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HomeMy WebLinkAbout059865-CA1 - Construction-Related - Contract - Consor Engineers, LLC and Consor North America, Inc.CSC No. 59865-CAl CITY OF FORT WORTH ASSIGNMENT For value received Consor Engineers, LLC ("Assignor"), hereby assigns to Consor North America, 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 CSC 59865 (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 s�day of A2tL- 2026. Consor Engineers, LLC (Assignor) By: Print: Print: Mindy Shunanek Title: Executive Vice President Consor North America, Inc. (Assignee) By: • S�S l Print: Krishna Peapully Title: Executive Vice President OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Paget of3 NOTARY ACKNOWLEDGEMENT On the I %k day of OU61 2026, personally appeared ff , who acknowledged to me that (s)he is the Executive Vice President of Co or Engineers, LLC ("Assignor"), and that (s)he executed this document for the purposes and consideration contained herein. Consor En 'n LC >j By: Print: Mindy Shimanek Title: Executive Vice President SUBSCRIBED TO before me on this V day of JA, 2026. OFFICIAL STAMP IVIIIIIIA �ROIE ANNA WILLMAN NO PUBLIC•OREGON otary Public in and for the State of_0irenoyl COMMISSION N0. 1051 1 17 My commission Expires: MYCOMMISSION EXPIRES AUGUST 22, 2028 NOTARY ACKNOWLEDGEMENT On the I5't day of qrjr;i 2026, personally appeared who acknowledged to me that (s)he is the Executive Vice President of Consor Nora America, Inc. ("Assignee"), and that (s)he executed this document for the purposes and consideration contained herein. Consor North America, Inc. /1, By: ( j��r•U�i^ Print: Krishna Peapully �— Title: Executive Vice President SUBSCRIBED TO before me on this 1 day of qpr; ( , 2026. Q51 aeGt ram! L.U.-D Notary Pu is in4A for the State of - exaS My commission Expires: to /11 tag Assignment Page 2 of CONSENT TO ASSIGNMENT The City of Fort Worth consents to the assignment of Consor Engineers, LLC ("Assignor") to Consor North America, Inc. ("Assignee"), of all its rights, title, and obligation owing and all funds due or to become due to Assignor under CSC 62979 as long as all terms required of Assignor in said contracts are met by Assignee. CITY OF FORT WORTH X. Larieu Ap26 2 26 16:19:52 CDT) April 26, 2026 Lauren Prieur - Department Director Date op��, 04/26/2026 Jesica McEachern - Assistant City Manager Date .offnnn FORT QIIQ ATTESTED BY: °~° ����'""�" V � IIIIQQ nEXAgo'O' Jannette Goodall, City Secretary APPROVED AS TO FORM AND LEGALITY: %9� City of Fort Worth Assistant City Attorney Contract Compliance Manager: 04/27/2026 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. Employee Signature/Date Engineering Manager -Mobility Team Title OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Assignment Page 3 U3 O � � O � 6505 Waterford District Drive, Suite 470 Miami, FL 33126 888.451.6822 Notification of Change - Consolidation & Entity Changes December 13, 2025 City of Fort Worth, TX 200 Texas Street Fort Worth, TX 76102 RE: All Consor Projects Dear Valued Client, Consor is taking steps to consolidate and reorganize our workforce. Effective December 13, 2025, we merged Consor Engineers, LLC with and into Consor North America, Inc. This transition in legal entities will streamline our structure by aligning similar services to enhance resource sharing and improve project delivery. This change does not alter the scope of services, terms, or your project team. Pursuant to our contract requirements, we hereby notify you of this legal entity change. As a result, we are requesting an assignment of contracts from Consor Engineers, LLC to Consor North America, Inc. Insurance: Marsh, our third -party insurance provider is unchanged; however, for updated certificates of insurance (and bonds and other required documentation as applicable) please contact legal@consoreng.com, and we will provide updated documents if you have not already received them directly. Marsh will send updated certificates as part of the annual policy year renewal on January 1, 2026. Assignment Template: If an assignment is required due to this notice, our assignment template can be found at www.consoreng.com/assignment. Email legal@consoreng.com and we will prepare or review the document for execution. Accounts Receivable Location Update: We have updated how we process payments. Our Accounts Receivable mailing address is now a JPMorgan Chase Bank lock box: Consor North America, Inc., P.O. Box 739710, Dallas, TX 75373-9710. Please see the attached letter from JPMorgan Chase Bank. If updates to ACH payments are required, please email ar@consoreng.com. Please also find attached an updated copy of our W-9. If further actions or changes are required on our active contracts due to this change, please let us know by emailing us at legal@consoreng.com. Our contracts team is ready to address your questions or requests. If this notification was sent to the wrong contact within your organization, please forward it to the appropriate person or let us know where to redirect it. If you have any questions, please contact robert.cardina@consoreng.com or your Consor project manager. Sincerely, Consor North America, Inc. �—d / `" Mindy Shimanek Corporate Officer Attachments: W-9, Banking Letter www.consoreng.com Docusign Envelope ID: 300EFBED-2261-4024A2BC-E875D8350AE0 Filing#:804319738 Document#:1506537370002 Filed On 8/6/2025 received by Upload Form 406 (Revised 05/11) Submit in duplicate to: Secretary of State P.O. Box 13697 Austin, TX 78711-3697 512 463-5555 FAX: 512/463-5709 Filine Fee: See instructions Amendment to Registration Entity Information 1. The legal name of the filing entity is: Consor North America, Inc. State the name of the entity as currently shown in the records of the secretary of state. This space reserved for office use. 