Item No.      5e_Attach 1 
Date of Meeting   April 2, 2013 
INTERAGENCY AGREEMENT 
between 
The Port of Seattle 
and 
Seattle Community Colleges Television (SCCtv) 
THIS AGREEMENT is made and entered into by and between the Port of Seattle and SCCtv, a
part of Seattle Community Colleges District VI. 
IT IS THE PURPOSE OF THIS AGREEMENT to videotape, stream, and make available to the
public the Port of Seattle Commission's meetings and to provide quarterly news magazine style
videos for the Port of Seattle in the same format. 
THEREFORE, IT IS MUTUALLY AGREED THAT: 
STATEMENT OF WORK 
SCCtv shall furnish the necessary personnel, equipment, material and/or services and otherwise do
all things necessary for or incidental to the performance of the work set forth in Attachment "A"
attached hereto and incorporated herein. 
PERIOD OF PERFORMANCE 
Subject to its other provisions, the period of performance of this Agreement shall commence on 
August 1, 2013, and be completed on July 31, 2018, unless terminated sooner as provided herein. 
PAYMENT 
Compensation for the work provided in accordance with this agreement has been established under
the terms of RCW 39.34.130. The parties have estimated that the cost of accomplishing the work
herein will not exceed $237,000 per year. Payment for satisfactory performance of the work shall
not exceed this amount unless the parties mutually agree to a higher amount prior to the
commencement of any work which will cause the maximum payment to be
exceeded. Compensation for services shall be based on the following rates and in accordance with
the following terms, or as set forth in accordance with the budget in Attachment "B" which is
attached hereto and incorporated herein. These costs may be revised in August of each year of this
agreement by mutual agreement to reflect any increases in cost. The Port of Seattle typically limits
increases to the CPI index for King County. 
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BILLING PROCEDURE 
SCCtv shall submit invoices at the end of each month. Payments to SCCtv for approved and
completed work will be made by check or account transfer by the Port of Seattle within 30 days of
receipt of the invoice. Upon expiration of the contract, 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 contract shall each maintain books, records, documents and other evidence which
sufficiently and properly reflect all direct and indirect costs expended by either party in the
performance of the services described herein. These records shall be subject to inspection, review or
audit by personnel of both parties, other personnel duly authorized by either party, the Office of the
State Auditor, and federal officials so authorized by law. All books, records, documents, and other
material relevant to this Agreement will be retained for six years after expiration and the Office of
the State Auditor, federal auditors, and any persons duly authorized by the parties shall have full
access and the right to examine any of these materials during this period. 
Records and other documents, in any medium, furnished by one party to this agreement to the other
party, will remain the property 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. Each party will use reasonable
security procedures and protections to assure that records and documents provided by the other
party are not erroneously disclosed to third parties. 
RIGHTS IN DATA 
Unless otherwise provided, data which originates from this Agreement shall be "works for hire" as
defined by the U.S. Copyright Act of 1976 and shall be owned by the Port of Seattle. Data shall
include, but not be limited to, reports, documents, pamphlets, advertisements, books magazines,
surveys, studies, computer programs, films, tapes, and/or sound reproductions. Ownership includes
the right to copyright, patent, register, and the ability to transfer these rights. If for any reason the
Work Product would not be considered a work made for hire under applicable law, SCCtv 
assigns and transfers to the Port of Seattle the entire right, title and interest in and to all rights in
the Work Product and any registrations and copyright applications relating thereto and any
renewals and extensions thereof. 
INDEPENDENT CAPACITY 
The employees or agents of each party who are engaged in the performance of this Agreement shall
continue to be employees or agents of that party and shall not be considered for any purpose to be
employees or agents of the other party. 
AGREEMENT ALTERATIONS AND AMENDMENTS 
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This agreement may be amended by mutual agreement of the parties. Such 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 Agreement is so terminated, the parties shall be liable only for performance rendered
or costs incurred in accordance with the terms of this Agreement prior to the effective date of
termination. 
TERMINATION FOR CAUSE 
If for any cause, either party does not fulfill in a timely and proper manner its obligations under this
Agreement, or if either party violates any of these terms and conditions, the aggrieved party will
give the other party written notice of such failure or violation. The responsible party will be given
the opportunity to correct the violation or failure within 15 working days. If failure or violation is
not corrected, this Agreement may be terminated immediately by written notice of the aggrieved
party to the other. 
DISPUTES 
In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in
the following manner: Each party to this agreement shall appoint one 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, contract terms and applicable statutes and rules and make a
determination of the dispute. The determination of the Dispute Board shall be final and binding on
the parties hereto. As an alternative to this process, either of the parties may request intervention by
the Governor, as provided by RCW 43.17.330, in which event the Governor's process will control. 
GOVERNANCE 
This contract is entered into pursuant to and under the authority granted by the laws of the state of
Washington and any applicable federal laws. The provisions of this agreement shall be construed to
conform to those laws. 
In the event of an inconsistency in the terms of this Agreement, or between its terms and any
applicable statute or rule, the inconsistency shall be resolved by giving precedence in the following
order: 
a.  Applicable state and federal statutes and rules; 
b.  Statement of work; and 
c.  Any other provisions of the agreement, including materials incorporated by reference. 

