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HomeMy WebLinkAbout043892-CA1 - General - Contract - American Legal Publishing, LLCCSC No. 43892-CAI CITY OF FORT WORTH ASSIGNMENT For value received American Legal Publishing Corporation ("Assignor"), hereby assigns to American Legal Publishing, 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 CSC 43892 (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 the I -7 day of ma VA 2026. American Legal Publishing Corporation (Assignor) By: ,/Ii� Print: Rfr f3d I-LogVC4 Title: President American Legal Publishing, LLC (Assignee) Print: IC" &II q p+a 67i Title: President OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Pager of3 NOTARY ACKNOWLEDGEMENT On the f "7 day of '(h a Yc.k,-- 2026, personally appeared R tH T�oL t, k44A eri, who acknowledged to me that he is the President of American Legal Publishing Corporation ("Assignor"), and that he executed this document for the purposes and consideration contained herein. American Legal Publishing Corporation By: Print: &-'7 %c�L L, 61kW d Title: President SUBSCRIBED TO before me on this -7t"--day of X�ct ` 2026. taffy Public in and or the State of My commission Expires: P1 IN POWERS ROBERTS, Attormy at Lavj Notary Public, State Of Ohio Commissdon has nol oxpiration date. NOTARY ACKNOWLEDGEMENT Suction 147.03 O.R.C. On the 1.-7 day of fil-OL VIA 2026, personally appeared '-( L 40-k eo , who acknowledged tome that he is the President of American Legal Publishing, LLC ("Assignee"), and that he executed this document for the purposes and consideration contained herein. American Legal Publishing, LLC By: Print: Title: President SUBSCRIBED TO before me on this 1 `/`\ day of we-l� , 2026. Notary Public in and for the State of My commission Expires: Notar PuI'W 1 11orrev zat avr My Commissfon has noaoxPirat on date, SeOon 147.03.0.R.C, 01 l . i Assignment Page 2 of CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of American Legal Publishing Corporation ("Assignor") to American Legal Publishing, LLC ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSC 60363 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH J JK4= Jay Chapa (Apr 2, 2026 12:56:39 CDT) Jay Chapa, City Manager Date Qn 9FONTgQQ ATTESTED BY: QQQ aezp5a4a 04/02/2026 Jannette Goodall, City Secretary Date APPROVED AS TO FORM AND LEGALITY: 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. K C4416e,51a� Employee Signature/Date Title OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Page 3 of \T/ American Legal Jannette Goodall Fort Worth City Secretary 100 Ft. Worth Trail, 7th Fl. Fort Worth, TX 76102-6314 Dear Ms. Goodall: American Legal Publishing 525 Vine Street, Ste. 310 Cincinnati, OH 45202 800-445-5588 www.amlegal.com March 9, 2026 As you may already know, American Legal Publishing Corporation was acquired in 2023 by ICC Codification, Inc., which is part of the International Code Council Family of Solutions. In connection with that transaction, all of American Legal Publishing's rights, benefits, and obligations under its contracts are now being assigned to American Legal Publishing, LLC. You may see the name American Legal Publishing, LLC on paperwork moving forward. Other than that, nothing will change, and it will be business as usual (including the same editors and staff). I have included a W-9. If you have questions or concerns about this, please don't hesitate to let us know. We look forward to our continued relationship. Best regards, Ray G. Bollhauer, Esq. President rbollhauer@atnlegal.com c.c. Katherine Cenicola US-8R CD aATR 11L2 26 F`M1 3 AMERICAN LEGAL PUBLISHING, LLC • A MEMBER OF THE L C. C. F"n Y OF SOL unoNS Form w-9 (Rev. March 2024) 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. Before you begin. For guidance related to the purpose of Form W-9, see Purpose of Form, below. Give form to the requester. Do not send to the IRS. 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.) [CC Codification. Inc 2 Business name/disregarded entity name, If different from above. American Le al Publishing, LLC M 3a Check the appropriate box for federal tax classification of the entlly/individual whose name Is entered on line 1. Check 4 Exemptions (codes apply only to roonly one of the following seven boxes. certain entitles, not Individuals; a o ❑ Indivldual/sole proprietor ❑✓ C corporation El corporation ❑Partnership ❑ Trust/estate see Instructions on page 3): ❑ LLC. Enter the tax classlllcalion (C = C corporation, S = S corporation, P = Partnership) . . . . Exempt payee code Of any) 1 y C 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 y box for the tax classlticellon of Its owner. Compliance Act (FATCA) reporting ❑ Other (see Instructions) code Of any) A a u (Applies to accounts maintained 3b If on line 3a you checked "Partnership" or "Trust/estate," or checked "LLC" and entered "P" as Its tax classification, w and you are providing this form to a partnership, trust, or estate In which you have an ownership Interest, check See ❑ outside the United States.) �4 this box If you have any foreign partners, owners, or beneficiaries. Instructions . . . . . . . . . aa) 6 Address (number, street, and apt, or suite no.). See Instructions. Requester's name and address (optional) (0 525 Vine Street, Suite 310 6 City, state, and ZIP code Cincinnati OH 45202 7 List account numbers) 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 m — — resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entitles, it is your employer Identification number (EIN). If you do not have a number, see How to at a or TIN, later. Employer 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. B 2 — 3 1 7 1 2 1 2 1 1 1 4 1 5 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. 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.1rs.gov/FormW9. 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. 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 Cat. No. 10231X Form W-9 (Rev. 3-2024) ecretary of State .O. Box 13697 ustin, TX 78711-3697 AX: 512/463-5709 'iling Fee: $300 Certificate of Formation Limited Liability Company Filed in the Office of the Secretary of State of Texas Filing #: 805551344 05/16/2024 Document #: 1364814320005 Image Generated Electronically for Web Filing Article 1 - Entity Name and Type The filing entity being formed is a limited liability company. The name of the entity is: American Legal Publishing, LLC ---------------------------------------------- Article 2 — Registered Agent and Registered Office .......................... ................... IVA. The initial registered agent is an organization (cannot be company named above) by the name of: .............. Corporation Service Company d/b/a CSC -Lawyers Incorporating Service Company OR 'B. The initial registered agent is an individual resident of the state whose name is set forth below: C. The business address of the registered agent and the registered office address is: Street Address 211 E. 7th Street Suite 620 Austin TX 78701 Consent of Registered Agent The limited liability company is to be managed by managers. OR B. The limited liability company will not have managers. Management of the company is reserved to the members. The names and addresses of the governing persons are set forth below: .. Managing Member 1: (Business Name) ICC Codification, INC. Address: 200 Massachusetts Ave. NW, Ste. 250 Washington DC, USA 20001 Article 4.- Purpose Fhe purpose for which the company is organized is for the transaction of any and all lawful business for which limited iability companies may be organized under the Texas Business Organizations Code. [The attached addendum, if any, is incorporated herein by reference.] Initial Mailing Address to be used by the Comptroller of Public Accounts for purposes of sending tax information. he initial mailing address of the filing entity is: 25 Vine Street uite 310 incinnati, OH 45202 SA Organizer ....... .... ._..... Fhe name and address of the organizer are set forth below. CC Codification, Inc. 200 Massachusetts Ave. NW, Ste. 250, Washington, DC 20001 This document becomes effective when the document is filed by the secretary of state. OR B. This document becomes effective at a later date, which is not more than ninety (90) days from the date of its igning. The delayed effective date is: ne unaersignea attirms tnat the person aesignatea as registerea agent nas consentea to the appointment. I ne ndersigned signs this document subject to the penalties imposed by law for the submission of a materially false or audulent instrument and certifies under penalty of perjury that the undersigned is authorized under the provisions of Iw governing the entity to execute the filing instrument. FILING OFFICE COPY FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: CSC 43892 - American Legal Publishing Corporation to LLC Subject of the Agreement: Consent of Assignment M&C Approved by the Council? * Yes ❑ No M If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes ❑ No 0 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No 0 If unsure, see backpage for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 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 followingorder: rder: 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.