HomeMy WebLinkAboutC-6298(A) - Assignment and Assumption AgreementW
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ASSIGNMENT AND ASSUMPTION AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH, CALIFORNIA, HARBOR CLEAN,
INC., AND DANIEL WEST
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is made
and entered into as of this 17th day of November, 2017 ("Effective Date"), by and
between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), HARBOR CLEAN, INC., a California corporation ("Assignor"),
whose address is P.O. Box: 1021, Newport Beach, California 92659, and DANIEL
WEST, a sole proprietor ("Assignee"), whose address is 16291 Waikiki Lane,
Huntington Beach, California 92649, and is made with reference to the following:
RECITALS
A. On November 3, 2014, Assignor entered into a Maintenance/Repair Services
Agreement ("Agreement") with City to perform maintenance and/or repair
services for City ("Project").
B. Assignor requests 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 and Assignor hereby consent to
and approve of this Assignment.
3. NOTICES
Section 23.3 is hereby amended in its entirety and replaced with the following:
"23.3 All notices, demands, requests or approvals from City to Contractor shall
be addressed to Contractor at:
Attention: Daniel West
Econolite Systems, Inc.
16291 Waikiki Lane
Huntington Beach, CA 92649"
4. 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.
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ASSIGNMENT AND ASSUMPTION AGREEMENT Page 2
IN WITNESS WHEREOF, the parties have caused this Assignment to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Aaron C. arp I (AM olLa11}
City Attorney--_)
ATTEST:
Date: /�. ��
C
By: fA L)A M
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By: /ztz
David A. ebb
Public Works Director
ASSIGNOR: HARBOR CLEAN, INC., a
California corporation
By: Signed in Counterpart
Daniel West
President
Date:
By: Signed in Counterpart
Timothy West
Secretary
ASSIGNEE: DANIEL WEST, a sole proprietor
Date:
Signed in Counterpart
Daniel West
Sole Proprietor
[END OF SIGNATURES]
ASSIGNMENT AND ASSUMPTION AGREEMENT Page 3
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 municipal corporation
Date: Date:
1
By: By:
Aaron C. Harp uA %%jk31k1- David A. Webb
City Attorney Public Works Director
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
ASSIGNOR: HARBOR CLEAN, INC., a
California corporation
Date: 4 j o %r i
By: G c
Timothy West
Secretary
ASSIGNEE: DANIEL WEST, a sole proprietor
Date: P-1 A/00-01 I
0
51 West
Proprietor
[END OF SIGNATURES]
ASSIGNMENT AND ASSUMPTION AGREEMENT Page 3