HomeMy WebLinkAboutC-8455-2 - Assignment Agreement (for PSA for Online Short Term Rental Listing Audit Service)N
ASSIGNMENT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
V GRANICUS, LLC
THIS ASSIGNMENT AGREEMENT ("Assignment") is made and entered into as of
this 14th day of February, 2020 ("Effective Date"), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ("City") and
GRANICUS, LLC, a Minnesota limited liability company ("Granicus"), whose address is
408 Saint Peter Street, Suite 600, Saint Paul, Minnesota 55102, and is made with
reference to the following:
RECITALS
A. On March 24, 2017, City and Host Compliance LLC, a Delaware limited liability
company ("Host Compliance") entered into a Professional Services Agreement
("Agreement") for Host Compliance to provide online short-term rental listing audit
services.
B. On March 23, 2018, City and Host Compliance entered into Amendment No. One
to the Agreement to reflect additional Services not included in the Agreement, to
increase the total compensation, update the Administration section, and update
the Legal Notices information.
C. On September 24, 2018, City and Host Compliance entered into Amendment No.
Two to the Agreement to extend the term of the Agreement to June 30, 2019, and
to update Consultant's notice provision.
D. On November 26, 2018, City and Host Compliance entered into Amendment No.
Three to the Agreement to increase the total compensation based on the volume
of Work.
E. On February 26, 2019, City and Host Compliance entered into Amendment No.
Four to the Agreement to extend the term of the Agreement to June 30, 2020, and
to increase the total compensation based on the volume of Work.
F. Pursuant to the Agreement and the Amendments thereto, City agreed to
compensate Host Compliance for a total not to exceed amount of Two Hundred
Ten Thousand Dollars and 00/100 ($210,000.00) for the term of the Agreement,
commencing on March 24, 2017 and terminating on June 30, 2020.
G. The parties desire to enter into this Assignment to assign the rights under the
Agreement from Host Compliance to Granicus.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. ASSIGNMENT
As of the Effective Date, Granicus hereby accepts such assignment and hereby
assumes, agrees and undertakes to perform all obligations of Host Compliance pursuant
to the Agreement as of the Effective Date. Any reference to Host Compliance and/or
Consultant in the Agreement, shall be deemed to be a reference to Granicus.
As of the Effective Date, Host Compliance 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 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.
4. COUNTERPARTS
This Assignment may be executed in two (2) or more counterparts, each of which
shall be deemed an original and all of which together shall constitute one (1) and the
same instrument.
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Granicus, LLC Assignment Agreement Page 2
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: A/[(
By: 46
A ron C. Harp
City Attorney
ATTEST:
Date: � �vA,v ( 9 � n
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: a " t 3 -�!=Q ;)�
By:
Gr -e) . Leung
C' anager
HOST COMPLIANCE LLC, a Delaware limited
liability company
Date:
By: By:
Leilani I. Brown
City Clerk
Signed in Counterparl
Dawn Kubat
Vice President of Legal
[END OF SIGNATURES]
Granicus, LLC Assignment Agreement Page 3
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:
By:
z�-
Affibn C. Harp
City Attorney
ATTEST:
Date:
On
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By.
Grace K. Leung
City Manager
HOST COMPLIANCE LLC, a Delaware limited
liability om any
Date:
By:
Dawn Kubat
Vice President of Legal
[END OF SIGNATURES]
Granicus, LLC Assignment Agreement Page 3