Loading...
HomeMy Public PortalAbout052-2009 - ASSIGNMENT OF CONTRACT - Rose City ConstructionASSIGNMENT OF CONTRACT RIGHTS This Assignment of Contract Rights (the "Assignment") is made and entered into as of the 2nd day of April, 2009, (the "effective date") by and between Rose City Construction Company, 1200 Industries Road ("Assignor") and Apex Group, P.O. Box 147, Tipton, Indiana, 46072 ("Assignee") (collectively referred to as the "Parties"). Assignor is a party in the Demolition Agreement dated December 4, 2008 (the "Master Contract" identified also as "Contact No. 134- 2008"), by and between the Assignor and City of Richmond ("Other Party") for a term ending on completion of the project. WHEREAS, Assignor and the City of Richmond entered into the Master Contract and a copy is attached as Exhibit A hereto and made a part hereof by reference; WHEREAS, subject to certain other conditions, including consent of the City of Richmond, which consent is provided in this Assignment, Section IX of the Master Contract permits the assignment of the Master Contract by the Assignor; WHEREAS, the Assignor now desires to assign and transfer all of its rights, obligations, and interests in the Master Contract to Assignee pursuant to this Assignment; the Assignee desires to accept the assignment of all of the Assignor's rights, obligations, and interests in the Master Contract; and the City of Richmond desires to consent to the assignment to Assignee; and WHEREAS, the Assignor desires and consents that payments for remaining rights, obligations, and duties under the Master Contract be paid to Assignee upon Assignee's fulfillment of the remaining contractual obligations. NOW THEREFORE, the parties agree as follows: 1. ASSIGNMENT. Assignor hereby assigns to Assignee all of its interests, rights, and title held by Assignor in and to Contract Number 134-2008 with respect to the following properties: 1111 South B Street (House) $5,292.00 136 South I Ith Street (House and Garage) $7,370.00 316 North 15th Street (House and Garage) $6,020.00 2112 Glen Court (House and Garage) $7,100.00 417 North 20th Street (House) $7,500.00 TOTAL: $33,282.00 Contract No 52-2009 In consideration of Assignee accepting the assignment of all of Assignor's rights, obligations, and interests in the Master Contract for the above properties, Assignor further assigns the right to payment for demolition of the above properties under Contract Number 134-2008, for a total amount not to exceed Twenty-five Thousand Seven Hundred Eighty-two Dollars and Zero Cents ($25,782.00). 2. ASSUMPTION OF OBLIGATIONS. Assignee acknowledges the receipt of a copy of the Master Contract. Assignee hereby assumes all of Assignor's interests, rights, duties, and obligations remaining in the Master Contract as set forth within this Assignment. Assignee agrees to comply with all the terms and perform all conditions and covenants in the Master Contract as if Assignee were an original party therein. Assignee agrees to obtain or submit all necessary vendor forms, insurance information, demolition permits, and any other information deemed necessary by the Director of Purchasing for the City of Richmond, prior to commencement of work under this Assignment. Specifically, no work shall commence until the following has been met: a. The City is in receipt of any required certificates of insurance; and b. A purchase order has been issued by the Purchasing Department. Assignee understands it will not be paid in advance for demolition of the above listed properties but rather will be paid for complete and satisfactory performance of the work required pursuant to this Assignment and the Master Contract, with individual property payment amounts as set forth above. Assignee will submit an invoice after completion of work on each property as set forth in this Assignment. Assignee acknowledges and understands that any properties previously demolished under Contract Number 134-2008 by Assignor are not included in this Assignment of Contract Rights and Assignee shall not be obligated to perform any work on those properties previously demolished nor be entitled to payment for those previously demolished properties. 3. JOINT AND SEVERAL LIABILITY. Assignor and Assignee shall be jointly and severally liable under this Assignment and the Master Contract. 4. ASSIGNOR'S REPRESENTATIONS. Assignor warrants that the Master Contract is in full force and effect and fully assignable and may be assigned with consent of the Other Party. Assignor warrants that the Assignment of the Master Contract will not take effect until approved and consented to by Other Party. Assignor further warrants that the contract rights transferred in this Assignment are free of lien, encumbrance, or adverse claim. ASSIGNOR: ASSIGNEE: Rose City Construction Apex Group 1200 Industries Road P.O. Box 147 Richmond, IN 47374 Tipton, IN 46072 Either party may change such addresses from time to time by providing notice as set forth above. 5. WAIVER. The failure of any party to enforce any provision of this Assignment or the Master Contract shall not be deemed a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Assignment or the Master Contract. 6. AUTHORITY. Any person executing this Assignment in a representative capacity hereby warrants that he has been duly authorized by his or her principal to execute this Assignment. IN WITNESS WHEREOF, the parties have caused this Assignment to be executed the day and year first above written. ASSIGNOR: Rose City Construction S/S Mike Dickman Mike Dickman, President ASSIGNEE: Apex Group S/S J.D. Mohr J.D. Mohr, President STATE OF INDIANA, COUNTY OF WAYNE, SS: Before me, a Notary Public, in and for said County State, appeared the within named Assignor, Rose City Construction Company, by Mike Dickman, President, who executed the foregoing Assignment of Contract as his voluntary act and deed and the voluntary act and deed of said Company. Witness my hand this _1st My Commission Expires: _August 31, 2015 day of _April , 2009. S/S Marilyn M. Miles Printed: Marilyn M. Miles Notary Public County of Residence: Union STATE OF INDIANA, COUNTY OF Tipton , SS: Before me, a Notary Public, in and for said County State, appeared the within named Assignee, Apex Group by J.D. Mohr, who executed the foregoing Assignment of Contract as his voluntary act and deed and the voluntary act and deed of said Company. Witness my hand this _17th day of _April 2009. My Commission Expires: October 25, 2012 S/S Nancy Abernathy Printed: Nancy Abernathy Notary Public County of Residence: _Tipton APPROVAL AND CONSENT The City of Richmond, by and through its Board of Public Works and Safety hereby approves the assigning of Contract Number 134-2008 ("Master Contract") by Rose City Construction Company by Mike Dickman, its President, to Apex Group. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Public Works and Safety By:_S/S Vicki Robinson Vicki Robinson, President By:_S/S Dian Lawson Dian Lawson, Member By:_S/S Mary Jo Flood Mary Jo Flood, Member Date: April 2, 2009 APPROVED: S/S Sarah L. Hutton Sarah L. Hutton, Mayor Date: Abril3.2009