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: 10/04/2021 mm/dWy"y The file number issued to the filing entity by the secretary of state is: 804319738 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: 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 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. Form 406 4 Docusign Envelope ID: 300EFBED-2261-4024A2BC-E875D8350AEO 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: see attached Effectiveness of Filing (select either A, s, or Q A. P1 This document becomes effective when the document is filed by the secretary of state. S. ❑ This document becomes effective at a later date, which is not more than ninety (90) 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 90th day after the date of signing is: The following event or fact will cause the document to take effect in the manner described below: 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 perjury that the undersigned is authorized under the provisions of law governing the entity to execute the filing instrument. Date: 8/5/2025 Signed by, 51gna d person (see instructions) Matthew Paul Cass Printed or typed name of authorized person. Form 406 W" Docusign Envelope ID: 300EFBED-2261-4024-A2BC-E875D8350AE0 Principal office address changed from: 155 North Wacker Drive, Suite 4150, Chicago, IL 60606 To new address: 6505 Waterford District Drive, Suite 470, Miami FL 33126 Removing the following individuals listed under management Sandeep N. Patil - Chairman of the Board/Chief Engineering Officer/Director Chris Rayasam- CEO/Director Scott Gwilliam - Managing Partner Erik Gernant -Vice President/Director Scott Gwilliam - Director Raj Rangaswamy- Director Zina Schwartz -Director Mindy Shimanek - Director Adding Hisham Mahmoud, Executive Chair - 6505 Waterford District Drive, Suite 470, Miami FL 33126 Heather Yazdan, Chief Financial Officer - 6505 Waterford District Drive, Suite 470, Miami FL 33126 Mindy Shimanek, Executive Vice President - 6505 Waterford District Drive, Suite 470, Miami FL 33126 Updating address for Matthew Paul Cass, Senior Vice President & Secretary - 6505 Waterford District Drive, Suite 470, Miami FL 33126 Form W'9 I Request for Taxpayer I Give form to the (Rev. March 2024) Identification Number and Certification requester. Do not Department of the Treasury Go to www.irs.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 online 1, and enter the business/disregarded entity's name on line 2.) Consor North America, Inc. 2 Business name/disregarded entity name, if different from above. Consor Engineers M 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 Ca only one of the following seven boxes. certain entities, not individuals; 0- c ❑ Individual/sole proprietor ❑✓ C corporation ❑ S corporation ❑ Partnership ❑ Trust/estate see instructions on page 3): 0 ❑ LLC. Enter the tax classification (C = C corporation, S = S corporation, P = Partnership) . . . . Exempt payee code (if any) CL o Note: Check the "LLC" box above and, in the entry space, enter the appropriate code (C, S, or P) for the tax v 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 ❑ Other (see instructions) code (if any) a0 3b If on line 3a you checked "Partnership" or "Trust/estate," or checked "LLC" and entered "P" as its tax classification, �= s; (Applies to accounts maintained d ti and you are providing this form to a partnership, trust, or estate in which you have an ownership interest, check this box if you have any foreign partners, owners, or beneficiaries. See instructions . . . . . . . . . ❑ outside the United States.) a) 5 Address (number, street, and apt. or suite no.). See instructions. Requester's name and address (optional) 6505 Waterford District Drive, Suite 470 6 City, state, and ZIP code Miami, FL 33126 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 . 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 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. 9 3 — 0 7 6 8 5 5 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 siqn the certification, but you must provide your correct TIN. See the instructions for Part 11, later. Sign Here Signature of U.S. person &,��*GZ`i4/ Date 01 /01 /2026 General Instructions 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 Section references are to the Internal Revenue Code unless otherwise foreign partners, owners, or beneficiaries when it provides the Form W-9 noted. to another flow -through entity in which it has an ownership interest. This Future developments. For the latest information about developments change is intended to provide a flow -through entity with information related to Form W-9 and its instructions, such as legislation enacted regarding the status of its indirect foreign partners, owners, or after they were published, go to www.irs.gov/F6rmW9. beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any indirect foreign What's New 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). Line 3a has been modified to clarify how a disregarded entity completes this line. An LLC that is a disregarded entity should check the Purpose of Form appropriate box for the tax classification of its owner. Otherwise, it should check the "LLC" box and enter its appropriate tax classification. 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) FORT WORTH. City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: CSC 59865 Consor Engineers, LLC to Consor North America, Inc. 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. Is a 1295 Form required? * Yes ❑ No ED *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 0 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.