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HomeMy WebLinkAboutContract 54811-CA1CSC No. 54811-CA1 CITY OF FORT WORTH ASSIGNMENT For value received EZGO Division of Textron Inc ('Assignor"), hereby assigns to Textron E-Z-GO L,LC (Assignee"), all of its 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 CSCO 54811 (the "Contracts") and Assi g n ee 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 hereof. 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 ofprinciples 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 {h day of 1 UL) U's 2024. JJ Textron Inc (Assignor) By. Print: Janct Fogarty u Title: Vice President & Deputy General Counsel Textron E-Z-GO LLC (Assl g n ee) B • — Print: Rocco Sica Title: Vice President, General Counsel & Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Page I of3 NOTARY ACKNOWLEDGEMENT On the 5 to day of P U U St. 2024, personally appeared Rinet Po Af , who acknowledged to i� that (s)he is the Vice President and Deputy General Cotidsel of Textron Inc ("Assignor"), and that (s)he executed this document for the purposes and consideration contained herein. SUBSCRIBED TO before me on this 5� day of Avq U,s f , 2024. j,tE O y1 ?MA MACKIEW= � �{,, tJC'. WTARY PUBLIC Notary Public in and for the State P-h()T5l An d `D � qtaMMlsslow io r n2ow `f3�f ti EmiaEs; MAr n, zoie My commission Expires: M uy 17' 202.9 NOTARY ACKNOWLEDGEMENT On the day of Au) u t �' 2024, personally appeared �Sccs j' c.. - who acknowledged to me that (s)he is the Vice President, General Counsel, and Secretary of Textron E-Z-GO LLC. ("Assignee"), and that (s)he executed this document for the purposes and consideration contained herein. SUBSCRIBED TO before me on this 6 � day of /4-i-Li ;,,, I/ 2024. C� Notary Public in and for the State of-c�fr My commission Expires: -?tom_! Zgzy Assignment Page 2 of 3 CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of EZGO Division of Textron Inc ("Assignor") to Textron E-Z-GO LLC ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSCO 54811 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH low )9 Deputy Department Director op�v Assistant City Manager 041A,14 �t�pn 0 00 0�°09.1 d /., ATTESTED BY: d° - *=p Qa d 1ns � es aan�zp54 Ubnaaa � Jannette Goodall, City Secretary APPROVED AS TO FORM AND LEGALITY: City of Fort Worth Assistant City Attorney Contract Compliance Manager: Aug 21, 2024 Date Aug 26, 2024 Date Aug 27, 2024 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. Aug 21, 2024 Employee Signature/Date District Superintendent Title OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Page 3 of Ui Business Organizations Trademarks Filing Number: 80530926-4 Original Date of Filing: November 17. 2023 Formation Date: NA Tax ID: 32092531089 Name: Textron E-Z-GO LLC Address: 1451 Marvin Griffin Road Augusta, GA 30906 USA Fictitious Name: NIA Jurisdiction: DE, USA Foreign Formation June 15, 2023 Date: REGISTERED AGENT !Name C T Corporation System Order I Return to Search Notary Account HelplFees Briefcase Logout BUSINESS ORGANIZATIONS INQUIRY- VIEW ENTITY Entity Type: Foreign Limited Liability Company (LLC) Entity Status: In existence FEIN: 932708904 I- FILIrJG F.iSTORY'_ 1999 Bryan st Suite 900 Dallas, TX 75201-3176 USA M"AGFMFF,T rS SL 7,:EG N IME S ASSOCIATED ENTITIES I N ITI AL ADDRE Sf Inactive Date W11111111119 Request for Taxpayer Give Form to the Form (Rev. October2018) Identification Number and Certification requester. Do not Treasury send to the IRS. Internal Revenue Si► Go to www.irs.gov/FormlM9 for instructions and the latest information. 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. Textron Inc. 2 Business name/disregarded entity name, if different from above Textron E-Z-GO LLC M 3 Check appropriate box for federal tax 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 a instructions on page 3): o ❑ Individual/sole proprietor or d❑ C Corporation [IS Corporation ❑ Partnership ❑ TrusVestate c single -member LLC Exempt payee code (if any) 5 CL ❑ Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) ► p y 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 ++ w 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) IL w 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. V W ❑ Other (see instructions) ► (Applies to accounts m inteined outside the U.S.) rn 5 Address (number, street, and apt. or suite no.) See instructions. Requester's name and address (optional) 1451 Marvin Griffin Rd 6 City, state, and ZIP code Augusta, GA 30906 7 List account number(s) here (optional) KM Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid I Social security number backup withholding. For individuals, this is generally your social security number (SSN). However, for a I T11 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 TIN, later. or Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and I Employer Identification number Number To Give the Requester for guidelines on whose number to enter. MO5 ii - OI3I1I5jj 4I6 8 Certification 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. 