Minutes Exhibit A 
Port Commission Regular Meeting of January 9, 2018 

Port of Seattle Commission 
Diversity in Contracting Policy Directive 
As adopted January 9, 2018 
SECTION 1.  Purpose. 
The Port finds that minority and women businesses are under-represented and have been
under-utilized on Port contracts. The purpose of this policy directive is to provide the maximum
practicable opportunity for increased participation by minority and women  owned and
controlled businesses in Port contracting for public works, consulting services, supplies,
material, equipment, and other services to create the opportunity to leverage Port spend to
increase WMBE utilization. 
SECTION 2.  Definitions. 
For the purposes of this chapter: 
"Affirmativeefforts" means documented reasonable attempts in good faith to contract with
women and minority businesses. 
"Availability" or "available" asused in this chapter means a business that is interested in and 
capable of performing the work within the time frame required and to the quality specified in
the solicitation and contract. 
"Capability" or "capable" as used in this section means that a business appears able to perform
a commercially useful function in performance of the work. 
"Commerciallyuseful function" means the performance of real and actual services in the
discharge of any contractual endeavor. 
"Contract" means  an  agreement for public works, consulting services, supplies, material,
equipment, or other services. 
"Contract awarding authority" meansany individual, office, or division that is receiving the
benefit of the contract. 
"Contractor" means a business that has a contract with the Port.
"Division" meansany Port of Seattle organization structure that has a director that reports to
the Executive Director. 
"Women or minority business" (WMBE) means a business that is at least 51 percent owned and
controlled by women and/or minority (including, but not limited to African Americans, Native
Americans, Asians, and Hispanics) group members.

"Central database" means an electronic database that collects, aggregates, and tracks monthly
Port-wide, division, and department-level utilization of small business, women and minority 
owned business, and other classifications across various categories and contract types and
promotes transparency for the public. 
"Relevant demographic data" is defined as, but not limited to,Asian-Pacific Americans, Black
Americans, Hispanic Americans, Native Americans, Asian, and Women, and other characteristic
information related to a business owner's sexual orientation, sex/gender, race, ethnicity, or
veteran status as self-reported and/or certified by another government entity, as deemed
necessary or relevant to eliminating disparity in Port contracting. 
"Utilization" is defined as both the percent of contracting dollars paid to WMBE firms as well as
the number of WMBE firms under contract. 
SECTION 3.  Scope and Applicability. 
This policy shall apply to all contracts and other activities at the Port, including construction and 
consulting contracts, purchased goods, and services. 
SECTION 4.  Responsibilities. 
The Executive Director shall pursue the Century Agenda goal to increase WMBE utilization in all
Port contracts and shall: 
A.  Achieve the Century Agenda goal to triple the number of WMBE firms that contract with the
Port and increase to 15 percent the percentage of dollars spent on WMBE contracts, within
five years of the Diversity in Contracting Program implementation; 
B.   Within 120 days of passage of this policy directive, develop a Diversity in Contracting
Program that identifies affirmative efforts to afford women and minority businesses the
maximum practicable opportunity to meaningfully participate on Port contracts and to
achieve the Port-wide goals; 
C.   Incorporate  these  WMBE  goals into the Port's Long Range Plan to the fullest extent
reasonable, including incorporation into Long Range Plan scorecards, reports, and Long
Range Plan updates. Further, the Executive Director shall prepare and publish an annual
report each year titled Diversity in Contracting Annual Report; 
D.  Improve inclusion and outreach to sustain and improve WMBE participation and to reduce
disparity in Port contracting; 
E.   Take  affirmative  efforts  to  assure  equality  of  contracting  opportunity  through  the
development and application of Inclusion Plans or other tools as necessary; and 

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F.   Expand opportunities for WMBE firms across Port functions, wherever practicable. 
SECTION 5.  Policy. 
A.  The Diversity in Contracting Program shall include: 
(1) Responsibilities, policies, practices, and processes that can change the Port procurement
and contracting processes and provide a more receptive environment for the utilization
of WMBE firms, and to ensure that businesses and contractors of all tiers working on
Port contracts and subcontracts utilize WMBE firms, wherever feasible or as required. 
(2) Development of a standard procedure for the Port-wide  WMBE goal setting, and
collection and reporting of relevant demographic data to be stored in a central
database. 
(3) Identify categories of contracts that will require WMBE inclusion plans and other tools
that will be applied to other categories of contracts Port-wide.
(4) Clear  lines  of responsibility and accountability for  implementation of the  WMBE
program and a designated WMBE liaison for each division. 
(5) Make WMBE goal setting and affirmative implementation efforts part of the annual
performance evaluation for each Port division director and their staff and require
standardized WMBE program training, implementation, and coordination for all division 
leaders and their WMBE representatives. 
B.   The Diversity in Contracting Annual Plan shall include: 
(1) Specific  measures  the  contract-awarding  authority  will  undertake  to  increase  the
utilization of WMBEs and to reduce disparity in Port contracting; and 
(2) Specific goals by division for WMBE utilization:
(a) Each Port division will review future procurements to identify available firms on
upcoming contracts to create a utilization goal  that is justifiable, bold,  and
challenging. 
(b) Construction goals, other than small works, based on historic utilization plus two
percent, until such time that a disparity study or other valid internal data can
demonstrate a reasonable level of utilization.
C.   To improve inclusion and outreach to sustain and improve WMBE participation and to
reduce disparity in Port contracting, the Port shall: 

