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6518 - Assignment of Contract Executed Procurement & Compliance 215 E. McKinney St., Denton, TX 76201  (940) 349-7100 OUR CORE VALUES Integrity  Fiscal Responsibility  Transparency  Outstanding Customer Service Assignment of Contract #6518 FOR VALUE RECEIVED, FX5 Construction & Excavation, Inc. (“Assignor”) hereby assigns and otherwise transfers to FX5 Utility Construction, LLC (“Assignee”) all rights, title and interest held by Assignor in and to the “Contract” described as follows (this “Assignment”): Contract approved November 7, 2017, by and between the City of Denton, FX5 Construction & Excavation, Inc. for underground electric installation services for Denton Municipal Electric; said Contract being in the original not to exceed amount of $6,000,000. Assignor warrants and represents that said Contract is in full force and effect and is fully assignable. Assignor further warrants that it has the full right and authority to transfer said Contract and that Contract rights herein transferred are free of liens, encumbrances and adverse claims. Said Contract has not been modified and remains on the terms and conditions originally contained therein. If said Contract has been modified, then all modifications to said Contract are attached hereto and made a part hereof. Assignor grants, bargains, sells, conveys, transfers, assigns and delivers all of its rights, interests, obligations and duties under the Contract to Assignee. Assignee fully assumes and agrees to perform all remaining covenants, duties, and obligations of Assignor under the Contract in strict accordance with the terms and conditions of the Contract and agrees to indemnify and hold Assignor harmless from any claim or demand resulting from non-performance by Assignee. Assignor agrees that Assignee shall be entitled to all monies remaining to be paid under the Contract, which rights are also assigned hereunder. The City of Denton’s obligations to make payment to Assignee shall only be effective following the date this Assignment becomes effective. In the event that a dispute arises between Assignor and Assignee as to the allocation or division of any payments payable or paid to Assignor of Assignee, such dispute shall be resolved strictly between Assignor and Assignee. This Assignment shall become effective as of the date the Consent to Assignment is executed by the City of Denton after this Assignment is executed by the Assignor and Assignee and shall be binding upon and inure to the benefit of the Assignor and Assignee, their heirs, administrators, successors and assigns. IN WITNESS WHEREOF the Assignor and Assignee execute and affix their respective approval and signature on this Assignment on the dates herein set forth. Dated: _________________ ___________________________ Assignor Dated: _________________ ___________________________ Assignee DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 12/10/2020 12/10/2020 Procurement & Compliance 215 E. McKinney St., Denton, TX 76201  (940) 349-7100 OUR CORE VALUES Integrity  Fiscal Responsibility  Transparency  Outstanding Customer Service Consent to Assignment of Contract In accordance with the provisions of the Contract, the City of Denton hereby consents to the Assignment of Contract affirming that no modification of the Contract is made or intended, except as noted hereinabove, and that Assignee is now and hereafter substituted for Assignor. The Assignee shall provide to the City of Denton the following documentation before the Assignment of Contract shall become effective: (1) a completed substitute W-9 form, and (2) a certificate of insurance which meets or exceeds the insurance requirements of the Contract. Attached: City of Denton Substitute W-9 form Conflict of Interest Questionnaire Contract #6518 Dated: _________________ Approved by: Lori Hewell Purchasing Manager City of Denton 901B Texas Street Denton, Texas 940-349-7100 lori.hewell@cityofdenton.com DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 12/10/2020 Tax ID/Social Security #: Individual/ Sole Proprietor Partnership Limited Liability Corporation Other Please specify: Exempt Payee Business Type :Equipment Rental/Lease (A-9)Royalties (A-2) Medical/Health Care (A-6) Merchandise- Goods Only (A-7) Merchandise & Services (A-7)Legal Firm/Attorney (A-C) Proceeds from Real Estate Purchases (S) Type of Organization:Female Owned Non Profit Historically Underutilized Business City of Denton Purchasing 901-B Texas St. Denton, TX 76209 Phone: (940) 349-7100 Fax: (940) 349-7302 www.dentonpurchasing.com Authorized Signature:____________________________ Printed Name:_______________________________________ Mailing Address: Consultant/Prof Fees (A-7) Company Name: Real Estate Rental/Lease (A1) Check appropriate box for federal tax classification (required): Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxtaxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because (a) I am exempt from