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HomeMy WebLinkAboutC-8011-1 - Assignment AgreementASSIGNMENT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND ACADEMIC CHESS OF ORANGE COUNTY LLC THIS ASSIGNMENT AGREEMENT ("Assignment') is made and entered into as of this 23`d day of February, 2016, ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City") and ACADEMIC CHESS OF ORANGE COUNTY LLC, a Wyoming Limited Liability Corporation ("Contractor'), whose address is 26941 Cabot Rd #110 Laguna Hills, CA 92653 and is made with reference to the following: RECITALS A. On January 1, 2015, City and Contractor entered into an Independent Contractor Recreation Instruction Agreement ("Agreement') with Adam Brody, a sole proprietor ("Contractor"), to provide the classes or programs in Enrichment ("Class" or "Program"). B. On February 16, 2016, Adam Brody, sole proprietor, requested that the City assign its rights and obligations under the Agreement to Academic Chess of Orange County LLC, a Wyoming Limited Liability Corporation. C. The parties desire to enter into this Assignment to assign the rights under the Agreement from Adam Brody, sole proprietor to Academic Chess of Orange County LLC, a Wyoming Limited Liability. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. ASSIGNMENT As of the Effective Date, Adam Brody, sole proprietor, hereby assigns to ACADEMIC CHESS OF ORANGE COUNTY LLC, all of the rights, title and interest in and obligations under the Agreement. ACADEMIC CHESS OF ORANGE COUNTY LLC, hereby accepts such assignment and hereby assumes, agrees and undertakes to perform all obligations of Adam Brody, sole proprietor, pursuant to the Agreement as of the Effective Date. Any reference to Adam Brody, sole proprietor, in the Agreement, shall be deemed to be a reference to ACADEMIC CHESS OF ORANGE COUNTY LLC. As of the Effective Date, Adam Brody, sole proprietor shall have no further rights of any kind whatsoever under the Agreement. Academic Chess of Orange County LLC Page 1 2. 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. [SIGNATURES ON NEXT PAGE] Academic Chess of Orange County LLC Page 2 IN WITNESS WHEREOF, the parties hereto have executed this Assignment Agreement on the date first above written. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATT E' OFFICE a California municipal corporation Date: 6 Date: 1-1 - - I to By: By: Aaron C. Harp a Detweiler City Attorney reation & Senior Services Director ATTEST:�� �� CONTRACTOR: ACADEMIC CHESS OF Date: • . ORANGE COUNTY LLC, a Wyoming Limited Liability Corporation Date: By: By: Leilani I. Brown Adam Brody City Clerk Sole Initial Member and Managing Member AGREED: DAM B ODY, sole proprietor Date: By: Adam Brody Sole Proprietor [END OF SIGNATURES] Academic Chess of Orange County LLC