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(1) Support training and assistance to Port staff to increase participation in outreach and to
learn about the internal and external resources available to include WMBE firms in their
procurement and contracting; 
(2) Improve and expand technical assistance,  including WMBE certification,  business
development, training, and mentoring programs for WMBE firms to enhance bidding
expertise and promote greater coordination with advocacy organizations, businesses, 
individuals, and public agencies and other Port departments; 
(3) Create opportunities for members of the contracting and vendor community, Port, and
other stakeholders to work collaboratively on recommendations for how the Port can
more effectively use the directives in this policy directive; 
(4) Assist  contractors  desiring  to  bid  on  Port  covered  contracts  to  comply  with  the
affirmative  efforts  provisions  for  such  contract,  and  offer  information  as  to
organizations and agencies available to assist such contractor in recruiting, mentoring,
training, or otherwise preparing potential subcontractors; and 
(5) Cooperate and establish formal and/or informal partnerships and mutual cooperation
with the Office of Minority and Women's Business Enterprises and other public agencies
to carry out the purposes of this policy directive, as needed. 
D.  Affirmative efforts to assure equality of contracting opportunity required: 
(1) Develop procurement tools, such as WMBE inclusion plans, and require bidders and
proposers to comply with the WMBE solicitation requirement in order to sustain and
improve participation of WMBE in Port covered contracts; 
(2) Prepare and require that Port covered contracts include specifications pertaining to 
equal opportunity affirmative efforts to assure equality in contracting opportunity, and
goals for subcontracting to women and minority businesses. Any goals established 
under this chapter shall be reasonably achievable; however, no utilization requirements
shall be a condition of contracting, except as may be allowed by RCW 49.60.400; 
(3) Identify and implement a Port-wide method to regularly monitor and measure the Port
WMBE program and attainment of the goals by contractors; 
(4) May establish aspirational goals for the participation of women and minority businesses
in a particular Port contract on a case-by-case basis; 
(5) Work closely with other divisions and departments to ensure all policies, practices, and
processes are consistent and complementary and make it easier for WMBE firms to 
pursue Port contracts; 

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(6) Define, implement, and monitor appropriate processes and procedures to ensure
prompt payments and change order processing to address timely payment of
contractors, suppliers, and subcontractors at all tiers. Review and recommend potential
for including prompt pay in performance goals. 
E.   Affirmative efforts in subcontracting: 
(1) All contractors, including WMBE firms, shall actively solicit bids for subcontracts to
qualified, available, and capable WMBE to perform commercially useful functions; 
(2) Contractors shall consider the grant of subcontracts to women and minority bidders on
the basis of substantially equal proposals in the light most favorable to women and
minority businesses; 
(3) At the request of the relevant Port department, when inclusion plans are required,
contractors  shall  furnish  evidence  of  the  contractor's  compliance  with  these
requirements of women and minority solicitation and will submit evidence  of
compliance with this section as part of any bid. Contractors shall provide records 
necessary to document affirmative efforts to subcontract with women and minority 
businesses on Port contracts; 
(4) Compliance with all requirements and past performance under this policy directive may 
be included in the evaluation of future procurements; and 
(5) In applying the provisions of this Policy Directive to contracts funded in whole or in part
with federal funds and subject to 49 CFR Part 23, Subpart D,  regarding Airport
Concessions Disadvantaged Business Enterprises (ACDBE) or 49 CFR 26, Subpart C,
regarding Disadvantaged Business Enterprises (DBE), references to Women and Minority
Businesses shall also include federally recognized ACDBEs or  DBEs. In the event of a
conflict between the provisions of this chapter, or the rules implementing this policy
directive, and the requirements of 49 CFR 26, Subpart C, or 49 CFR Part 23, Subpart D, or
any other superseding applicable federal statute or regulation, the provisions of the
federal statute or regulation shall control. 
F.   Expanding Opportunity. 
(1) The Port shall review and recommend how to expand opportunities for WMBE firms in
other Port enterprise opportunities, for example real estate leases, to encourage and
promote access to Port facilities by September 1, 2018. 
(2) The Port shall develop a baseline utilization number for veteran owned businesses and
propose a reasonable Port-wide goal and division goals to the Commission for inclusion
in the Century Agenda by September 1, 2019. 

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SECTION 6.  Program Evaluation. 
A.  Benchmarks and metrics to evaluate the Diversity in Contracting Program shall include: 
(1) Incorporation of these WMBE goals into the Port's Long Range Plan to the fullest extent
reasonable, including incorporation into Long Range Plan scorecards, reports, and Long
Range Plan updates. 
(2) Specific measures the contract  awarding authority will undertake to increase the
participation of women and minority businesses and to reduce disparities, including the
number of events or outreach activities conducted to ensure responsiveness to bid
opportunities. 
(3) Progress towards specific division WMBE utilization goals, including the number of
opportunities a division has available, the goals established for those opportunities and
the actual utilization, including periodic review of disparity study results to determine
reasonableness of goals. 
(4) Data reporting using the standard procedure identified in the WMBE program for the
Port-wide collection and reporting of relevant demographic data including percent of
spend, number of businesses, and type of procurements. 
(5) Preparation and publication of an annual report titled Diversity in Contracting Annual
Report. 
B.  The Internal Audit Director shall include the Diversity in Contracting Program in Internal
Audit Department's2019 work plan to determine adherence to this policy and include in
future years as the Commission Audit Committee deems appropriate. 
SECTION 7.  Fiscal Implications. 
Fiscal implications shall be reviewed by the Executive Director annually, at a minimum, to ensure
the implementation of the policy directive is adequately resourced and shall submit a budget
request as appropriate. 





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