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HomeMy WebLinkAbout055394-CA1 - General - Contract - TranSystems Corporation dba TransSystems Corporation ConsultantsDocusign Envelope ID: CF2EEOA1-DAA7-457E-A7FO-43C9E8800658 CSC No. 55394-CAl CITY OF FORT WORTH ASSIGNMENT For value received TranSystems Corporation dba TranSystems Corporation Consultants ("Assignor"), hereby assigns to GFT Infrastructure, Inc. ("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 55394 (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 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 theAV day of �Wf fit L�,t 2 02 5. TranSystems Corporation dba TranSystems Corporation Consultants (Assignor) Signed by: By: t, Fvi V, SF Print: Julie Frigon B 6 Title: Chief Operating Officer GFT Infrastructure, Inc. (Assignee) By: 5Signed by: awt's"S. N",Q& 1qe982 E852C574AE.., Print: James ac�a Title: Chief Financial Officer OFFICIAL RECORD CITY SECRETARY Assignment FT. WORTH, TX page I of3 Docusign Envelope ID: CF2EEOA1-DAA7-457E-A7FO-43C9E8800658 NOTARY ACKNOWLEDGEMENT On the 21 st day of November 2025, personally appeared Julie Frigon, who acknowledged to me that she is the Chief Operating Officer of TranSystems Corporation dba TranSystems Corporation Consultants ("Assignor"), and that she executed this document for the purposes and consideration contained herein. TranSystems C • 94;g�Wn dba TranSystems Corporation Consultants By: '501613�IA�dt,9BEE �V'Ii�Oln. Print: Julie Frigon Title: Chief Operating Officer SUBSCRIBED TO before me on this 21 st day of November, 2025. Signed by: Notary Public in an or t e State of New York My commission Expires: December 27, 2025 NOTARY ACKNOWLEDGEMENT On the 21 st day of November 2025, personally appeared James S. Nevada, who acknowledged to me that he is the Chief Financial Officer of GFT Infrastructure, Inc. ("Assignee"), and that he executed this document for the put -poses and consideration contained herein. Signed by: GFT Infiastru tyre, In lax: I Jawtt,S I 4D 4 Print: James S. eva a Title: Chief Financial Officer SUBSCRIBED TO before me on this 21 st day of November, 2025. Signed by: Notary Public in an or t e State of New York My commission Expires: December 27, 2025 Assignment Page 2 of Docusign Envelope ID: CF2EEOA1-DAA7-457E-A7FO-43C9E8800658 CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of TcanSystems Corporation dba TcanSystems Corporation Consultants ("Assignor") to GFT Infrastructure, Inc. ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSCO 55394 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH Department Director Date 12/08/2025 Jesica McEachern, Assistant City Manager Date 4o4vonq�Il ° Goo °�Id O�jo o=d ATTESTED BY: c t A o d� " nEXA5a4 12/08/2025 Jannette Goodall, City Secretary Date APPROVED AS TO FORM AND LEGALITY: %'Y wyo, _ 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. Employee Signature/Date Title OFFICIAL RECORD CITY SECRETARY Assignment FT. WORTH, TX Page 3 of GFT Via E-mail Only November 21, 2025 Tracy Walter Management Analyst II — Vendor Management/PCard FMS - Purchasing 100 Fort Worth Trail Fort Worth, Texas 76102 Tracy.Walter@fortworthtexas.gov RE: Recent Organizational Changes Within GFT Dear Ms. Walter, Ingenuity That Shapes Lives," As you may know, GFT Infrastructure, Inc. (formerly known as Gannett Fleming, Inc.) has completed a merger through an affiliate of TranSystems Corporation dba TranSystems Corporation Consultants ("TranSystems"), effective August 5, 2024 (the "Transaction"). As a result of the Transaction, TranSystems became a subsidiary within the GFT Infrastructure, Inc. organization. Earlier this year, the overall organization rebranded as GFT. GFT has been working to integrate operations, systems and people. Effective July 5, 2025, as a result of an internal reorganization, employees of TranSystems have been transferred to GFT Infrastructure, Inc. GFT Infrastructure, Inc. will be the organization's main operating entity and, while TranSystems will continue to exist as a subsidiary for a period following this corporate consolidation, its operations will wind down as contracts are assigned. Thank you for your patience throughout this exciting process. If you require any additional information regarding the Transaction or our subsequent consolidation, please do not hesitate to reach out to Michael Hobbs at mrhobbs@gftinc.com or by telephone at (817) 223-2627. We look forward to continuing to serve you as GFT. Sincerely, GF Infrastructure-, Inc. f� Audrei J. Daly Chief Legal Officer & Senior Vice President gftinc.com GIFT 1 300 Sterling Parkway I Suite 200 1 Mechanicsburg, PA 17050 1 P: 717.763.7211 Page 1 of 1 Form Request for Taxpayer Give form to the (Rev. March 2024) Identification Number and Certification requester. Do not Department of the Treasury Go to wwwJrs.gov/FormW9 for instructions and the latest information. send to the IRS. Internal Revenue Service Before you begin. For guidance related to the purpose of Form W-9, see Purpose of Form, below. 1 Name of entity/individual. An entry is required. (For a sole proprietor or disregarded entity, enter the owner's name on line 1, and enter the business/disregarded entity's name on line 2.) GFT Infrastructure, Inc. 2 Business name/disregarded entity name, if different from above. 