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HomeMy WebLinkAboutContract 55804-CA1CITY OF FORT WORTH ASSIGNMENT CSC No. 55804-CAl For value received Sealco, LLC ("Assignor"), hereby assigns to Data Clean, LLC ("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 55804 (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 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 As.sigrunent 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 fk'U-l?U"v' 2024 . . Assignment Sealco, LLC (Assignor) l nBy: �l(y\ t----Print: Edward PimTitle: Chief Operating Officer Data Clean, LLC (Assignee) /�, / L By: l__1 '---j--'i Print: (:¼ ,,,,.:., #_rn,,y ""ITitle: Chief Financial Officer Page I ofl NOTARY ACKNOWLEDGEMENT On the � day of /%G��i1'�Z'd-�+� 2024, personally appeared �//!2 , who acknowledged to me that (s)he is the Chief Operating Officer of Sealco,LLC ("Assignor"), and that {s)he executed this document for the purposes and consideration contained herein. Sealco, LLC C sy: � Print: Title: Chief Operating Officer SUBSCRIBED TO before me on this �� day af /�C!�y�I.�� , 2024. Officiai Seal JOANNA OEBSKI Notary Pablic, State of Illinois Cormission No. 906766 ti:o�-��ssion Expires January 7, 2028 �'/IJ�� /��G�� Notary ublic in and for the S ate of 1 My commissian Expires: � �l � NOTARY ACKNOWLEDGEMENT C�,/ �'On the � day of ���t�ij�2� 2024, personally appeared /!�C , who acknowledged to me that (s)he is the Chief Financial Officer of Data Clean, LLC ("Assignee"), and that (s)he executed this document for the purposes and consideration contained herein. Data Clean, LLC �� By: Print: �'r's �,l�,e:�.',�u�C Title: Chief Financial Officer SUBSCRIBED TO before me on this � day of �l�`'2,'G�Pi1/ , 2024. Offlcial Seal JOANNA DEBSKI Notary Puhlic, State of IlUnois Commisston No. 906766 My Commission Expires January 7, 2028 p��/�u ������� Not Pubiic in and for the S e of � f My commission Expires: /ut�i 2�G� Assignment Page 2 of 3 CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of Sealco, LLC ("Assignor") to Data Clean, LLC ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSCO 55804 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH �:;7��-Department Director y'qA.,t.J� Valerie Washington (Dec 30, 2024 08:59 CST) Assistant City Manager ATTESTED BY: ri� Jannette Goodall, City Secretary 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 Dec 30, 2024 Date Dec 30, 2024 Date Dec 30, 2024 Date for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Rob��7,202417:21CST) Dec 27' 2024 Employee Signature/Date Asst ITS Director Title Assignment Pagc3of3 800-328-2256 i s got to be Data Clean! www.dataclean.com Dear Valued Sealco Customer: It is my great pleasure to inform you that today Data Clean LLC acquired Sealco. Like Sealco, been doing just that since 1979. Sealco and Data Clean are closely aligned and have collaborated on many projects over the years. This union cements our relationship and greatly enhances our service delivery capability. I want you to know that you can expect the same great service in the future as you had experienced in the past with Sealco. All of the Sealco staff both field and office have joined Data Clean and work will continue as usual. Team leaders and supervisors are still the same, account management is still the same and the local offices will remain in Richardson, Houston, and Atlanta. business operations details: Certificates of Insurance; and a new Accounts Receivable address. To that end, W-9 is attached. Please update your records to reflect the remittance information below. Please make payments via check to: Data Clean LLC 1033 Graceland Avenue Des Plaines, IL 60016-6511 Please make electronic payments to: Busey Bank ABA Number: 071102568 Account Number: 9195846 33-0107032 For service invoice or payment questions, please contact: Jeanette Bottiglieri at (331) 200-2760 or jbottiglieri@dataclean.com For sales or service questions, please contact: Eddie Dulaney at (972) 234-5567 or edulaney@sealco.net Data Clean appreciates your past business with Sealco and we look forward to continuing your relationship with Data Clean. Sincerely, Richard Hill President & COO November 14, 2023 Fo�, W-9 (Rev. Octaber 201 B) Department of the Treasury Irrtemal Revenue Servica Request for Taxpayer Identification Number and Certification ► Go to www.irs.gov/FormW9 for instructions and the latest iniormation. Give Form to the requester. Do not send to the IRS. i rvame �as snown on your income rex re[um�. rveme is reqwrau on tn�s une; ao not ieave tnis une tiianu. Data Clean LLC 2 Business name/disregarded entity name, if different from above vi m � a C O N �O `02 c � a� � u � N � 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 antfties, not individuals; see InsWctions on page 3): ❑ IndividuaVsole proprietor or ❑ C Corporation ❑ S Corporation ❑ Partnership ❑ TrusVestate single-member LLC Exempt payee code (rf any) ✓❑ Llmfted ifabiUty company. Enter the tax classHication (C=C corporation, S=S corporation, P=Partnership) ► P Note: Check the appropriate box in the Iine above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting LLC H the LLC is classified as a single-member LLC that fs disregarded from the owner unless the owner of the LLC is code (if any) another LLC that is not disregarded from the ovmer for U.S. federal tax purposes. Otherwise, a single-member LLC that is disregarded irom the owner should check the appropriate box for the tax classiftcation of its owner. Other (see instructionsl ► 1033 Graceland Avenue 8 City, stste, and ZIP code Des Plaines IL 60016 7 List account number(s) here (� or name (Appxes ro aecountr malnroMed autslde tlro U.S) 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 Now 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. Cert'rf'ication � Social security number � _m —� or Employer identlfication number 13131 — 0 1 0 7 0 3 2 Under penalties of perjury, 1 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 