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HomeMy WebLinkAboutContract 57622-CA1CITY OF FORT WORTH ASSIGNMENT CSC No. 57622-CAl For value received Green Equipment Company ("Assignor"), hereby assigns to Core & Main LP (" 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 57622 (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 hereof. No modification of any provision of this Assignment shallbe 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 16th day of September 2024. Green Equipment Com"•"",.,____ (Assignor) By: Print: Title: Core & Main LP (Assignoe) � -�= � V-c:/4: � Print: Mar--"-. WttKbwSE<i Tide: Chief Financial Officer Assignment Page I ofl NQTARY ACKNUWLEDGEMENT On the 16th day of September 2024, personally appeared Zane Smith, who acknowledged to me that (s)he is the Chief Operating Officer af Pro Green Equipment Company ("Assignar"), and that {s)he executed this document far the purposes and cansideration cantained herein. Green Eq ' � � y By: <<' Print: Z e S rt Title: C ' perating Officer SUBSCRIBED TO before me on this ��'�h day of oJ''.�,ofe�rtbe�,,, , 2024. 'M �,`r,qYP�!- B�i��%�ipL 2 L �Q �%%�%V My Commiselon Fxpiros ''� August 28, 2028 l � Notary Pub ic in and for the State of Texas My commission Expires: 4,�' -a79 020� N4TARY ACKNOWLEDGEMENT On the /� day of .,5-en -�C:.�YI �J � 2024, personally appeared l'�ark �J �S� � who acknowled eg d to me that (s)he is the Chief Pinancial Officer of Core & Main LP ("Assignee"), and that (s)he executed this document for the purposes and consideration contained herein. Core & M ' ✓ By: � ��� � `.' '�"� Print: Title: Chief Financial Officer SUBSCRIBED TO before me on this �� day of �e.p���?r , 2024. �-rn Notary Public in and for the State of M!_55r�C�f'� My commission Expires: D� '"�3� � D a- �..r..��......�..�... ' SARA J CAMPBELI � Notary Public. Notary Seal `� State of Missouri St, louis County _ � Commissio� �i 13743547 i M Commission Exqir�s Oit-22•2025 Assignment Page 2 of3 CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of Green Equipment Company ("Assignor") to Core & Main LP ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSCO 57622 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH Sep 23, 2024 Department Director Date Sep 24, 2024 Assistant City Manager Date ATTESTED BY: rk� Sep 24, 2024 Jannette Goodall, City Secretary Date APPROVED AS TO FORM AND LEGALITY: 1� City of Fort Worth Assistant City Attorney Contract Compliance Manager: 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. Sep 23, 2024 Employee Signature/Date Contract Compliance Specialist Title Assignment Pagel ofJ GREEN EQUIPIYIENT COMPANY 2563 GRAVEL DR. • FORT WORTH, TEXAS 76118 • Metra {817) �89-2704 •(817) 595-1226 • FAX (817) 284-1107 Septemberl2, 2024 VIA E-MAIL City of Fort Worth ] 00 Fort Worth Trail Fort Worth, TX 76102 Attn: Tracy Walter, Management Analysis II - Vendar ManagementlPCard E-mail: Tracy.Walter@FortWorthTexas.Gov Re: Request for Consent under "Cantract No. CSC No. 57622" dated November 28„ 2023 between the City of Fort Warth ("you" or "your") and Green Equipment Company (the "Agreement") Dear Ms. Walter: Green Equipment Company ("GEC") is requesting consent to have the above referenced contract assigned to Core & Main LP. GEC signed a purchase agreement on August 19, 2024 to be acquired by C&M, and the transaction is scheduled to close on September 16, 2Q24. C&M is one of the leading industrial distribution companies in the United States. GEC believed that its acquisition by C&M will benefit all our customers, including the City of Fort Worth, because of C&M's significant experience, resources and its outstanding reputation. C&M has made offers to every GEC employee, so our support for the City of Fort Worth will continue as it has in the past. If you have any questions, please do nat hesitate to contact me. My email address is ZaneSmith(�a,GreenEquipCo.Com and my phone number is {817) 595-1276. Sincereiy, __ . � _ y G Zane�' Sm' , �ee �resident � ,� Corporations Section P.O.Box 13697 Austin, Texas 78711-3697 ,� �� � � 4 �� g� '�^' - r� a�% �C` ,, Office of the Secretary of State Certifcate of Fact Jane Nelson Secretary of State The undersigned, as Secretary of State of Texas, does hereby certify that the document, Registration of Limited Partnership for Core & Main LP (file number 800429786), a FLORIDA, USA, Foreign Limited Partnership, was filed in this office on December 22, 2004. It is further certified that the entity status in Texas is in existence. In testimony whereof, I have hereunto signed my name officially and caused to be impressed hereon the Seal of State at my office in Austin, Texas on September 10, 2024. � ► ��;�� �' � K�� �- y�g 1���� �1�.-- �'' .� ��� �� ��� �.�JIz A1.�I, �� � �� � �, �� �� Jane Nelson 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: SOS-WEB TID: 10264 Document: 1401464130003 Form �� V (Rev. October 2018) Department of the Treasury Internal Revenue Service Request for Taxpayer Identification Number and Certification ► Go to www.irs.gov/FormW9 for instructions and the latest information. ame (as shown on your income tax Core & Main LP 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the following seven boxes. ❑ Individual/sole proprietor or ❑ C Corporation ❑ S Corporation ❑✓ Partnership ❑ Trust/estate single-member LLC ❑ 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 LLC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is 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. ame is required on this line; do not 2 Business name/disregarded entity name, if different from above e� a� m a c 0 ui c ao � v L O L r N c = a`� w �U G) Q N a� a� � U Other (see instructions) ► 5 Address (number, street, and apt. or suite no.) See instructions. 1830 Craiq Park Court Give Form to the requester. Do not send to the IRS. Requester's name and address (optional) 6 City, state, and ZIP code St. Louis, MO 63146 7 List account number(s) here (optional) Taxpayer ldentification Number i Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a 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. Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Number To Give the Requester for guidelines on whose number to enter. Certification Under penalties of perjury, I certify that: I Social security number � —m —� or Employer identification number 0 3 - 0 5 5 0 8 8 7 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, 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 stac y Ga�b Here U.S. person ► � � General Instructions Date ► 1.02.2024 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) 4 Exemptions (codes apply only to certain entities, not individuals; see instructions on page 3): Exempt payee code (if any) Exemption from FATCA reporting code (if any) (Applies to accounfs maintained outside the U.S.) • 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)