HomeMy WebLinkAboutC-8934-2 - Assignment Agreement (for On-Call M/RSA for Sewer Manhole Lining Services)ASSIGNMENT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH,
SANCON TECHNOLGIES, INC., AND VORTEX SERVICES, LLC
THIS ASSIGNMENT AGREEMENT ("Assignment") is made and entered into as of
this 29th day of April, 2025 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), SANCON
TECHNOLGIES, INC., a California corporation ("Assignor"), whose address is 5841
Engineer Drive, Huntington Beach, California 92649, and VORTEX SERVICES, LLC, a
Delaware limited liability company ("Assignee"), whose address on file with the California
Secretary of State is 18150 Imperial Valley Drive, Houston, Texas 77060, and is made
with reference to the following:
RECITALS
A. On July 29, 2022, City and Assignor entered into an On -Call Maintenance/Repair
Services Agreement (Contract No. C-8934-1) ("Agreement"), to engage Assignor
to perform on -call maintenance and/or repair services for City sewer manhole
lining services ("Project").
B. The parties desire to enter into this Assignment to assign the rights under the
Agreement from Assignor to Assignee.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. ASSIGNMENT
As of the Effective Date of this Assignment, 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 of this Assignment, any
reference to SANCON TECHNOLGIES, INC., a California corporation, or reference to
"Contractor," in the Agreement, shall be deemed to be a reference to Assignee.
As of the Effective Date of this Assignment, Assignor shall have no further rights
of any kind whatsoever under the Agreement.
2. CITY CONSENT TO ASSIGNMENT
Pursuant to Section 17 of the Agreement, City 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.
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IN WITNESS WHEREOF, the parties hereto have executed this Assignment
Agreement on the date first above written.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: q/ i 1 Z S
By:
Aaro C. Harp .bS
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: 5 $ ZS
By:
Joe "ap onIL
Mayor
ASSIGNOR: SANCON TECHNOLGIES,
INC., a California corporation
Date: N 2025
r
By: By:
Leilani I. Brown
City Clerk
�'gCIFO��
Chuck Parsons
Chief Executive Officer
Date: Li j2�25
By:
Gary Dre
Secretary
ASSIGNEE: VORTEX SERVICES, LLC,
a Delaware limited liability company
Date: S_IIl9.ot,�
By:
Mic J Ev n lano
Chief Executive Officer
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AMENDMENT NO. ONE TO
ON -CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH VORTEX SERVICES, LLC FOR
SEWER MANHOLE LINING SERVICES
THIS AMENDMENT NO. ONE TO ON -CALL MAINTENANCE/REPAIR
SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this
29th day of April, 2025 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and VORTEX
SERVICES, LLC, a California limited liability company ("Contractor"), whose address on
file with the California Secretary of State is 18150 Imperial Valley Drive, Houston, Texas
77060, and is made with reference to the following:
RECITALS
A. On July 29, 2022, City and Sancon Technologies, Inc. entered into an On -Call
Maintenance/Repair Services Agreement (Contract No. C-8934-1) ("Agreement")
to engage Assignor to perform on -call maintenance and/or repair services for City
sewer manhole lining services ("Project").
B. On April 29, 2025, City, Sancon Technologies, Inc., and Contractor entered into
an Assignment Agreement assigning rights under the Agreement from Sancon
Technologies, Inc. to Vortex Services, LLC.
C. The parties now desire to enter into this Amendment No. One to extend the term
of the Agreement to July 28, 2027 and to increase the total compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
Section 1 of the Agreement is amended in its entirety and replaced with the
following: "The term of this Agreement shall commence on the Effective Date, and shall
terminate on July 28, 2027, unless terminated earlier as set forth herein."
2. COMPENSATION TO CONTRACTOR
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following: "City shall pay Contractor for the Services on a time and expense not -to -exceed
basis in accordance with the provisions of this Section, the Letter Proposal and the
Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by
reference. Except as otherwise provided herein, no rate changes shall be made during
the term of this Agreement without the prior written approval of City. Contractor's
compensation for all Services performed in accordance with this Agreement, including all
reimbursable items, shall not exceed Four Hundred Eighty Thousand Dollars and
00/100 ($480,000.00), without prior written amendment to the Agreement."
The total amended compensation reflects Contractor's additional compensation for
additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subContractor fees, in an amount not to exceed Two
Hundred Thousand Dollars and 00/100 ($200,000.00).
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.
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IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: W ® C ys
By:
Aar n C. Harp 5
City Attorney
ATTEST:
Date: Vy �' goo6
( r
By:
Leilani I. Brown
City Clerk
�CIFO¢�
CITY OF NEWPORT BEACH,
a California Municipal corporation
Date: 5�$1 ZS
By; V
Joe ltapl4ton
Mavor
CONTRACTOR: VORTEX SERVICES,
LLC, a California limited liability company
Date: c / i 126z•S'
By: zfz�
ichael an Vellano
Chief Executive Officer
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