HomeMy WebLinkAboutContract 51254-CA1CSC No. 51254-CA1
CITY OF FORT WORT'H
ASSIGNMENT
For value, received Grey Wall Software, LLC ("Assignor"), hereby assigns to Veoci, Inc.
("Assignee"), all of its right, title and interest in and to any and all sums of money now due or to
'oecome due from the City of Fort Worth to Assignor under PSK 11226/ CSCO 51254 (the
"Contracts") and Assignee agrees to assume and perform all duties and obligations required by
Assignor under the terms of the Coniracts.
This Assignment constitutes the entire agreement between Assignor and Assignee with
respect to the subject matter hereo£ No modi�cation of any provision af this Assignment shall
be effective unless in writing and signed by Assignor and Assigilee. This Assignment shall inure
to the benefit of and be binding upon Assignor and Assignee and their respective successors and
assigns. This Assignment shall be govenied by the terms of the original Contracts between
Assignor and various other entities and the City of Fort t�Vorth arid the laws of the State of Texas,
without application of principles of conflicts of law.
This Assigiunent may be executed in one or more couriterparts each of which shall be
deemed an originai but all of which together shall constitute one and the same instrument.
Signed signature pages may be transmitted by facsimile or e-mail, and any such signature shall
have the same legal effect as an original.
Dated the �/� day of ���- 2021.
Grey Wall SoftwarE, LLC
(Assignor)
,
By: :,-��..� ` �^��
Print: s'u,�������E,� S � - �,��
Title: Chief Executive Officer
Veoci, Inc.
(Assignee)
By:
Print:
Title: Chief Finan�,ial Officer
�FFICIAL REC�RD
CITY SECRETARY
FT. W�RTH, TX
ASSIgCilnerit Paae 1 of 3
0
CITY OF FC)RT �VORTH
ASSIGNMENT
For value, received Grey Wall Software, LLC ("Assignor"), hereby assigns to Veoci, Inc.
("Assignee"), a11 of iis right, title and interest in and to any and all sums of money now due or to
become due from the City of Fort Worth to Assignor under PSK 11226/ CSCO 51254 (the
"Contracts") and Assignee agrees to assume and perform all duties and obligations required by
Assignor under the terms of the Contracts.
This Assignment constitutes the entire agreement between Assignor and Assignee with
respect to the subject matter hereo£ No modification of any provision of this Assignment shall
be effective unless in writing and signed by Assignor and Assignee. This Assignment shall inure
to the benefit of and be binding upon Assignor and Assignee and their respective successors and
assigns. This Assignment shall be governed by the terms of the original Contracts between
Assignor and various other entities and the City of Fort Worth and the laws of the State of Texas,
without application of principles of conflicts of law.
This Assignment may be executed in one or more counterparts each of which shall be
deemed an original but all of which together shall constitute one and the same instrument.
Signed signature pages may be transmitted by facsimile or e-mail, and any such signature shall
have the same legal effect as an original.
Dated the �'� day of i\ 2021.
Grey Wall Saftware, LLC
(Assignor)
By:
Print:
Title: Chief Executive Ofiicer
Veoci, Inc.
(Assignee) �
�? j �
By:
n, ���� /���
pTlrit: .Vri�i-� V-b'✓t1.r�
Title: Chief Financial Officer
�FFICIAL REC�RD
CITY SECRETARY
FT. W�RTH, TX
Assignment Page 1 of 3
NOTARY ACKNO�VLEDGEMENT
On the �/�'s� day of %�j.�� 2021, personally appeared.
S�k�mir,�er G�rewal , who acknowledged to me that (s)he is the Chief Execuiive Officer of Grey
Wall Software, LLC ("�ssignor"}, and that (s)he executed this document for the purposes and
consideratian contained herein.
Grey Wal1 Software, LLC
By: � �._.- --.�� � - � _
Print: s(/ic/��YJ/��`� S C�/2��cl.� �
Title: Chief Executive Officer
SUBSCRIBED TO before me on this 7'i�• da�� of �p Y' � � , 2021.
� G� �
. . ��,��°,�
My com�nission Expires: !� r��, �o mo�SL�jo-v�2
"T
NOTARY ACKNOWLEDGEMENT
On the day of 2021, personally appeared
, who acknowledged to me that (s)he is the Chief Financial Officer of
Veoci, Inc. ("Assignee"), and that (s)he executed this document for the purposes and
consideration contained herein.
Veoci, Inc.
By:
Print:
Title: Chief Financial Officer
SUBSCRIBED TO before me on this day of , 2021.
