HomeMy WebLinkAboutAssumption, Assignment and Consent Agreement between Hart Crowser, Inc, Haley & Aldrich, Inc and City of Auburn ILI
www.hartcrowser.corn
HARTCRO WSER
July 16, 2020
Mr.Jai Carter
City of Auburn
Re: Assignment of Contract
HC Job#12320061(and all Change Orders thereunder)—Auburn 2019 On-Call Environmental
and Wetland Services
Dear Mr. Carter
I am pleased to share with you that on August 28, 2020, Hart Crowser will join Haley&Aldrich, Inc.
(H&A), a nationwide, 700-person geotechnical engineering and environmental firm. Haley&Aldrich
(www.haleyaldrich.com)shares Hart Crowser's commitment to service delivery excellence,technical
innovation, and finding the most thoughtful and creative solutions to the challenges you face.
Together, we will increase the breadth and depth of our consulting and design resources. Our combined
capabilities extend across all elements of geotechnical engineering and seismic design, environmental
assessment and remediation,the natural resource sciences, and resilience planning. H&A's
headquarters are in the east, but they have 30 offices in 19 states, including California, Idaho, Colorado,
• and Arizona. Hart Crowser's offices in Washington, Oregon, Hawaii, and Guam will mark H&A's first
Pacific Northwest and Pacific Islands presence.
The transition to H&A will be seamless—there will be no change in your primary contacts, or current
project team, contract or schedule. We will become "Hart Crowser, a Division of Haley&Aldrich, Inc."
All contract terms and conditions remain the same. However, per the contract terms,we need your
signed consent in order to assign this contract from Hart Crowser to Haley&Aldrich.To that end,we ask
that you please sign and return the attached Assumption,Assignment and Consent no later than August
20, 2020.
Thank you in advance for your prompt return of the signed Consent. If you should have any questions,
please call me.
Sincerely,
HART CROWSER,INC.
DA;ID G. INTER,PE
esident/Chief Executive Officer
3131 Elliott Avenue,Suite 600
Seattle,Washington 98121
206.324.9530
A
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Assumption, Assignment, and Consent
This Assumption,Assignment, and Consent is by and between Hart Crowser, Inc., a Washington
corporation ("Assignor"), Haley&Aldrich, Inc., a Delaware corporation ("Assignee"), and the City of
Auburn ("Obligor"). Assignor,Assignee, and Obligor are sometimes collectively referred to as the
"Parties" or individually as a "Party".The effective date of this Consent shall be the date last signed by a
Party.
Whereas,Assignor entered into a contract, attached as Exhibit A to this Consent, ("Contract")with
Obligor;
Whereas,the Contract requires Obligor's consent to the assignment by Assignor of the Contract's rights
and obligations;and
Whereas,Assignor wishes to assign all of its rights and obligations under the Contract to Assignee;
Now therefore, in consideration of the mutual covenants contained herein, and other good and
valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the Parties agree
as follows:
1. Assignor and Assignee hereby agree that the Assignor shall assign all its right,title, and interest,
and delegate all its obligations, responsibilities, and duties, in and to the Contract to Assignee.
2. Assignee hereby accepts the assignment of all obligations, responsibilities, and duties under the
Contract and all of Assignor's right,title, and interest in and to the Contract.
3. Obligor hereby consents to the assignment of the Contract rights and obligations of the Assignor
to Assignee.
4. Each Party hereto agrees to execute such further documents and take such further steps as the
other Party reasonably determines may be necessary or desirable to effectuate the purposes of
this Consent.
5. It is the intention of the Parties that in the event a court of competent jurisdiction finds that any
provision or portion of this Consent is invalid or unenforceable for any reason,the balance and
remainder of this Consent shall remain in effect and enforceable to the extent possible under
the circumstances then existing.
6. This Assignment Consent shall be deemed governed by the laws of the State of Washington, and
further,the Parties each agree to submit to the subject matter and personal jurisdiction of the
courts of the State of Washington.
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7. This Assignment Consent supersedes all prior and contemporaneous assignments and
discussions of the Parties regarding this Assignment of the subject Contract.
8. Other than as expressly set forth herein,the Contract shall remain unchanged and the terms
and conditions of the Contract shall continue in full force and effect between Obligor and
Assignee.
Agreed,signed and made effective this the\--- --- day of c-N,::,�,,,,r., ��, , 2020.
ASSIGNOR: ASSIGNEE:
Hart Crowser, Inc. Haley& , : ich, Inc.
By: G W7144&._. By: 7 /
Printed e: David G. Winter Printed Name: Lawrence P. Smith
OBLIGOR:
City of Auburn
By: `_ �+,...,,,,, • _ _ .
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Printed Name: , •
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Attachment: Contract