
and agents, employees, and/or officers harmless from and against all claims, demands, suits at
law or equity, actions, penalties, losses, damages, or costs, of whatsoever kind or nature, made
by or on behalf of the other Party and/or its agents, employees, officers, and/or subcontractors,
arising out of or in any way related to this Agreement, unless and except to the extent the same
be caused in whole or in part by the negligence of a Party or its agents, employees, and/or
officers. 
B. This Agreement includes a waiver of subrogation against all losses sustained by either
Party and/or its agents, employees, officers, subcontractors, and/or insurers, arising out of or
related to this Agreement except to the extent the Parties' losses are caused in whole or in part
by the negligence of the other Party or its agents, employees, and/or officers. 
C. Each Party specifically assumes liability for actions brought by its own employees
against the other Party and for that purpose each Party specifically waives, as respects the
other Party only, any immunity under the Worker's Compensation Act, RCW Title 51. 
D. Both Parties recognize that this waiver was the subject of mutual negotiation. In the
event any Party incurs attorney's fees, costs or other legal expenses to enforce the provisions of
this Agreement against the other Party, all such fees, costs and expenses shall be recoverable
by the prevailing Party. 
E. No liability shall attach to any of the Parties by reason of entering into this Agreement
except as expressly provided herein. 
F. Each Party agrees that it will include in any contract which is related to the work of
this Agreement a provision requiring the contractor to defend, indemnify and hold harmless all
the Parties to this Agreement against any claims arising out of or related to the work of the
contractor. 
G. The provisions of this Article shall survive any termination or expiration of this
Agreement. 
V.    Severability 
If any term or provision of this Agreement, or its application to any person or
circumstance is ruled invalid or unenforceable, the remainder of this Agreement will not be
affected and will continue in full force and effect. 


4

INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

VI.    Limits of Financial Obligations/Property ownership. 
Except as provided above, each Party shall finance its own conduct of responsibilities
under this Agreement. No ownership of property will transfer as a result of this Agreement. 
VII.    Entire Agreement/Amendment 
This Agreement, together with any documents incorporated by reference shall
constitute the entire agreement between the Parties with respect to the Services to be
provided and shall supersede all prior agreements, proposals, understandings, representations,
correspondence or communications relating to the subject matter hereof. No modification or
amendment of this Agreement shall be valid and effective unless approved by both parties in
writing. 
WHEREFORE, the parties have executed this Agreement this ______ day of ______, 
______. 

Northwest Seaport Alliance                Port of Seattle 

John Wolfe                         Dave Soike 
Chief Executive Officer                    Interim Executive Director 
Date                              Date 

Attached Support Service Directives for Calendar Year 2018 
Support Service Agreement between NWSA and POS: 
Exhibit 1  Accounting, Finance, Treasury & Risk Management Support Services 
Exhibit 2  Information Technology Support Services 
Exhibit 3  Public Affairs Support Services 
Exhibit 4  Managing Member and Executive Support Services 
Exhibit 5  Legal and Public Records Support Services 
Exhibit 6  Labor Relations Support Services 
Exhibit 7  Capital Development Support Services 

5

INTER-LOCAL AGREEMENT FOR SUPPORT SERVICES BY AND BETWEEN 
THE PORT OF SEATTLE AND THE NORTHWEST SEAPORT ALLIANCE 

Exhibit 8  Environmental and Planning Support Services 
Exhibit 9  Port of Seattle Police Support Services 
Exhibit 10  Central Procurement Office Support Services 
Exhibit 11  Security & Preparedness Support Services 
Exhibit 12  Marine Maintenance Support Services 
Exhibit 13  Pier 69 Facilities Management Support Services 
Exhibit 14  Portfolio Management Support Services 
Exhibit 15  Tribal Coordination Support Services 
Exhibit 16  Internal Audit Support Services 
Exhibit 17  Additional Support Services as Needed 












6

EXHIBIT 1 - Service Directive: 
Accounting, Finance, Treasury & Risk Management Support Services 

EXHIBIT 1 
Service Directive: 
Accounting, Finance, Treasury & Risk Management Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Accounting, Finance, Treasury & Risk Management Support Services to be provided by POS to
The NWSA include the following: 
1.  Customer invoicing, accounts receivable, collections and cash application for NWSA
customers in King County. 
2.  General accounting services for POS financial transactions associated with The
NWSA. 
3.  Grant  accounting  services  for  $20  million  #DTMA91G150002  DOT  T46
Modernization Tiger Grant where POS is the prime and NWSA is the sub-recipient.
POS Accounting is filing claims and required financial and progress reports per grant
requirements and in accordance with the Uniform Grant Guidance. POS Accounting
has provided and discussed grant compliance requirements with NWSA accounting
in accordance with 2 CFR 200.331. 
4.  Grant reporting related to the Clean Air Program including compliance and ongoing
reporting. 
5.  In conjunction with POT, provide NWSA Capital Project Spending data and
coordinate Cash Reimbursement for 50% of total project spending on monthly basis 
6.  In conjunction with POT, provide information, resources and expertise to ensure The
NWSA is in compliance with Generally Accepted Accounting Principles, Government
Accounting Standards and specific Accounting policies as developed by The NWSA. 

ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 1 - Service Directive: 
Accounting, Finance, Treasury & Risk Management Support Services 

7.  Coordination with POT in creation of The NWSA budget including operating budgets, 
5-10 year capital plan  (including major expense projects  and public expense
projects) and 5-10 year financial forecasts for use in development of the POT and
POS funding plans. 
8.  Coordination with POT in preparation of periodic performance reports for The NWSA
comparing actual results to budget and forecasting full year financial results. 
9.  Coordination  with  POT  on  Environmental  Services  and  related  budgeting,
forecasting, program planning and processing, coding and payment of invoices as
well  as  reporting  on  various  Environmental  Services  related  contracts
(Environmental Finance). 
10. Treasury activities  including short-term cash management and investments 
associated with the NWSA. 
11. Financial Planning and Analysis including financial  and funding  analysis for
investment decisions for The NWSA and coordination in support of Managing
Member debt management. 
12. Provide risk management services to The NWSA for NWSA-licensed properties in
King County and as requested. Scope includes negotiation/update of insurance
policies; process claims; consult on risk management aspects of contracting. 

Cost for Service and Charge Methodology  POS to The NWSA: 

Service Area    Method of      Basis for Charge       Hourly      2018 
Charges1                      Rate, Fixed   Budgeted
Percentage   Amount2 
or Formula 
Risk        Fixed     Charge based on the       3.4% of     $29,272 
Management          standard allocation.       actual
spending 
Insurance      Fixed     Property insurance is      100% of    $332,393 
1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 1 - Service Directive: 
Accounting, Finance, Treasury & Risk Management Support Services 

direct charged to the      property
subclass for the NWSA,    insurance
and based on replacement  for Port
value of the property.     properties
Excess marine liability is    going into
based on the cost         NSWA
allocation provided by the   based on
NWSA. All other insurance   insured
allocated to the subclass   value; and
direct at 2.42%. Based on   2.42% for
property value and cost of  all liability
risk in each operating      insurance. 
division and NWSA. 
Finance &     Fixed    Based on estimated       8.7% of    $169,284 
Budget              support services provided    actual
by each staff to each       spending 
operating division and
NWSA. 
Maritime     Project   Based on estimated      10.1% of    $88,849 
Finance &   Charge/Fixed  support services provided   actual
Budget              by each staff to each      spending
operating division and     (for fixed
NWSA.             method) 
Environmental   Project   Based on estimated       7.5% of    $45,206 
Finance    Charge/Fixed  support services provided    actual 
by each staff to each      spending
operating division and     (for fixed
NWSA.             method) 
AFR Core     Fixed    Charge based on the      3.4 % of    $24,188 
Services               standard allocation.         actual
spending 
AFR Revenue    Fixed    Based on support services   4.0% of    $74,340 
Services               and activities provided by    actual
staff to each operating     spending 
division and NWSA. 
AFR      Fixed    Based on support services  2.0% of   $33,817 
Disbursements           and activities provided by    actual
staff to each operating     spending 
division and NWSA. 
AFR General    Fixed    Based on support services   3.4% of    $74,681 
Accounting             and activities provided by    actual
staff to each operating     spending 
ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 1 - Service Directive: 
Accounting, Finance, Treasury & Risk Management Support Services 

division and NWSA. 
AFR Business    Fixed    Charge based on the      3.4% of    $24,867 
Technology             standard allocation.        actual
spending 
AFR Financial     Fixed     Charge based on the       3.4% of    $31,495 
Reporting              standard allocation.        actual
spending 

Accounting, Finance, Treasury & Risk Management Support Services to be provided by The
NWSA to POS include the following: 
1.  None. 
Primary Contacts: 
NWSA  Erin Galeno 
POS  Dan Thomas 

It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
Before January 1, 2018, agreements will be made on desired standard report formats
and frequencies. 
Accounting services will be provided on standard schedules consistent with, and
coordinating with, POT and POS accounting schedules. 






ILA for Support Services By and Between                                        4 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 2 - Service Directive: 
Information Technology and Business Process Support Services 

EXHIBIT 2 
Service Directive: 
Information Technology and Business Process Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Information Technology and Business Process Support Services to be provided by POS to The
NWSA include the following: 
1.  Provide technology for the POS support service groups that will be providing services to
the NWSA. This may include (but is not limited to): MAXIMO, CAD, Police Systems
(including 911 dispatch), Financial Systems, Project Delivery System, Construction
Document Management System, Contractor Management Systems, Debt Management
System, Emergency Communications, Engineering Archives, Access Control ID Badge,
and GIS, as well as PC, desktop software and technology infrastructure support for those
groups that are providing support to the NWSA. 
2.  Provide WiFi connectivity for NWSA staff working from POS offices. 





ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 2 - Service Directive: 
Information Technology and Business Process Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Functions    Method of     Basis for Charge      Hourly Rate,      2018 
Charges1                    Fixed Percentage   Budgeted
or Formula      Amount2 
PC and    Fixed      PC counts.         0% of PC-related  $0 
Service    allocation    NWSA will turn in their costs 
Desk             POS supported PC's,
Support              so their PC count is 0. 
Direct     Direct      Service requests from  Time and       $0 
Support    charges     NWSA staff for      materials       Actual
miscellaneous IT                  charges
services while they are               expected to
at P69, or accessing                 be minimal 
Port of Seattle systems 
Indirect    ICT costs are  PC Counts for        Estimated at     $621,000 
Technology allocated to  Infrastructure, PC    2.7% of total ICT
Support.    subclasses of  Support and Service    budget ($23.3M) 
Charges for POS service   Desk. 
POS     groups 
service    which are    Systems Support Costs 
providers   then       for Business
using     reallocated   Applications. 
technology  to NWSA as
while     appropriate. 
working
for NWSA. 