My camtnission Expires:
�FFICIAL REC�RD
CITY SECRETARY
FT. W�RTH, TX
AssigTitnent Pagc 2 of 3
NOTARY ACKNOWLEDGEMENT
On the day of 2021, personally appeared
, who acknowledged to me that (s)he is the Chief Executive Officer of Grey
Wall Software, LLC ("Assignor"), and that (s)he executed this document for the purposes and
consideration contained herein.
Grey Wall Software, LLC
By:
Print:
Title: Chief Executive Officer
SUSSCRISED TO before me on this day of , 2021.
Notary Public in and for the State of
My commission Expires:
NOTARY ACKNOWLEDGEMENT
On the �'% day of 2021, personally appeared
a �� �;{}e G�,rQ rcQ , who acknowle ged to me that (s)he is the Chief Financial Officer of
Veoci�` Inc. ("Assignee"), and that (s)he executed this document for the purposes and
consideration contained herein.
Veoci, Inc. f
,''/'/, �✓"�(/
By:
;, �
Print:
Title: Chief Financial Officer
SUBSCRIBED TO before me on this 7'� day of ►�i � , 2021.
rw�`a.�►�, o�-f�P �'�'�'O1 �4"�
My commission Expires: ,�/�� o� ,��
('
�FFICIAL REC�RD
CITY SECRETARY
FT. W�RTH, TX
Assignment Page 2 of 3
CONSENT TO ASSIGNMENT
The City of Fort Worth consents to the assignment of Grey Wall Software, LLC
("Assignor") to Veoci, Inc. ("Assignee"), of all its rights, title, and obligation owing and all funds
due or to become due to Assignor under PSK 11226/CSCO 51254 as long as all terms required of
Assignor in said contracts are met by Assignee.
CITY OF FORT WORTH
b� B�A�u%v�f�
Dana Burghdoff (A r 15, 20 1 18:03 CDT)
Dana Burghoff — Assistant City Manager
Apr 15, 2021
Date
��--
Cynthia Garcia, Assistant Director — FMS
ATTESTED BY:
f ���Lr�C,�- i� 0
v �r
Mary Kayser, City Secretary
APPROVED AS TO FORM AND LEGALITY:
� ��0`l
JB Strong (Apr 13, 0210929 CDT)
John B. Strong, Assistant City Attorney
Contract Compliance Manager:
Apr 15, 2021
Date
Ap r 16, 2021
Date
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including ensuring all performance and
reporting requirements.
� ^ ^
StevenVandever(Ap 9,202110:OOCDT) Apr 9� LOL1
Employee Signature/Date
Senior IT Manager
Title
�FFICIAL REC�RD
CITY SECRETARY
FT. W�RTH, TX
Assignment Page 1 of 1
Corporations Section
P.O.Box 13697
Austin, Texas 78711-3697
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Office of the Secretary of State
CERTIFICATE OF FILING
OF
Veoci Inc.
File Number: 803894505
Ruth R. Hughs
Secretary of State
The undersigned, as Secretary of State of Texas, hereby certifies that an Application for Registration for
the above named Foreign For-Profit Corporation to transact business in this State has been received in
this office and has been found to conform to the applicable provisions of law.
ACCORDINGLY, the undersigned, as Secretary of State, and by virtue of the authority vested in the
secretary by law, hereby issues this certificate evidencing the authority of the entity to transact business in
this State from and after the effective date shown below for the purpose or purposes set forth in the
application under the name of
Veoci Inc.
The issuance of this certificate does not authorize the use of a name in this state in violation of the rights
of another under the federal Trademark Act of 1946, the Texas trademark law, the Assumed Business or
Professional Name Act, or the common law.
Dated: O 1/12/2021
Effective: O 1/12/2021
►
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Ruth R. Hughs
Secretary of State
Come visit us on the internet at https://www. sos. texas.gov/
Phone: (512) 463-5555 FaY: (512) 463-5709 Dial: 7-1-1 for Relay Services
Prepared by: Stacey Ybarra TID: 10308 Document: 1019715430002
Form w��
(Rev. October 201 S)
Department of the Treasury
Internal Revenue Service
VEOCI INC.
Request for Taxpayer
Identification Number and Certification
► Go to www.irs.gov/FormW9 for instructions and the latest information.
on your income tax
Give Form to the
requester. Do not
send to the IRS.
on this line; do not leave this line blank.
entity name, if different from above
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3 Check appropriate box for federal tvc classification of the person whose name is entered on line 1. Check only one of the 4 Exemptions (codes apply only to
following seven boxes. certain entities, not individuals; see
instructions on page 3):
❑ Individual/sole proprietor or �❑ C Corporation ❑ S Corporation ❑ Partnership ❑ TrusUestate
single-member LLC - Exempt payee code (if any)
❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) ►
Note: Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting
LLC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is code (if any)
another LLC that is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single-member LLC that
is disregarded from the owner should check the appropriate box for the tax classification of its owner.