Intemal Revenue Service (IRS) that I am subject to backup withholding as a resuk 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 General Instructions Section references are to the Intemal 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 (Farm W-9 requeste� who is required to file an information retum with the IRS must obtain your correct taxpayer identification number (fll� which may be your social security number (SSI�, individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATII�, or employer identification number (EIN), to report on an information retum the amount paid to you, or other amount reportable on an information retum. Examples of information retums include, but are not limited to, the following. • Form 1099-INT (nterest eamed or paicn • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various rypes 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 ar abandonment of secured property) Use Form W-9 only ff you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not retum Form W-9 to ihe 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) 3. I am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (�f any) indicating that I am exempt from FATCA reporting is correct. Cerdfication instructions. You must cross out Rem 2 above if you have been not�ed by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax retum. For real estate transactions, kem 2 does not apply. For mortgage interest paid, acquiskion 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. �-� � �� -- � �-- I-'�V -. �:-_ _ �_ `_�_. . � �!__'i � Los Angeles, CA — November 15, 2023 — Data Clean Corporation ("Data Clean") today announced the acquisition of Sealco LLC ("Sealco"), a Texas-based critical environmen� cleaning business serving data centers across the South and Southeast United States. The latest development marks Data Clean's second strategic acquisition since it was acquired by Angeles Equity Partners, a private investment firm focused on value creation through operational transformation. Through this acquisition, Data Clean expands its contamination control capabilities and further penetrates another critical and growing data center market. Headquartered in Richardson, TX, Sealco has been a significant provider of critical environment cleaning services since its inception in 1984. Over the years, the company has cultivated an exceptional reputation, attributed to the high quality of its staff and the services it offers. Sealco's expertise includes decontamination and airflow management solutions for hyperscalers, enterprise data centers, colocation facilities, as well as industrial and pharmaceutical cleanrooms. "Sealco's legacy as a premier data center decontamination solution provider in the South, bolstered by its experienced team and consistent excellence in service provision for over four decades, is widely recognized," said Rich Hill, president of Data Clean. `By combining Sealcds great people, processes, and technology with Data Clean's, we believe we are uniquely qualified to troubleshoot and so/ve any cleaning, decontamination, or airflow issues in data processing and other critical environments." Sealco President Frank Bick expressed his enthusiasm about this union. "In partnership with Data Clean, our management team and dedicated technicians are eager to help lead what we believe is the country's most proficient data center and clean room contamination control solutions provider," said Bick. "This combination promises our customers an expanded reach, additional resources, and over 85 years of combined industry experience." Mr. Bick will transition to President ofAirSeal Containment Systems; a former Sealco division that was not part of the transaction. This acquisition represents another key step in Data Clean's strategy to expand within key domestic markets and customer segments. The acquisition highlights Data Clean's commitment to being recognized as a market leader in contamination control services for critical environments. "Sealco is arguably one of the most experienced domestic specialty contamination control providers and has long maintained an industry-leading presence in the strategically important Southeast data center market, " said Frank Spelman, managing director atAngeles Equity Partners. `As data centers continue to scale, and their complexity increases, the need for a sophisticated, critical contamination provider with a national presence is expected to increase." About Data Clean Since 1979, Data Clean's specialized facility maintenance services have catered to critical environments, including datacom settings and computer rooms, alongside laboratorie: and cleanrooms via its "Sterile Science" branded division. Based in Des Plaines, Illinois, Data Clean's global reach is supported by full-service branches in various international locations, including Canada, Hong Kong, India, Mexico, Saudi Arabia, Singapore, and UAE. For more information on Data Clean's offerings, visit www.dataclean.com. About Angeles Equity Partners, LLC Angeles Equity Partners, LLC is a specialist lower middle-market private equity investment firm with a consistent approach that seeks to transform underperforming industrial businesses. The Angeles skill set drives the firm's investment philosophy and, in its view, can help businesses reach their full potential. Learn more online at www.angelesequity.com. ## Media contact: Trent Waterhouse i nfo@angelesequ ity. com +1 (623) 523-1672 oi c� J V U vi 1 �o ' U G N - R LT] � O i� � N 4� s m � J L tl � � I � d N G m C � ^ � N O Cl � � C M t.) Q N N � R `� r H N -�-'�.��_+' 2 U = C W 7 W W LL t' n � C. � 6i C N N N �i Q � a m �q G� >n � ro� � n e� � N o � °' a r�.i "' a�i p`� v Q� rn o v `m co U�a ��v o� a N 'G m N a Q R m�� m ❑� O 2 U 2 m � G u O .. o �'u,'� E 'E �P'o i c Eo = °�° _ Q � ? . ���v m °'a � Ch._ � 4 N `-' y m.�. - ' K �V LL O LL H 2 Q LL� LL❑ � N d� N� � �F � W � a c= '¢ � n'° 2 m 0 c� �w C� ❑ i Li I N :� I C I� �¢ IO`