3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1. Check 4 Exemptions (codes apply only to 0 only one of the following seven boxes. certain entities, not individuals; CL ❑ Individual/sole proprietor 0C corporation ❑ S corporation ❑ Partnership ❑ Trust/estate see instructions on page 3): ❑ LLC. Enter the tax classification (C = C corporation, S = S corporation, P = Partnership) Exempt payee code (if any) 5 Q. o Note: Check the "LLC" box above and, in the entry space, enter the appropriate code (C, S, or P) for the tax classification of the LLC, unless it is a disregarded entity. A disregarded entity should instead check the appropriate Exemption from Foreign Account Tax o box for the tax classification of its owner. Compliance Act (FATCA) reporting r .G 5 ❑ Other (see instructions) _ code (if any) 3b If on line 3a you checked "Partnership" or "Trust/estate," or checked "LLC" and entered "P" as its tax classification, this form to trust, in have interest, t; (Applies to accounts maintained and you are providing a partnership, or estate which you an ownership check ❑ outside the United States.) co this box if you have any foreign partners, owners, or beneficiaries. See instructions in 5 Address (number, street, and apt. or suite no.). See instructions. Requester's name and address (optional) 300 Sterling Parkway Suite 200 6 City, state, and ZIP code Mechanicsburg, PA 17050-2902 7 List account number(s) here (optional) Taxpayer Identification Number (TIN) 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 r 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 or TIN, later. Emolover identification number Note: If the account is in more than one name, see the instructions for line 1. See also What Name and Number To Give the Requester for guidelines on whose number to enter. �25-1613591 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 II, later. Sign Signature of Here U.S. person <frL �'�c.� Date 6/5/2025 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/F`ormW9. What's New Line 3a has been modified to clarify how a disregarded entity completes this line. An LLC that is a disregarded entity should check the appropriate box for the tax classification of its owner. Otherwise, it should check the "LLC" box and enter its appropriate tax classification. ISA New line 3b has been added to this form. A flow -through entity is required to complete this line to indicate that it has direct or indirect foreign partners, owners, or beneficiaries when it provides the Form W-9 to another flow -through entity in which it has an ownership interest. This change is intended to provide a flow -through entity with information regarding the status of its indirect foreign partners, owners, or beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any indirect foreign partners may be required to complete Schedules K-2 and K-3. See the Partnership Instructions for Schedules K-2 and K-3 (Form 1065). Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS is giving you this form because they Form W-9 (Rev. 3-2024) Form-406 (Revised 05/11) Submit in duplicate to: Secretary of State P.O. Box 13697 Austin, TX 7.8711-3697 5,12 463-5555 FAX: 512/463-5709 Filing Fee: See instructions Amendment to Registration Entity Information 1. The legal name of the filing entity is: Gannett Fleming, Inc. State the name of the entity as currently shown in the records of the secretary of state. This space reserved for office -use. FILED In the Office of the Secretary ofZtate of Texas JUN 10 2025' Corporations Section 2. If the entity attained its registration under an assumed name; ,the qualifying assumed name as shown on the records of the secretary of state is 3. The registration was issued to.the;entity on: 11/ 10/1989 mm/dO,py The file number issued to the filing entity'by the secretary of state is: 0008209206 Amendments to Application 4. The registration is amended to change the legal name of the entity as amended in the entity's jurisdiction of formation. The new name is: GFT Infrastructure, Inc. 5. The new name of the entity is not available for use in Texas :or fails to include an appropriate organizational, designation. Or; the entity wishes to:amend the qualifying r assumed name stated on -its application for registration or amended registration. The. assumed name. the entity elects to adopt for purposes of maintaining its registration is: 6. The registration is amended to change the business or activity stated in its application for registration or!amended:registration. The business or activity that the entity proposes to pursue in this state is: The entity certifies that it is authorized to pursue the same business, or activity under the laws. of the entity's jurisdiction of formation. EM Form 406 4 Other Changes.to the Application for Registration 7. The foreign filing entity desires to amend its application for registration to make changes other than or in addition to those stated above. Statements contained in the original application or any amended application are identified by number or description and changed to read as follows: Effectiveness of ]'' iling (Select either A, B, or C.) A. ❑✓ This document becomes effective when the document is filed by the secretary of state: R ❑ This document becomes effective at a later date, which is not more than ninety (9%days from the date of signing. The delayed effective date is- C. ❑ This document takes effect upon the occurrence of a future event or fact, other than the passage of time. The 90rh day after the date of signing is: or fact will cause the document to take effect in the manner Execution The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or fraudulent instrument and certifies under penalty of.pedury that the undersigned is authorized under the provisions of law governing the entity to execute the filing instrument. Date: June 4, 2025 V. gnature of aut a ed person (see instructs ) Audrey J._Daly, Secretary Printed or typed name of authorized person. Farm 406 FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: TranSystems Corporation dba TranSystems Corporation Consultants to GFT Infrastructure, Inc. CSC 55394 Subject of the Agreement: Consent of Assignment M&C Approved by the Council? * Yes ❑ No If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No © If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: NA If different from the approval date. Expiration Date: NA If applicable. Ism 1295 Form required? * Yes ❑ No *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. NA *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes © No ❑ Contracts need to be routed for CSO processing in the followin order:. 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.