❑ Other (see instructions) ►
5 Address (number, street, and apt. or suite no.) See instructions.
195 CHURCH STREET, 14TH Floor
6 City, state, and ZIP code
(appiies ro accounts maintained outside me U.S.)
Requester's name and address (optional)
NEW HAVEN, CT 06510
7 List account number(s) here (optional)
ler ldentification Number I
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid Social security number
backup withholding. For individuals, this is generally your social security number (SSN). However, for a �_ m _�
resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other
entities, it is your employer identification number (EIN). If you do not have a number, see How to get a
TlN, later. or
Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Empioyer identification number
Number To Give ihe Requester for guidelines on whose number to enter. ,
m_39�s�o,
Under penalties of perjury, I certify that:
1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and
2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue
Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am
no longer subject to backup withholding; and
3. I am a U.S. citizen or other U.S. person (defined below); and
4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because
you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, r.
acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments
other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part II, later.
Sign Signature of
Here u.s. �.�o�►
General Instructions
Section references are to the Internal Revenue Code unless otherwise
noted.
Future developments. For the latest information about developments
related to Form W-9 and its instructions, such as legislation enacted
after they were published, go to www.irs.gov/FormW9.
Purpose of Form
An individual or entity (Form W-9 requester) who is required to file an
information return with the IRS must obtain your correct taxpayer
identification number (TIN) which may be your social security number
(SSN), individual taxpayer identification number (ITIN), adoption
taxpayer identification number (ATIN), or employer identification number
(EIN), to report on an information return the amount paid to you, or other
amount reportable on an information return. Examples of information
returns include, but are not limited to, the following.
• Form 1099-INT (interest earned or paid)
#328408052 20210202 Date ► February 2, 2021
• Form 1099-DIV (dividends, including those from stocks or mutual
funds)
• Form 1099-MISC (various types of income, prizes, awards, or gross
proceeds)
• Form 1099-B (stock or mutual fund sales and certain other
transactions by brokers)
• Form 1099-S (proceeds from real estate transactions)
• Form 1099-K (merchant card and third party network transactions)
• Form 1098 (home mortgage interest), 1098-E (student loan interest),
1098-T (tuition)
• Form 1099-C (canceled debt)
• Form 1099-A (acquisition or abandonment of secured property)
Use Form W-9 only if you are a U.S. person (including a resident
alien), to provide your correct TIN.
If you do not return Form W-9 to the requester with a TIN, you might
be subject to backup wiihholding. See What is backup withholding,
later.
Cat. No. 10231X Form W-9 (Rev. 10-2018)
V��LL
03/26/2021
Dana Burghoff, Cynthia Garcia
City of Fort Worth
Notice sent via email
Re: Notice of Assi�nment of Contract
Attachments: Veoci Inc. W-9
To Whom it May Concern:
Reference is made to those certain Professional Services Agreement dated as of September 13, 2018 (the
"Contract"), by and between Grey Wall Software, LLC ("Grey Wall") and City of Fort Worth
("Customer").
In connection with Grey Wall's assignment of the Contract to Veoci Inc., a wholly owned subsidiary of
Grey Wall, ("VEOCI"), Grey Wall hereby provides as a courtesy notice to Customer of the assignment of
the Contract to VEOCI.
Upon the assignment taking effect, all notices required or permitted under the Contract shall be
delivered to VEOCI in such manner contemplated under the Contract at the following address:
Veoci Inc.
195 Church Street
14th Floor
New Haven, CT 06510
Attn: Legal Department
Email: legal@veoci.com
Except as expressly provided herein, nothing in this Notice to Assignment of Contract shall be construed
to modify, waive or otherwise affect any of the other provisions of the Contract.
Please find attached a W-9 for Veoci Inc., which includes the company's EIN, as well as new banking
information for electronic payments. Please update your records accordingly. Should you require
additional completed documentation to add Veoci Inc. as a vendor, please contact the Finance
Department at finance@veoci.com.
Should you have any questions regarding this notice, please feel free to contact me at
jennifer@veoci.com.
[Signature Page to Follow]
195 Church Street, 14'" Floor, New Haven, CT 06510 • 203.782.5944 • veoci.com
` V��LL
VERY TRULY YOURS,
Grey Wall Software, LLC
By:
Na e: Jen fer McTiernan, Esq.
Title: General Counsel and Secretary
195 Church Street, 14'" Floor, New Haven, CT 06510 • 203.782.5944 • veoci.com