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HomeMy WebLinkAboutC-8507-6A - Assignment and Assumption Agreement (for PSA for Fire and Life Safety Plan Review Services)Q �t i f" ASSIGNMENT AND ASSUMPTION AGREEMENT O BETWEEN THE CITY OF NEWPORT BEACH, CALIFORNIA, PACIFIC FIRE ENGINEERING, INC. AND FNS PREVENTION GROUP, LLC V THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is made and entered into as of this 25th day of September, 2017 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), PACIFIC FIRE ENGINEERING INC., a California corporation ("Assignor"), whose address is 4214 Floyd Drive, Corona, California 92833, and FNS PREVENTION GROUP, LLC, a California limited liability company ("Assignee"), whose address is 25100 Vista Murrieta Road, Apartment 1224, Murrieta, California 92562, and is made with reference to the following: RECITALS A. On September 1, 2017, Assignor, entered into a Professional Services Agreement ("Agreement") with City to provide City with fire and life safety plan review services. B. On September 8, 2017, Assignor requested City assign Assignor's rights and obligations under the Agreement to Assignee. C. The parties desire to enter into this Assignment to assign all of Assignor's rights, title and interest in and obligations under the Agreement to Assignee. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. ASSIGNMENT As of the Effective Date, Assignor hereby assigns to Assignee all of Assignor's rights, title and interest in and obligations under the Agreement. Assignee hereby accepts such assignment and hereby assumes, agrees and undertakes to perform all obligations of Assignor pursuant to the Agreement, as of the Effective Date. Any reference to Assignor in the Agreement shall be deemed to be a reference to Assignee. As of the Effective Date, Assignor shall have no further rights of any kind whatsoever under the Agreement. 2. CITY CONSENT TO ASSIGNMENT Pursuant to Section 15 of the Agreement, City hereby consents to and approves of this Assignment. 3. INTEGRATED CONTRACT Except as expressly modified herein, all other provisions, terms, and covenants set forth in the Agreement shall remain unchanged and shall be in full force and effect. [SIGNATURES ON NEXT PAGE] IN WITNESS WHEREOF, the parties have caused this Assignment to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California m nicipaI corporation Date: Date: % L S 2,-2(7- By: 0 By: L By: o Aaron C. Ha Seimone Jurjis City Attorney Community Development Director ATTEST: qZ /7 Date: 6 By: A& � &43!.�, - Leilani I. Brown City Clerk ASSIGNOR: PACIFIC FIRE ENGINEERING INC., a California corporation Date: 9 � Z G -/7 Bm( w� Steven P. Biship President / Secretary ASSIGNEE: FNS PREVENTION GROUP, LLC, a alifornia limitability company Date: , By: To-dd Daniel Letterman Sole Member [END OF SIGNATURES] ASSIGNMENT AND ASSUMPTION AGREEMENT Page 2