Information Technology and Business Process Support Services to be provided by The NWSA to
POS include the following: 
1.  None. 

1  Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2  Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 2 - Service Directive: 
Information Technology and Business Process Support Services 

Primary Contacts: 
NWSA  Erin Galeno 
POS  Kim Albert/Matt Breed 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
To be determined. 













ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 3 - Service Directive: 
Public Affairs Support Services 

EXHIBIT 3 
Service Directive: 
Public Affairs Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 

Scope of Services and Costs for Service: 
Public Affairs Support Services to be provided by POS to The NWSA include the following: 
1.  POT and POS External Affairs/Public Affairs staff will work closely together to support
the NWSA. It is anticipated that at least for the Transition Period, the Alliance will likely
not have additional External Affairs staff. Public Affairs services include: 
o  Government affairs 
o  Communications 
o  Community Engagement 
o  Regional transportation planning  road and rail 
o  International business protocol liaison 
o  Office of Social Responsibility relations 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area  Method         Basis for Charge           Hourly      2018 
of                             Rate, Fixed   Budgeted
Chargesi                             Percentage   Amountii 
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 3 - Service Directive: 
Public Affairs Support Services 

or Formula 
Public      Fixed    Public Affairs will provide services to  9.2% of    $764,013 
Affairs               The Northwest Seaport Alliance      actual
(NWSA) on issues and projects      spending 
where the unique knowledge,
capabilities and relationships of the
POS homeport staff are essential to
advancing NWSA business priorities
and the Port of Seattle's Century
Agenda objectives. The cost
allocation is based on the estimated
staff time supporting each operating
division and the NWSA. 
External Affairs Support Services to be provided by The NWSA to POS include the following: 
1.  None. 
Primary Contacts: 
NWSA  Kurt Beckett 
POS  Julie Collins 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

Service Level Expectations: 
Public Affairs will provide any necessary services to the NWSA. 




i  Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 3 - Service Directive: 
Public Affairs Support Services 

Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii Preliminary budget amount  subject to final budget approval. 

















ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 4 - Service Directive: 
Managing Member/Commission & Executive Support Services 

EXHIBIT 4 
Service Directive: 
Managing Member/Commission & Executive Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Managing Member/Commission & Executive Support Services to be provided by POS to The
NWSA include the following: 
1.  POS executive and Commission staff will coordinate closely with NWSA staff to provide
support for NWSA Managing Member meeting coordination. 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Chargesi                        Percentage   Amountii 
or Formula 
Commission   Fixed   Charge based on the       3.4% of    $68,241 
Office              standard allocation.           actual
spending 
Executive    Fixed   Charge based on the        3.4% of     $59,886 
Office              standard allocation (after       actual
direct charges to the POS     spending 
operating divisions). 


ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 4 - Service Directive: 
Managing Member/Commission & Executive Support Services 

Managing Member/Commission & Executive Support Services to be provided by The NWSA to
POS include the following: 
1.  None. 

Primary Contacts: 
NWSA  Judi Doremus 
POS  Mike Merritt 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

Service Level Expectations: 
Will provide any necessary services to the NWSA. 







i
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii
Preliminary budget amount  subject to final budget approval. 

ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 5 - Service Directive: 
Legal & Public Records Management Support Services 

EXHIBIT 5 
Service Directive: 
Legal & Public Records Management Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Legal & Public Records Management Support Services to be provided by POS to The NWSA
include the following: 
1.  Provide legal services to The NWSA associated with NWSA-licensed properties in King
County, contracts, NWSA legal matters and workplace responsibility. Coordinate with
POT legal support and outside counsel. 
2.  Provide legal services for project-specific environmental matters, litigation, specific
claims, focused contract negotiations, etc. 
3.  Coordinate services of outside counsel as appropriate. 
4.  Provide POS portion of state-mandated NWSA records management, and support for
NWSA PDR requests. This work will be done at the direction of Alliance Public Records
Officer Debbie Givens. 




ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 5 - Service Directive: 
Legal & Public Records Management Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method      Basis for Charge        Hourly    2018 Budgeted
of                       Rate, Fixed    Amount2 
Charges1                     Percentage
or Formula 
Attorney    Fixed   Charge based on the direct  Standard   Direct Charge:
Services             charge and standard       allocation     $38,311 
allocation.               is 3.4% of    Allocation: 
actual      $93,733 
spending   Total: $132,044 
Records     Fixed   Charge based on the      3.4% of     $15,094 
Management        standard allocation.       actual
spending 

Legal & Public Records Management Support Services to be provided by The NWSA to POS 
include the following: 
1.  None. 
Primary Contacts: 
NWSA  Kurt Beckett 
POS  Tom Tanaka 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending. 

Service Level Expectations: 
Legal and Public Records Management will provide any necessary services to the NWSA. 

1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 6 - Service Directive: 
Labor Relations Support Services 

EXHIBIT 6 
Service Directive: 
Labor Relations Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Labor Relations Support Services to be provided by POS to The NWSA include the following: 
1.  Management and negotiation of CBA and other labor relations activities for represented
employees working for POS under service agreements to NWSA (eg: Marine
Maintenance, Port Construction Services). 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Chargesi                        Percentage   Amountii 
or Formula 
Labor     Fixed   Allocation is based on       4.5% of    $61,716 
Relations            number of represented        actual
employees and the number   spending 
of collective bargaining units
for AV and Non-AV divisions,
as well as local unions
outreach efforts related to
labor relations. 
Labor Relations Support Services to be provided by The NWSA to POS include the following: 
1.  None. 
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 6 - Service Directive: 
Labor Relations Support Services 

Primary Contacts: 
NWSA  John Wolf and Dustin Stoker 
POS  David Freiboth 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

Service Level Expectations: 
Labor Relations will provide any necessary services to the NWSA. 







i
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii
Preliminary budget amount  subject to final budget approval. 


ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 7 - Service Directive: 
Capital Development Support Services 

EXHIBIT 7 
Service Directive: 
Capital Development Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Support Services to be provided by POS Capital Development Division to The NWSA include the
following: 
1.  Infrastructure Project Delivery 
a.  POS staff will support The NWSA with project delivery for NWSA projects in King
County. Services include project management, engineering, public works
contract  procurement, construction management, construction safety, and 
construction inspection. 
Note: This does not restrict staff from working on NWSA projects in Pierce
County, but for budgeting purposes, the assumption is that for initial years of
operation, project delivery will be within homeport geography. 
2.  Port Construction Services (PCS) 
a.  NWSA will contract with Port Construction Services for small works construction
services at NWSA-licensed properties in King County. 
3.  Seaport Project Management (SPM) 
POS staff will support The NWSA with project delivery for NWSA projects in King County.
Services for projects start from the initial phase of project initiation to the last phase of
project closeout. SPM project delivery processes include the following phases:
initiation, planning, design, execution, any grant related work and closeout.
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 7 - Service Directive: 
Capital Development Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Functions    Method of      Basis for Charge        Hourly      2018 
Charges1                       Rate, Fixed   Budgeted
Percentage   Amount2 
or Formula 
Project   Expense Projects, Direct               $375,184 
Charges   Charge & Project Costing
Engineering            overhead 
VDC    Variable Driven Charge     12.48% of  $4,363,627 x
allocation for department     actual     12.48%
expense               spending    =$544,581 
PCS-Support    Project   Expense Projects, Direct                 $0 
Services      Charge    Charge & Project Costing
overhead 
VDC    Variable Driven Charge      0.3% of  $5,685,327 x
allocation for department     actual     0.3% =
expense               spending    $17,402 
Project   Expense Projects and Direct            $102,596 
Charges   Charges 
Seaport Project
Direct Charge Markup Exp              $58,623 
Management 
VDC    Variable Driven Charge     57.49% of  $360,569 x
allocation for department     actual     57.49% =
expense               spending    $207,291 
Capital      Fixed    Charge based on the        3.4% of    $607,473 x
Development         standard allocation.        actual    3.4% =
Administration                                spending     $20,890 
Amounts identified in this table reflect Operating Budget only. Capital Budget spending is
detailed in the Capital Budget section of the 2018 Budget and Business Plan and Plan of
Finance. 
Capital Development Support Services to be provided by The NWSA to POS include the
following: 
1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates 
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 7 - Service Directive: 
Capital Development Support Services 

1.  None. 

Primary Contacts: 
NWSA  Dakota Chamberlain 
POS  Ralph Graves 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
Will provide any necessary services to the NWSA. 












ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 8 - Service Directive: 
Environmental Services & Planning Support Services 

EXHIBIT 8 
Service Directive: 
Environmental Services & Planning 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Environmental Services & Planning Support Services to be provided by POS to The NWSA
include the following: 
1.  POS Environmental and Planning services staff will support NWSA on an as-needed
basis, including land use planning, project-related planning and mitigation (Land use
planning will include regional planning as it applies to the area in and around NWSA
managed properties, Zoning analyses, project-related land use planning and review
governmental rules, regulations and plans affecting land use. Key projects will
include review and possible Arena EIS or Pier 1 rezone requests). 
2.  POS Environmental and Planning Services staff will support The NWSA by assisting in
acquisition of appropriate permits and completing appropriate  environmental
review for projects as requested.
3.  NWSA Environmental staff will provide minimal services to POS for air quality
management program. NWSA, POT & POS staff will coordinate closely with The
NWSA on regional programs. 
4.  POS Environmental Services staff will provide hazardous material cleanup response,
hazardous material cleanup, illicit discharge response and management of
hazardous material disposal on NWSA projects if requested.


ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 8 - Service Directive: 
Environmental Services & Planning Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method of     Basis for Charge      Hourly Rate,     2018 
Charges1                       Fixed     Budgeted
Percentage   Amount2 
or Formula 
Environmental   Fixed    Charge based on the     3.4% of the    $21,111 
Services             standard allocation.         Admin
Admin                              budget 
Environmental   Project  Percentage of POS      7.3% of      $206,921 
Services     charges   Environmental & Planning  actual /
Programs            department          budgeted
Budget/Actual costs     spending 
based on analysis of work
activities as determined in
connection with
development of 2018 
Operating Budget. 
includes staff and
contracting time for
Outside Service for
hazardous materials, air
and spill response 
Planning Land    Fixed    Percentage of POS       5% of actual
Use Support           Planning department     / budgeted
Budget/Actual costs       spending 
based on analysis of work
activities as determined in
connection with
development of 2018
Operating Budget. 