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ASSIGNMENT 
The work to be provided under this Agreement, and any claim arising thereunder, is not assignable
or delegable by either party in whole or in part, without the express prior written consent of the
other party, which consent shall not be unreasonably withheld. 
WAIVER 
A failure by either party to exercise its rights under this agreement shall not preclude that party from
subsequent exercise of such rights and shall not constitute a waiver of any other rights under this
Agreement unless stated to be such in a writing signed by an authorized representative of the party
and attached to the original Agreement. 
SEVERABILITY 
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 the invalid provision, if such remainder conforms to the requirements of
applicable law and the fundamental purpose of this agreement, and to this end the provisions of this
Agreement are declared to be severable. 
ALL WRITINGS CONTAINED HEREIN 
This Agreement contains all the terms and conditions agreed upon by the parties No other
understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to
exist or to bind any of the parties hereto. 
CONTRACT MANAGEMENT 
The program manager for each of the parties shall be responsible for and shall be the contact person
for all communications and billings regarding the performance of this Agreement. 

The Program Manager for SCCTV is:         John Sharify 
General Manager, SCCtv 
9600 College Way N 
Seattle, WA 98103 
206-985-3919 
The Program Manager for the Port of Seattle is:   Nancy Blanton 
Manager, Business and Corporate 
Communications, Port of Seattle 
P.O.Box1209 
Seattle, WA U.S.A. 98111 
206-787-3364 
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IN WITNESS WHEREOF, the parties have executed this Agreement. 
State of Washington SCCtv                Port of Seattle 
By: __________________________         By:______________________ 
Tay Yoshitani 
Title: _______________________           Title: Chief Executive Officer
Date: _______________________          Date: ____________________ 

APPROVED AS TO FORM ONLY: 
_____ day of __________________, 2013 
BOB FERGUSON 
Attorney General 
By: __________________________ 
Derek Edwards 
Assistant Attorney General 








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Attachment A 
Statement of the Work 
SCCtv will provide multi-camera productions of the Port of Seattle Commission's regular and
special meetings that are streamed live during each meeting and then encoded and made available
for on-demand viewing via the Internet. The digital files of each meeting will be stored with SCCtv.
SCCtv will provide the bandwidth to access these meetings and to provide viewing by thepublic. 
SCCtv also will provide web interface capability according to the Port's requirements, branded for
the Port of Seattle, for providing public access to meetings along with related agendas and
documentation. 
Most regular Commission meetings are held in Commission chambers at Port of Seattle's Pier 69
Headquarters and at Seattle-Tacoma International Airport. In the event that meetings are held in
selected offsite locations, SCCtv will stream meetings live according to normal procedures where
possible. In locations where live streaming is not supported by available technology, SCCtv will
record the meeting for posting on the Port's website the following day. 
SCCtv also will produce news magazine style videos up to four times per year, entitled Portfolio,
that highlight Port of Seattle activities. The productions will be approximately 20 minutes in length
and will be available to the Port of Seattle for streaming from the Port's website. SCCtv will also
provide the bandwidth to access these programs and to provide viewing by the public. 
Depending on the subject matter, SCCtv may also create additional programs, called Sidelines,
focused on one interviewee, at no additional cost to the Port of Seattle. 








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Attachment B 
Direct and Indirect Costs 
Port Commission Meeting Pricing 
$200       -Titling 
$2400      -Two  Three personnel/full day, three camera, switched shoot (we do not charge
for the fourth, back up camera), including prep, set-up, breakdown 
$500       -Live streaming of meeting 
$600 (6 hrs)  -Editing, encoding, dubbing to tape, posting, delivery to KCTV 
$100       -On-demand streaming/storage 
$40       -Gear and vehicle maintenance per meeting 
$1,085      -Remote meeting location scouting and bonus personnel contingency 
$4,800      Total cost/per meeting ($172,800 per year based on three mtg/mo) 
+$65/hr     Chaptering for website 
$177,480    Invoiced per year, based on three meetings/month 
Portfolio Pricing 
$200       -Meeting/Administrative 
$200       -Logging video (2 hours, conservative) 
$300       -Scripting (3 hours, conservative) 
$7500      -Video shoots (varies, charged by half or full day. A typical show may involve 15
shoots. Pricing at left represents 15 half day shoots charged at $500 per). 
$2500     -Editing 
$400 (4 hrs)  -Encoding, dubbing to miniDV, posting, streaming for on-demand, delivery to
KCTV 
$0         -Creation of Sidelines, including scripting, editing, encoding, etc. 
$11,100     Total cost 
$8000      Invoiced per Portfolio 
(discount $3100) 
$32,000     Total cost per year, based on four shows per year. 

$209,480    Total costs per year 
$27,232     Contingency (13%) 
$236,712    Grand Total per year 

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