HomeMy WebLinkAboutC-8554-3 - Assignment Agreement ( for M/RSA for Traffic Signal Maintenance Services)L
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ASSIGNMENT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
YUNEX LLC
THIS ASSIGNMENT AGREEMENT ("Assignment") is made and entered into as of
this 17th day of May 2022 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City") and YUNEX LLC, a
Delaware limited liability company ("Yunex LLC"), whose address is 9225 Bees Caves
Road, Austin, TX 78733 and is made with reference to the following:
RECITALS
A. On July 1, 2018, City and Siemens Industry, Inc., a Delaware corporation, entered
into a Maintenance/Repair Services Agreement for Traffic Signal Maintenance
Services ("Agreement"), which commenced on July 1, 2018, with an original term
of one (1) year, with the City's option to automatically renew for four (4) additional
one (1) year terms, not to extend beyond June 30, 2023, without a written
amendment to the Agreement.
B. Pursuant to the Agreement, City agreed to compensate Siemens Industry, Inc.
Five Hundred Thousand Dollars and 00/100 ($500,000.00) for the original term
and for each renewal term, for a total not to exceed amount of Two Million Five
Hundred Thousand Dollars and 00/100 ($2,500,000.00).
C. On March 25, 2019, City entered into an assignment agreement to assign the
rights under the Agreement from Siemens Industry, Inc. to Siemens Mobility, Inc.
D. The parties now desire to enter into this Assignment to assign the rights under the
Agreement from Siemens Mobility, Inc. to Yunex LLC.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
ASSIGNMENT
As of the Effective Date, Yunex LLC hereby accepts such assignment and hereby
assumes, agrees and undertakes to perform all obligations of Siemens Mobility, Inc., as
assigned from Siemens Industry, Inc., pursuant to the Agreement as of the Effective Date.
Any reference to Siemens Industry, Inc., and/or Contractor in the Agreement, shall be
deemed to be a reference to Yunex LLC.
As of the Effective Date, Siemens Mobility, Inc. 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.
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.
[SIGNATURES ON NEXT PAGE]
Yunex 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:
By: A
a on C. Harp
City Attorney
ATTEST -
Date:
Date: 4• A(- OAR;(
;(
CITY OF NEWPORT BEACH,
a California muni ipal corporation
Date:
--01�t 124 7,2.,
By:
Gra . Leung
Cit Manager
SIEMENS MOBILITY, INC., a Delaware
corporation
Date:
By: A&LAhmi�� — By:
City Clerk
Signed in Counterpart
Marc Buncher
Chief Executive Officer
Date:
Signed in Counterpart
Marsha Smith
Chief Financial Officer
YUNEX LLC, a Delaware limited liability
company
Date:
Signed in Counterpart
By:
Rodney Mathis
President
Date:
By:_
Signed in Counterpart
Dirk Rauber
Chief Financial Officer
[END OF SIGNATURES]
Yunex 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:"'�4
r
a on C. Harp
City Attorney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
SIEMENS MOBILITY, INC., a Delaware
corporation
Date:
By:
Marc Buncher
Chief Executive Officer
Date: 1 2-0 ZZ_
By:
Marsha Smith
Chief Financial Officer
YUNEX LLC, a Delaware limited liability
company ,
Date: a 4 " a 2
By:
Rodney Mathis
President
Date: t--Z2 Z(12d22
By:
Dirk Rauber
Chief Financial Officer
[END OF SIGNATURES]
Yunex LLC Assignment Agreement Page 3