1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 8 - Service Directive: 
Environmental Services & Planning Support Services 

Planning and Environmental Services Support Services to be provided by The NWSA to POS
include the following 
1.  It is anticipated that the following support will be provided by the NWSA environmental
team: 
2.  Air Quality: The NWSA air quality team collectively will support POS with about 20% of
an FTE or about 6.66% of the total team's time. Sara Cederberg is the team lead. 
Primary Contacts: 
NWSA  Jason Jordan, Deanna Seaman, Sara Cederberg, Nicola Graham 
POS  New Director, Maritime Environment and Planning, Joseph Gellings, Paul Meyer, Mike
DeSota 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations:
To be determined. 









ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 9 - Service Directive: 
Port of Seattle Police Support Services 

EXHIBIT 9 
Service Directive: 
Port of Seattle Police Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Port of Seattle Police Support Services to be provided by POS to The NWSA include the
following: 
1.  The NWSA will contract with POS Port Police for services at NWSA-licensed properties in
King County. 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Chargesi                        Percentage   Amountii 
or Formula 
Police       Fixed    The overall Allocation was      1.9% of     $523,342 
based on hours in assigned to   actual
particular units. Hours are     spending 
provided from the Police
scheduling system from July
1, 2016 through June 30
2017. Breakdown of
allocation to Maritime units
was determined from calls
for service to specific
properties. 

ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 9 - Service Directive: 
Port of Seattle Police Support Services 

Port of Seattle Police Support Services to be provided by The NWSA to POS include the
following: 
1.  None. 

Primary Contacts: 
NWSA  Dustin Stoker 
POS  Rod Covey 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

Service Level Expectations: 
Port of Seattle Police will provide any necessary services to the NWSA. 







i
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii
Preliminary budget amount  subject to final budget approval. 

ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 10 - Service Directive: 
Central Procurement Office Support Services 
EXHIBIT 10 
Service Directive: 
Central Procurement Office Support Services 
This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Central Procurement Office (CPO) Support Services to be provided by POS to The NWSA include
the following: 
1.  Provide procurement services associated with NWSA projects in King County 
2.  Provide procurement services as necessary to support NWSA staff working from POS
offices. 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area    Method of      Basis for Charge       Hourly      2018 
Chargesi                        Rate, Fixed   Budgeted
Percentage   Amountii 
or Formula 
CPO     Project   Use Project Costing      3.4 % of   $5,662 
Construction   Charge/Fixed  Charge first; and then use    actual
the standard allocation     spending 
formula. The vast amount   (for fixed
of our work is Capital with   method) 
some Expense. 
Non-Project     Fixed    Charge based on the      3.4 % of    $7,996 
CPO Expense            standard allocation.        actual
spending 
Central      Fixed     Charge based on the       3.4 % of    $78,815 
Procurement          standard allocation.       actual
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 10 - Service Directive: 
Central Procurement Office Support Services 

Admin                              spending 
Purchasing            No more cost allocations    0% of      $0 
Services               to the NWSA in 2018.        actual
spending 

Primary Contacts: 
NWSA  Erin Galeno 
POS  Nora Huey 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending. 

Service Level Expectations: 
Service will be provided as needed where POS Central Procurement Office can aid and
assist Alliance efforts through direct procurement, allowing use of POS contracts or
working collectively on mutual procurement needs. 





i
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii
Preliminary budget amount  subject to final budget approval. 

ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 11 - Service Directive: 
Security & Preparedness Support Services 

EXHIBIT 11 
Service Directive: 
Security & Preparedness Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Contract Security Support Services to be provided by POS to The NWSA include the following: 
1.  POS will manage contract security services as needed at NWSA-licensed properties
in King County. Those contract security charges will be billed to NWSA. 
2.  Maintain compliance with the Maritime Transportation Security Act (MTSA) at all
properties. 
3.  Maintain security personnel services for properties to provide for the protection of
the asset from theft, vandalism and other criminal activities. 
4.  Maintain security personnel services and U.S. Coast Guard required Facility Security
Plan (FSP) for properties to maintain compliance with MTSA and applicable laws,
regulations, policies and procedures. 
5.  Provide emergency management services to ensure continuity of operations,
mitigation of hazards and coordinated responses to planned and unplanned
emergent/emergency events. 
6.  Maintain liaison with Federal, State, County, City and other governmental and law
enforcement agencies for legal/regulatory compliance and emergency management,
to include act as representative for Maritime Security Committees. 
7.  Maintain the ability of the facilities to communicate effectively on the Port of Seattle 
800 MHz Radio System through radios provide by the Port of Seattle and operated
through a Memorandum of Agreement with the tenants as part of the emergency
management and security program. 
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 11 - Service Directive: 
Security & Preparedness Support Services 

8.  Coordinate drills and exercises of security plans and emergency management
activities with all Port of Seattle Maritime Properties and the appropriate federal,
state and local authorities in order to maintain regulatory/legal requirements and
operational readiness. 
9.  Represent the Port of Seattle and all Maritime properties and activities at the U.S.
Coast Guard Area Maritime Security Committee. 
10. Represent Washington State Public Ports on the Puget Sound Harbor Safety
Committee. 
11. Where appropriate, maintain Port of Seattle  access control program and
infrastructure for access to facilities in compliance with U.S. Coast Guard
regulations. 
12. Where appropriate, maintain Port of Seattle video surveillance program and
infrastructure for video surveillance of Port of Seattle properties. 
13. Maintain Port of Seattle 24 hour a day, 7 day a week Duty Officer response
telephone number for security and emergencies (206) 787-3688 
14. Where appropriate, provide safety, security and emergency management training
for Port of Seattle personnel, contractors, vendors and tenants. 
15. Where appropriate, maintain the Port of Seattle TWIC program for maritime
facilities. 
16. Technical support of Police Dispatch Services. 
17. Cyber Security protection, detection and response services. 







ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 11 - Service Directive: 
Security & Preparedness Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area    Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Charges1                      Percentage   Amount2 
or Formula 
Security &    Fixed   Charge based on the level of   5.6% of     $34,934 
Preparedness  Allocation  support to the NWSA.        actual
Admin                              spending 
ICT       Fixed   Charge based on the        3.1% of     $31,017 
Information  Allocation  standard allocation.         actual
Security                                    spending 
Contract     Direct   Budget/Actual expenditures  Budgeted/   $500,000 
Security    Charges   for contract security at       Actual 
Services             NWSA-licensed properties.    spending 
Initial estimate of costs to be
determined in connection
with development of 2018 
Operating Budget. 

Contract Security Services to be provided by The NWSA to POS include the following: 
1.  Contract security guard services at Terminal 5 to provide for perimeter security,
deterrence of theft, vandalism, criminal activity in the preservation of the value of the
asset, and compliance with USCG MTSA requirements. 
2.  Contract security guard services at other NWSA facilities not occupied by a tenant to
prevent theft, vandalism and criminal activity in the preservation of the value of the
asset, and compliance with USCG MTSA requirements as applicable. 
Primary Contacts: 
NWSA  Dustin Stoker 
POS  Russ Read/Mike McLaughlin 
1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 11 - Service Directive: 
Security & Preparedness Support Services 

It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
Monthly billing statements for security personnel to be provided by thePort of Seattle 
Maritime Security program to the NWSA for services provided. 
The Port of Seattle provides 24 hour a day, 7 days a week security and emergency
response via the Maritime Duty Officer telephone number (206) 787-3688. 
Other service level expectations to be determined as needed. 













ILA for Support Services By and Between                                        4 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 12 - Service Directive: 
Marine Maintenance Support Services 

EXHIBIT 12 
Service Directive: 
Marine Maintenance Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Support Services to be provided by POS Marine Maintenance to The NWSA include the
following: 
1.  The NWSA will contract with POS Marine Maintenance for facility maintenance
services at NWSA license properties in King County.
2.  Other to be determined. 
3.  Other to be determined. 







ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 12 - Service Directive: 
Marine Maintenance Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method      Basis for Charge      Hourly Rate,     2018 
of                          Fixed     Budgeted
Charges1                      Percentage    Amount2 
or Formula 
Marine    Project  Project and other work as            $1,342,277 
Maintenance   Charges  budgeted in 2018                  Total direct
Operating Budget. Actual               charge
charges will be for actual                 budget
projects and work                    NWSA
performed.                       subclasses 
Marine   Overhead To be based on pro-rata     10.8%     $940,602 
Maintenance  not direct share of cost of total                 Total
charged  projects and other work             allocations
through  performed for NWSA,              Maintenance
overhead Maritime Division and               and Parks
rate    Economic Development                 subclasses 
Division. 
Mitigation    Project  Project and other work as              $444,434 
Parks      Charges   budgeted in 2018                    Total direct
Operating Budget. Actual               charge
charges will be for actual                budget for
projects and work                   Mitigation
performed.                        Parks
subclass 
Marine Maintenance Support Services to be provided by The NWSA to POS include the
following: 
1.  None. 
Primary Contacts: 
NWSA  Dustin Stoker 
POS  Skip Himes, Rob Lane 
1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 12 - Service Directive: 
Marine Maintenance Support Services 

It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
To be determined. 















ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 13 - Service Directive: 
Pier 69 Facilities Management Support Services 

EXHIBIT 13 
Service Directive: 
Pier 69 Facilities Management Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Pier 69 Facilities Management Support Services to be provided by POS to The NWSA include the
following: 
1.  POS will provide the NWSA with the following fully serviced office space for the
NWSA employees housed at Pier 69: 
a.  Three (3) enclosed window offices totaling 486 s/f 
b.  One (1) unenclosed window offices totaling 162 s/f 
c.  Twelve (12) standard workstations totaling 904 s/f 
d.  One (1) file storage bank totaling 102 s/f 
2.  POS will provide fully serviced office space, conference space and common use
space for those POS service groups housed at Pier 69 that provide services to NWSA. 
3.  POS will provide the NWSA with use of the commission chambers, conference
center, and common use space at Pier 69. 
4.  POS will provide NWSA employees housed at Pier 69 with access to the motor pool
fleet. 


ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 13 - Service Directive: 
Pier 69 Facilities Management Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Charges1                      Percentage   Amount2 
or Formula 
Pier 69      Fixed    Percentage of office space     10.2% of    $207,841 
Facilities             charges based on % of overall    actual
Management        square feet occupied by     spending 
NWSA staff housed at POS
plus allocation, based on
corporate allocations for
some larger departments, 
and default corporate
allocations for others, of
office space occupied by
Corporate and CDD groups. 