1 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. 1 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, 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 11, later. Sign Signature of .per Here U.S. person ► 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/F6rmW9. 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) Date ► 1 I li. ( 20 2 9 • 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 withholding. See What is backup withholding, later. Cat. No. 10231X Form W-9 (Rev. 10-2018) X ZfN 000499 IRS DEPARTMENT OF THE TREASURY INTERNAL REVENUE SERVICE PHILADELPHIA PA 19255-0023 000499.351073.324490.27690 1 MS 0.561 916 TEXTRON E-Z-GO LLC DANA L GOLDBERG SOLE MBR 40 WESTMINSTER ST PROVIDENCE RI 02903 RECEIVED AUG 14 2023 TAX DEPARTMENT Date of this notice: 08-08-2023 Employer Identification Number: 93-2708804 Form: SS-4 Number of this notice: CP 575 A For assistance you may call us at: 1-800-829-4933 IF YOU WRITE, ATTACH THE STUB OF THIS NOTICE. WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER Thank you for applying for an Employer Identification Number (EIN). We assigned you EIN 93-2708804. This EIN will identify your entity, accounts, tax returns, and documents, even if you have no employees. Please keep this notice in your permanent records. Taxpayers request an EIN for their business. Some taxpayers receive CP575 notices when another person has stolen their identity and are opening a business using their information. If you did not apply for this EIN, please visit, www.irs.gov/ einnotrequested. When filing tax documents, making payments, or replying to any related correspondence, it is very important that you use your EIN and complete name and address exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your account, or even cause you to be assigned more than one EIN. If the information is not correct as shown above, please make the correction using the attached tear -off stub and return it to us. Based on the information received from you or your representative, you must file the following forms by the dates shown. Form 941 Form 940 04/30/2024 01/31/2025 If you have questions about the forms or the due dates shown, you can call us at the phone number or write to us at the address shown at the top of this notice. If you need help in determining your annual accounting period (tax year), see Publication 538, Accounting Periods and Methods. We assigned you a tax classification (corporation, partnership, etc.) based on information obtained from you or your representative. It is not a legal determination of your tax classification and is not binding of the IRS. If you want a legal determination of your tax classification, you may request a private letter ruling from the IRS under the guidelines in Revenue Procedure 2020-1, 2020-1 I.R.B. 1 (or superseding Revenue Procedure for the year at issue). Note: Certain tax classification elections can be requested by filing Form 8832, Entity Classification Election. See Form 8832 and its instructions for additional information. (IRS USE ONLY) 575A 08-08-2023 TEXT B 0509908461 SS-4 If you are required to make federal tax deposits for employment taxes (Forms 941, 943, 940, 944, 945, CT-1, or 1042), excise taxes (Form 720), or corporate income taxes (Form 1120), you will receive a welcome Package shortly which includes instructions for making your deposits electronically through the Electronic Federal Tax Payment System (EFTPS). A Personal Identification Number (PIN) for EFTPS will also be sent to you under separate cover. Please activate the PIN once you receive it, even if you have requested the services of a tax professional or representative. For more information about EFTPS, refer to Publication 996, Electronic Choices to Pay All Your Federal Taxes. If you need to make a deposit immediately, you