HomeMy WebLinkAboutContract 39777-AA2ASSIGNMENT AND ASSUMPTION AGREEMENT
CITY SECRETARY CONTRACT NO. 39777
This ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Assignment") is made and entered into upon the effective date of the
Contract By and Between City of Fort Worth, Texas ("City"), having its principal place of business at 1000 Throckmorton Street, Fort
Worth, Texas 76102, and CSG Systems, Inc., ("Ass ignor"), a Delaware corpora ti on, having its princ i pal place of business at 9555
Maroon Circle, Englewood, Colorado 80112 , and DataProse, LLC, ("Ass ignee"), a Tex as li mited l iabil ity compa ny (prev iously
DataProse , Inc .), having its principal place of business at 1122 W . Bethel Road, Su ite 100, Coppel l, Texas 75019, collect ively referred
to herein as the "parties. "
WHEREAS , on or about February 11, 2010, the City and DataProse, LLC, executed the Contract By and Between City of Fort Worth,
Texas and DataProse, LLC, with an effe ctive date o f February 11, 2010, which is on file with the Fort Worth City Secretary's Office
and recorded as City Secretary Contract No . 39777; and
WHEREAS, on or about February 11, 2010 , the parties entered into an Assignment and Assumption Agreement (recorded as City
Secretary Contract No . 39777-AAl) whereby DataProse, LLC, assigned all of its rights title and interest in the Contract to CSG
Systems, Inc., to which the City consented; and
WHEREAS, City Secretary Contract No. 39777 and 39777-AAl are collectively referred to herein as the "Contract;" and
WHEREAS , Assignee has acquired controlling interest in Assignor's Texas -based platform accounts and now wishes and is willing to
assume all obligations, covenants and liabil ities of Assignor under the Contract as of the Effective Date of th i s Ass i gnment, to which
the City consents upon the condition s set forth i n Attachment A, attached hereto and incorporated into the Contract for all
purposes, as ev i denced by the City's signat u re thereon;
NOW, THEREFORE ,;, coos;decaUoo of the pcom;m aod of the te,m, aod cood;t ;oo, set fo,th he ~;/e part(jeto, ;,teod;og
to be legally bound , covenant and agree as follows : ::J)/V--.
;51,t/y //'J..Olf ~ --
1. EFFECTIVE DATE. The Effective Date of this Ass ignment shall be ~ee t iv @ c:late of ti •eot ·~ "Effe~te").
2. ASSIGNMENT AND ASSUMPTION . Ass ignor hereby assigns and transfers to Assignee all of Assignor's right, title and interest in
and to the Contract as of the Effect ive Date . As signee accepts the foregoing Assignment, and assumes and agrees , (a) to assume
all dut ies and l iabilit ies of Ass ignor under the Contract; and (b) to perform all of the obligations and covenants to be performed
by Ass ignor under the Contract.
3. ENFORCEMENT BY CITY. Assignor and Assignee hereby acknowledge and agree that the duties, obligations, and agreements
assumed hereby by Assignee are for the benefit of City, and City may enforce such d uti es , obligat ions, and agreements against
Assignee to the same extent as if Assignee had been awarded the Contract .
4 . INCORPORATION. The recitals and exh i bits set forth above or referred to herein or in the Contract are hereby i ncorporated into
this Assignment by reference .
IN WITNESS WHEREOF , the part ies hereby have exe cu ted t h i s as signm ent on the day and y ear fir st above writte n .
Name : ---11Jollllb,u-.~Io-19:a.,.._L.._ _______ _
Titl e : ___ EVP._,_C_AO_&_Genn __ counsel _____ _
Ass ignment and Assumpt ion Agreement -CSG Syst ms, inc., t bY:,at a Pro se LC
CSC No. 39777
Pa ge l of2
Vf/1
!!{lro/;;e1>
LEGAL DEPARTMENT
RECEI VED DEC 2 0 2013 1 RECEl'IEO DEC 23 2°'3
By :~~~~~~::::::::~----
Name :C1<2.n<i, ~~c}1'J
Tit le : _Ccro ______________ _
Dat e : \ U 1 '2.,} ,':, ---~~----------
ATIACHMENTA
CONSENT TO ASSIGNMENT
AND
ASSUMPTION OF THE CONTRACT
City of Fort Worth , Texas ("C ity"), as a party to the Contract By and Between City of Fort Worth, Texas and CSG Systems , Inc . ("the
Cont r act"), does hereby consent to the Assignment and Assump t ion Agreement between CSG stems, nc . ("Assignor"), and
DataProse , LLC ("Assignee "), with an Effective Date e "Assignment ") upon the
express conditions that: 0\, ~ .f Jl.f ly /
1
?..D( 3 ()j 7"C--
(a) Ass ignee shall assume all duties and liabilities of Assignor under the Contract ; and
(b) Assignee shall perform all of the obliga t ions and covenants to be performed by Assignor under the Contract, and
(c) No further assignment of the Contract shall be made without the prior written consent of City.
<U/)/) ~~~ DATED thi ~_A _f,fl ay ot._ 2013.
THE CITY OF FORT WORTH, TEXAS
Date : /¢~/13
Assignment and As sumpt ion Agreement -CSG Sy stem s, Inc , to DataProse LLC
CSC No . 39777
Page 2 of 2