Pier 69 Facilities Management Support Services to be provided by The NWSA to POS include the
following: 
1.  None. 
Primary Contacts: 
NWSA  Erin Galeno 
POS  Nick Milos 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
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Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 13 - Service Directive: 
Pier 69 Facilities Management Support Services 

Service Level Expectations: 
Pier 69 Facilities Management will provide NWSA with the same high level of service it
provides to the POS. 
POS employees and NWSA employees housed at Pier 69 will be subject to the same
policies and procedures with respect to requesting and receiving facility management
services. 















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Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 14 - Service Directive: 
Portfolio Management Support Services 

EXHIBIT 14 
Service Directive: 
Portfolio Management Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Portfolio Management Support Services to be provided by POS to The NWSA include the
following: 
1.  For NWSA-licensed properties in King County, POS staff will provide property
management information tracking including updating of software system for lease
management, property management, tenant management, insurance and surety
compliance management, coordination with billing/invoicing, and current routine
reporting. Additional reports as requested may be subject to additional charges. 
2.  For NWSA-licensed properties in King County, POS staff will provide utility
administration including processing of utility invoices and billing of tenants their
share of utility expense as well as reimbursement of tenants paying utility providers
directly where Port or other tenants are also using those services. Ser vices also
include budgeting for relevant utility revenue and expense accounts. 




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Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 14 - Service Directive: 
Portfolio Management Support Services 

Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Charges1                      Percentage   Amount2 
or Formula 
Portfolio      Fixed    Percentage of Portfolio        15.9% of    $165,199 
Management        Management department     actual
(also includes          costs based on analysis of     spending 
Central Harbor         work activities as determined
Mgmt,         in connection with
Maritime          development of 2018 
Industrial            Operating Budget. 
Admin, Marina
Office & Retail
Mgmt) 

Portfolio Management Services to be provided by The NWSA to POS include the following: 
1.  None identified at this time. 
Primary Contacts: 
NWSA  Don Esterbrook 
POS  Melinda Miller, Joe Pelonio 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
Timely and accurate. 

1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 15 - Service Directive: 
Tribal Coordination Support Services 

EXHIBIT 15 
Service Directive: 
Tribal Coordination Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
The Muckleshoot Indian Tribe, the Suquamish Indian Tribe, and the port share a common area
of operations, including bay and channel areas throughout north and south Elliott Bay. Since
1995, Treaty tribes and the port have cooperated through a series of agreements, with the
objective to avoid and minimize potential negative effects on Treaty-protected fishing access, in
conjunction with cargo and passenger activities and infrastructure improvements at port
marine terminal facilities. 
Background
The Port of Seattle conducts government-to-government relations with the Muckleshoot and
Suquamish Indian tribes as federally recognized, Treaty-protected native sovereign nations. 
POS long-term commitment to the Muckleshoot and Suquamish Indian tribes relates to
maintenance of usual and accustomed treaty fishing access adjacent to port marine terminal
sites throughout Elliott Bay, the East and West waterways, and the Duwamish Waterway. 
Treaty tribe authority: The Muckleshoot Indian Tribe and the Suquamish Indian Tribe have
authority to exercise treaty-reserved fishing rights in Elliott Bay, the East and West waterways
in south Elliott Bay, and the Duwamish Waterway. This includes two elements affecting port
marine terminal facilities: (1) direct fishing access at marine terminal locations and (2)
participation in federal decision-making for proposed port development that might affect treaty
fishing access. 
The tribes can fish in nearly all areas required for navigational access to port facilities, so
navigational and berth access to all port marine terminal facilities during fishing periods
(generally August through January) must be accomplished without substantially impeding
fishing activities. 

ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 15 - Service Directive: 
Tribal Coordination Support Services 

Treaty tribes have equal decision-making authority with federal agencies, including the U.S.
Army Corps of Engineers, U.S. Fish and Wildlife Service, National Marine Fisheries Service, and
Environmental Protection Agency, regarding authorizations required by the port for
development, operation, and maintenance of marine cargo infrastructure. This authority also
extends to federal Superfund cleanup determinations and natural resource damage and
restoration requirements. 
Treaty tribe and port cooperation: The Muckleshoot Indian Tribe and the port have worked to
manage successful Treaty fishing access with marine cargo and passenger vessel access. 
Experience during the past 15 years indicates that actions taken to design, construct, and
operate port facilities to avoid conflicts with Treaty fishing improves safety, reduces damage to
fishing gear and vessels, allows for effective harvest, reduces the potential for delays in vessel
arrivals and departures, and reduces uncertainty for port-sponsored marine terminal
development actions. 
Since 1995 all capital Port of Seattle development and marine facility improvement projects,
including Terminal 5, Terminal 18, Terminal 30, Terminal 91, and Terminal 115, have included
agreements to compensate Treaty tribes for adverse "in-water" effects on Treaty fishing, in
instances where displacement of fishing access could not be avoided or minimized.
Compensation measures in most cases consisted of payments to the Muckleshoot and
Suquamish Indian tribes. 
In addition, recent agreements with the Muckleshoot Indian Tribe have provided for
coordination of fishing activities with marine terminal operations. During fishing periods, the
Muckleshoot Tribe and the port have agreed on measures and funding for twenty-four hour
monitoring and management, to minimize potential disruption of net fishing, while allowing for
movement of cargo and passenger vessels. 
POS and NWSA are currently in discussions with Suquamish and Muckleshoot regarding Vesssel
coordination programs that would be in affect starting 2018. The final agreements with each
tribe may be different regarding obligations of each party and have a different length of term. 

Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Tribal Coordination Support Services to be provided by POS to The NWSA include the following: 
1.  POS and NWSA staff will coordinate closely on tribal coordination and negotiations
affecting marine cargo projects. 
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Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 15 - Service Directive: 
Tribal Coordination Support Services 

2.  POS staff will provide administrative services in connection with Tribal Coordination
activities to The NWSA. 
3.  Other to be determined. 
Cost for Service and Charge Methodology  POS to The NWSA: 
Service Area   Method       Basis for Charge        Hourly      2018 
of                         Rate, Fixed   Budgeted
Charges1                      Percentage   Amount2 
or Formula 
Tribal      Fixed    Percentage of Cruise &        0.8% of     $11,838 
Coordination          Maritime Operations         actual
department costs based on    spending 
analysis of work activities as   To reflect
determined in connection     direct
with development of 2018      labor
Operating Budget.         charges for
Mike
McLaughlin 

Tribal Coordination Support Services to be provided by The NWSA to POS include the following: 
1.  Regular engagement with POS and recognized Tribal Communities concerning items of
mutual interest to resolve problems, communicate ports development plans, receive
tribal concurrence necessary for issuance of ACOE permits for port projects, coordinate
vessel access to port facilities with tribal treaty fishing access needs, identify
government to government opportunities that could result in mutual benefits and other
reasons for maintaining and growing strong relationships between the ports and the
tribes.
Primary Contacts: 
NWSA  Kurt Beckett 
1
Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
2
Preliminary budget amount  subject to final budget approval. 
ILA for Support Services By and Between                                        3 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 15 - Service Directive: 
Tribal Coordination Support Services 

POS  Mike McLaughlin 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.
Service Level Expectations: 
To be determined. 
To be determined. 














ILA for Support Services By and Between                                        4 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 16 - Service Directive: 
Internal Audit Support Services 

EXHIBIT 16 
Service Directive: 
Internal Audit Support Services 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 

Scope of Services and Costs for Service: 
Internal Audit Support Services to be provided by POS to The NWSA include the following: 
1.  Based on the risk assessment performed by RSM, Internal audit will select an area
within which we will perform a performance or an operational audit at the Northwest
Seaport Alliance. 

Service Area  Method         Basis for Charge           Hourly      2018 
of                             Rate, Fixed   Budgeted
Chargesi                             Percentage   Amountii 
or Formula 
Internal     Fixed    Based on the scope of work and the  Hourly     TBD 
Audit              actual hours spent by Internal Audit.   Rate 

Internal Audit Support Services to be provided by The NWSA to POS include the following: 
1.  None. 
Primary Contacts: 
NWSA  Darren Arakaki 
POS  Glenn Fernandes 
ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 16 - Service Directive: 
Internal Audit Support Services 

It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending.

Service Level Expectations: 
Internal Audit will meet Port of Seattle's standards for excellence. 



i  Method Options: Fixed, Project Charges, Fee for Service/Variable. Costs associated with support services will be
charged to the Alliance as follows: 
Fixed allocation  Charged as a fixed allocated percentage or formula that will be applied monthly to
the actual expenditures. 
Project Charges  Charged to specific projects based on current procedures. 
Fee for Service/Variable  Charges will be tracked and charged based on level of use monthly at rates
agreed to when need for service is determined. 
ii Preliminary budget amount  subject to final budget approval. 









ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 17 - Service Directive: 
Additional Support Services as Needed 
EXHIBIT 17 
Service Directive: 
Additional Support Services as Needed 

This document is an Exhibit to the Inter-Local Agreement for Support Services By and Between
the Port of Seattle (POS) and The Northwest Seaport Alliance (NWSA) for Calendar Year 2018.
The NWSA and POS have agreed to provide support services to one another as defined in
Service Directive exhibits. Each Service Directive exhibit defines the scope of services, cost for
services, charge methodology, and service level expectations for each service area to be
provided. Refer to the governing Inter-Local Agreement for terms under which these services
are provided. 
Time period: 
This agreement is for calendar year 2018. 
Scope of Services and Costs for Service: 
Additional Support Services to be provided by POS to The NWSA as Needed: 
1.  POS will provide miscellaneous additional support services as requested by The NWSA.
The specific scope of those services will be determined at the time of the request.
These are services that are not covered by one of the other service agreement exhibits.
Charges will be tracked and charged based on level of use monthly at rates agreed to
when need for service is determined 
Cost for Service and Charge Methodology  The NWSA to POS: 
Service Area      Method of Charges      Basis for Charge     Hourly Rate,
Fixed
Percentage or
Formula 
Any other     Direct charges based on the  TBD            TBD 
supporting     services provided. 
services that
are not listed
on the Exhibits 


ILA for Support Services By and Between                                        1 
Port of Seattle and The Northwest Seaport Alliance

EXHIBIT 17 - Service Directive: 
Additional Support Services as Needed 
Primary Contacts: 
NWSA  Kurt Beckett 
POS  Dan Thomas & Michael Tong 
It is expected that the identified contact people will communicate frequently, to coordinate the
work, to confirm that services are being provided in a manner that meets service level
expectations, and to evaluate monthly financial performance of actual vs. projected spending. 

Service Level Expectations: 
To be determined for each individual service to be provided at the time of request. 













ILA for Support Services By and Between                                        2 
Port of Seattle and The Northwest Seaport Alliance

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