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HomeMy Public PortalAbout091-2023 - Atlas Technical Consultants - consent to assignment CONSENT TO ASSIGNMENT This Consent to Assignment ("Consent.") is made effective as of this .3',L) day of f1.401/4.., 2023 ("Effective Date") by Richmond Sanitary District. WHEREAS, ATC Group Services, ITC ("ATC") is a party to a certain Purchase Order No. 20-05966, by and between ATC and Richmond Sanitary District., a copy of which is attached hereto as Exhibit A ("Agreement"); WHEREAS, ATC and Atlas Technical Consultants EEC ("Atlas"), a Delaware limited. liability company, merged becoming solely under the name of Atlas Technical Consultants LLC ("Atlas") WHEREAS, concurrently with the closing of the company merger, ATC desires to assign all of ATC's right, title, interest and obligations in, to and under the Agreement to Atlas Technical Consultants LLC in accordance with the terms and conditions of the merger. WHEREAS, Atlas desires to assume all of ATC's right, title, interest and obligations in, to and under the Agreement; WHEREAS, Richmond Sanitary District previously entered into an Agreement with. ATC, referred to as Contract No. 41-2020, executed on April 21, 2020, which Agreement, pursuant to Section XL provides that neither party may assign or delegate any of its rights or obligations thereunder without the prior written consent of the other party; and WHEREAS, Richmond Sanitary District does now consent to the assignment of Contract No. 41-2020 and Purchase Order Nos. 20-05966 by ATC to Atlas, and Atlas Technical Consultants LLC hereby acknowledges and accepts the assignment. NOW, THEREFORE, Richmond Sanitary District hereby (a) consents to the assignment of the Agreement to Atlas Technical Consultants EEC; (h) acknowledges that this Consent satisfies all notice, consent., and other procedural requirements under the Agreement in connection with the merger; (c) acknowledges that it will assist with transferring over any accounts (as required) to Atlas Technical Consultants LLC; (d) waives any right to terminate the Agreement that may arise under the Agreement in connection with the merger; and, (e) on and after the Effective Date, further agrees to fully release ATC Group Services LLC from any and all obligations of ATC under the Agreement and to look solely to Atlas Technical Consultants LLC to fulfill the obligations of ATC Group Services LTC thereunder. Contract No. 91-2023 IN WITNESS WHEREOF, Richmond Sanitary District and Atlas Technical Consultants LLC have executed this Consent as of the Effective Date. [Remainder of Page Intentionally Left Blank — Signatures to Follow on Page 31 2 P a, g "CITY" -CONTRACTOR" The City of Richmond, Indiana, by and Atlas Technical Consultants ITC ITC through its Board of Sanitary Corrinliss. ers Sue Miller, President (Printed): /ft lbted: -3/ c.,2° Title: /21'414cl( all 90 micinarakshi, Vice President Dated: Dated: LS- 2 ) eim Member C?› e) Dated: APPROVED: (71 David'IVESnow, Dated: OC c/ 3 P °,11