HomeMy WebLinkAboutC-8269-1A - Assignment Agreement (for PSA for Fire Station No. 2 Architectural/Engineering Services)N
ASSIGNMENT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
PBK ARCHITECTS, INC.
THIS ASSIGNMENT AGREEMENT ("Assignment") is made and entered into as of
this 19th day of July 2022 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and
WOLFF/LANG/CHRISTOPHER ARCHITECTS, INCORPORATED, doing business as
("DBA"), WLC ARCHITECTS, INC., a California corporation, whose address is 8163
Rochester Ave., Ste 100, Rancho Cucamonga, California, 91730 ("Assignor"), and PBK
Architects, Inc., a Texas corporation, whose address is 11 Greenway Plaza, 22nd Floor,
Houston, Texas, 77046, with local address of 8163 Rochester Avenue, Suite 100, Rancho
Cucamonga, California, 91730 ("Assignee"), and is made with reference to the following:
RECITALS
A. On November 22, 2016, City and Assignor entered into a Professional Services
Agreement ("Agreement") to engage Assignor to provide architectural and
engineering design services to prepare contract documents for Fire Station No. 2,
located at 475 32nd Street ("Project").
B. On December 31, 2019, City and Assignor entered into Amendment No. One to
the Agreement to extend the term of the Agreement, and to update insurance
requirements ("Amendment No. One").
C. On November 10, 2020, City and Assignor entered into Amendment No. Two to
the Agreement to reflect additional Services not included in the Agreement, as
amended, to extend the term of the Agreement, and to increase the total
compensation ("Amendment No. Two").
D. On November 24, 2020, City and Assignor entered into Amendment No. Three to
the Agreement to reflect additional Services not included in the Agreement, as
amended, and to increase the total compensation ("Amendment No. Three").
E. Pursuant to the Agreement, as amended, City agreed to compensate Assignor a
total not to exceed amount of Six Hundred Thirty Nine Thousand Eight Hundred
Dollars and 00/100 ($639,800.00)
F. The parties now desire to enter into this Assignment to assign the rights under the
Agreement, as amended, 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, Assignee, PBK Architects, Inc., hereby accepts such
assignment and hereby assumes, agrees, and undertakes to perform all obligations of
Assignor, Wolff/Lang/Christopher Architects, Incorporated, DBA, WLC Architects, Inc.,
pursuant to the Agreement, as amended. Any reference to Assignor,
Wolff/Lang/Christopher Architects, Incorporated, DBA, WLC Architects, Inc., and/or
"Consultant" in the Agreement, as amended, shall be deemed to be a reference to
Assignee, PBK Architects, Inc.
As of the Effective Date, Assignor, Wolff/Lang/Christopher Architects,
Incorporated, DBA, WLC Architects, Inc., shall have no further rights of any kind
whatsoever under the Agreement, as amended.
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.
[SIGNATURES ON NEXT PAGE]
PBK Architects, Inc. Assignment Agreement
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IN WITNESS WHEREOF, the parties hereto have executed this Assignment on
the date first above written.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 77112.2
By:
A r n C. Harp-►9
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal cor oration
Date: Z�-
By:
Gr aLeung
Ciy
ASSIGNOR: Wolff/Lang/Christopher
Architects, Incorporated, DBA, WLC
Architects, Inc., a California corporation
Date:
By: X&TJBy:
Leilani . Brown
City Clerk
W
Signed in Counterpart
James P. Dicamillo
Chief Executive Officer
Date:
Signed in Counterpart
Kelley S. Needham
Chief Financial Officer
ASSIGNEE: PBK Architects, Inc.,
a Texas corporation
Date:
By: Signed in Counterpart
Daniel L. Boggio
Chief Executive Officer
Date:
By: Signed in Counterpart
Christopher M. Cunico
Chief Financial Officer/Secretary
[END OF SIGNATURES]
PBK Architects, Inc. Assignment Agreement
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IN WITNESS WHEREOF, the parties hereto have executed this Assignment on
the date first above written.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: -t N/2Z
By:
a n C. Harp -►yam-'
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
ASSIGNOR: Wolff/Lang/Christopher
Architects, Incorporated, DBA, WLC
Architects, Inc., a California corporation
Date: 7 • z7.2 L
By: B
Leilani I. Brown (�T. Dicamillo
City Clerk xecutive Officer
Date: '7.
By:
e �edha
Chief Financial Officer
ASSIGNEE: PBK Architects, Inc.,
a Texas corporation
Date: 11 �71�1,,1
By:
Dan el L. oggio
Chief Executive Officer
Date:
By:
Chris —to —FIT r o
Chief Financial Officer/Secretary
[END OF SIGNATURES]
PBK Architects, Inc. Assignment Agreement
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