will need to make arrangements with your Financial Institution to complete a wire transfer. The IRS is committed to helping all taxpayers comply with their tax filing obligations. If you need help completing your returns or meeting your tax obligations, Authorized a -file Providers, such as Reporting Agents or other payroll service providers, are available to assist you. Visit www.irs.gov/mefbusproviders for a list of companies that offer IRS a -file for business products and services. IMPORTANT REMINDERS: * Keep a copy of this notice in your permanent records. This notice is issued only one time and IRS will not be able to generate a duplicate copy for you. You may give a copy of this document to anyone asking for proof of your EIN. * Use this EIN and your name exactly as they appear at the top of this notice on all your federal tax forms. * Refer to this EIN on your tax -related correspondence and documents. * Provide future officers of your organization with a copy of this notice. Your name control associated with this EIN is TEXT. You will need to provide this information, along with your EIN, if you file your returns electronically. Safeguard your EIN by referring to Publication 4557, Safeguarding Taxpayer Data: A Guide for Your Business. You can get any of the forms or publications mentioned in this letter by visiting our website at www.irs.gov/forms-pubs or by calling 800-TAX-FORM (800-829-3676). If you have questions about your EIN, you can contact us at the phone number or address listed at the top of this notice. If you write, please tear off the stub at the bottom of this notice and include it with your letter. If you do not need to write us, do not complete, and return this stub. Thank you for your cooperation. (IRS USE ONLY) 575A 08-08-2023 TEXT B 0500908461 SS-4 M W. 000499 Keep this part for your records. CP 575 A (Rev. 1-2022) Return this part with any correspondence so we may identify your account. Please correct any errors in your name or address. CP 575 A 0509908461 Your Telephone Number Best Time to Call DATE OF THIS NOTICE: 08-08-2023 C ) - EMPLOYER IDENTIFICATION NUMBER: 93-2708804 FORM: SS-4 NOBOD INTERNAL REVENUE SERVICE PHILADELPHIA PA 19255-0023 ��ulr�luln������l�r�h�l��lll���l��llllnn�ll�rl�l�ll��il� TEXTRON E-Z-GO LLC DANA L GOLDBERG SOLE MBR 40 WESTMINSTER ST PROVIDENCE RI 02903 0 I I February 29, 2024 {Contact Name} {Company Name} {Address} {City), {Region} {Postal Code} Dear Valued Customer, Effective January 1, 2024, the E-Z-GO business of Textron Inc. will move into a new legal entity within Textron, Textron E-Z-GO LLC. E-Z-GO will remain a part of the Textron Specialized Vehicles business. In connection with this change, we wish to assign our current contract(s) with you to Textron E-Z-GO LLC (the "Assignment"). In accordance with the terms of your contract(s), we hereby request your consent to the Assignment. Please sign the enclosed copy of this letter to acknowledge your consent and return it to the Legal Department at 1451 Marvin Griffin Rd, Augusta GA 30906, or to TSVLegaldepartment@textron.com. We ask that you send us the signed consent no later than December 29, 2023. This move will not impact the operations of the E-Z-GO business or its relationship with you, but you should be aware of a few administrative matters as you continue to do business with us: Purchase Orders, Beginning January 1, 2024, purchase orders should be issued to Documentation & Invoices: Textron E-Z-GO LLC, and we will use our new name on our documentation and invoices. Tax identification: The Tax Identification Number for the E-Z-GO business will change. A copy of the letter from the IRS attached. Payments: Our banking information has not changed; please continue to transmit payments as you do today. Sales tax exemption forms: You may need to update your state sales tax exemption forms with our new name. Updated forms should be emailed to fssctaxaudit(a textron.com, with 'Textron E-Z-GO LLC Customer Exemption' in the subject line. If you have any questions regarding this matter, please contact your E-Z-GO credit, sales or customer service representative. 0 I I Thank you for your cooperation in this matter, and for doing business with E-Z-GO. Sincerely, Elizabeth Light Director, Commercial Accounts Finance [cc:] Enclosure The undersigned hereby consents to the Assignment as of the date set forth below: [Customer Name] Signature: Name: Title: Date: