HomeMy WebLinkAboutC-6407 (A) - Assignment Agreement Regarding the PSA Between The City of Newport Beach and Smart Utility Systems, Inc.n
CQ.
�.J
T ASSIGNMENT AGREEMENT REGARDING THE
-� PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF NEWPORT
BEACH AND SMART UTILITY SYSTEMS, INC.
THIS ASSIGNMENT AGREEMENT ("Assignment") is made and entered into as
of this 29th day of April, 2016, ("Effective Date"), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ("City") and
SMART UTILITY SYSTEMS, INC., a Delaware corporation ("Contractor"), whose
address is 19900 Mac Arthur Blvd, Suite 370, Irvine, CA 92612, and is made with
reference to the following:
RECITALS
A. On November 24th, 2015, City and Smart Utility Systems, LLC entered into that
certain Professional Services Agreement ("Agreement"), for Smart Utility
Systems, LLC to provide customer engagement and analytical services
("Project").
B. On April 22nd, 2016, Smart Utility Systems, LLC, requested that the City assign
Smart Utility Systems, LLC's rights and obligations under the Agreement to
Contractor.
C. The parties desire to enter into this Assignment to assign the rights under the
Agreement from Smart Utility Systems, LLC to Contractor.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. ASSIGNMENT
As of the Effective Date of this Assignment, Smart Utility Systems, LLC hereby
assigns to Contractor, all of the rights, title and interest in and obligations of Smart Utility
Systems, LLC under the Agreement. Contractor, hereby accepts such assignment and
hereby assumes, agrees and undertakes to perform all obligations of Smart Utility
Systems, LLC pursuant to the Agreement. Any reference to Smart Utility Systems, LLC
in the Agreement shall be deemed to be a reference to Contractor.
As of the Effective Date of this Assignment, Smart Utility Systems, LLC shall
have no further rights of any kind whatsoever under the Agreement.
2. CITY CONSENT TO ASSIGNMENT
Pursuant to Sections 15 & 16 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.
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: 6
By: o�
Aaron C. Harp
City Attorney
ATTEST: 5.111.
� 1 1 /
Date: -
By:
Leilani I. Brown
City Clerk
C'
iL4-6 � J
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: S)zl ►%.
Dave Kiff
City Manager
CONTRACTOR: SMART UTILITY
SYSTEMS, INC., a Delaware Corporation
Date:
By: Signed in Counterpart
Deepak Garg
Chairman and Chief Executive Officer
Date:
By: Signed in Counterpart
Ray Howlett
Chief Financial Officer
AGREED: SMART UTILITY SYSTEMS, LLC,
a California limited liability company
Date:
By: Signed in Counterpart
Deepak Garg
Chairman and Chief Executive Officer
Date:
By: Signed in Counterpart
Ray Howlett
Chief Financial Officer
[END OF SIGNATURES]
SMART UTILITY SYSTEMS, INC. Page 2
IN WITNESS WHEREOF, the parties hereto have executed this Assignment
Agreement on the date first above written.
APPROVED AS TO FORM:
CITY ATT��O/��/;� OFFICE
Date:
By:'C'—
Aaron
or
Aaron C. Harp 101\10
City Attorney oav,e
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Dave Kiff
City Manager
CONTRACTOR: SMART UTILITY
SYSTEMS, INC., a Delaware Corporation
Date: April 27, 2016
By: By:-� —
Leilani I. Brown DeepakGarg
City Clerk Chairman and Chief Executive Officer
Date: April 27, 2016
4
By:
Ray Howlett
Chief Financial Officer
AGREED: SMART UTILITY SYSTEMS, LLC,
a California limited liability company
Date: April 27, 2016
By:
Deepak— Gang
Chairman and Chief Executive Officer
Date: April 27, 2016
,, r
'�K
B 1
By: �
Ray Howlett
Chief Financial Officer �uON
EXECUTION VERSION
SUS Legal Department I Reviewed
[END OF SIGNATURES]
SMART UTILITY SYSTEMS, INC. Page 2