backup witholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of 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. I am a US citizen or other U.S. person-for fededral tax purposes as defined at the bottom of this page*. *Definition of a U.S. Person-For Federal Tax purposes, you are considered a U.S. person if you are: (a) an individual who is a U.S. citizen or U.S. resident (b) a partnership, corporation, company, or association created or organized in the United States or under the laws of the United States (c) an estate (other than a foreign estate), or (d) a domestic trust (as defined in Regulations Section 301.7701-7). C Corporation Minority Owned Name as shown on your income tax return: Substitute W-9 Form The IRS requires all vendors to complete a W-9 Form. The information on this form must be filled out, signed and submitted by a vendor representative. All information must be completed before a purchase order or payment will be issued. Services Only (A- 7) Contact Name: Address: Phone Number: Fax Number: S Must designate C or S Email: Website: COD Page 1 9/23/2011 4. I unsderstand that I must disclose any conflict of interest in accordance with Section 176.006 (a-1) of the Local Government Code. DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 PO Box 1297 David Fuller 940-627-8009 FX5 Utility Construction LLC David Fuller 85-3899697 Decatur, TX 76234 940-627-0074 X X FX5 Utility Construction LLC Remit Address (if different from above) Email: List Products and/or Services Interested in Bidding: For Internal Use Only Requesting Department: Date: Purchasing Signature: Date: ACH Information-Voluntary I (we) authorize the City of Denton to deposit payments into the checking account listed. The authority remains in effect until the City of Denton has received written notification from me of termination in time to allow reasonable opportunity to act on it, or until the City of Denton has sent me written notice of termination of the agreement. Bank Name : ABA Routing#: Contact Name : Bank Account# Vendor Number Company Name: Contact Name: Address: ACH Email : Phone Number: Phone Number: Fax Number: Fax Number: Vendor Change Refund New Vendor Vendor Signature __________________________ Print Name/Title ____________________________ Date _____________________________________ Department Representative (Printed Name) ________________________________________________________ ACH Email : Vendor Information Not Required for W-9 Form COD Page 2 9/23/2011 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. 1 Name of vendor who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously filed questionnaire. (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? Yes No B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? Yes No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 I have no Conflict of Interest to disclose. 5 Signature of vendor doing business with the governmental entity Date DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 X N/a N/A FX5 Utility Construction LLC 12/10/2020 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 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7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 DocuSign Envelope ID: 7BBA0820-D700-402A-9CC7-9E71013517C8 Certificate Of Completion Envelope Id: 7BBA0820D700402A9CC79E71013517C8 Status: Completed Subject: Please DocuSign: Assignment of Contract Source Envelope: Document Pages: 111 Signatures: 6 Envelope Originator: Certificate Pages: 5 Initials: 0 Cheyenne Defee AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 901B Texas Street Denton, TX 76209 cheyenne.defee@cityofdenton.com IP Address: 198.49.140.104 Record Tracking Status: Original 12/9/2020 1:23:43 PM Holder: Cheyenne Defee cheyenne.defee@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp David Fuller dfuller@fx5construction.com President Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 107.178.13.174 Signed using mobile Sent: 12/9/2020 1:52:50 PM Viewed: 12/10/2020 7:26:08 AM Signed: 12/10/2020 7:29:03 AM Electronic Record and Signature Disclosure: Accepted: 10/26/2017 3:41:35 PM ID: a5e3dcc1-cb03-4506-94d7-2a908ffd75c5 David Fuller dfuller@fx5construction.com President FX5 Utility Construction LLC Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 107.178.13.174 Signed using mobile Sent: 12/10/2020 7:29:06 AM Viewed: 12/10/2020 7:29:42 AM Signed: 12/10/2020 7:39:47 AM Electronic Record and Signature Disclosure: Accepted: 10/26/2017 3:41:35 PM ID: a5e3dcc1-cb03-4506-94d7-2a908ffd75c5 Lori Hewell Lori.Hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Sent: 12/10/2020 7:39:51 AM Viewed: 12/10/2020 7:53:31 AM Signed: 12/10/2020 7:53:41 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Cheyenne Defee cheyenne.defee@cityofdenton.com Contract Administrator City of Denton Security Level: Email, Account Authentication (None) Sent: 12/10/2020 7:53:44 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign David Fuller dfuller@fx5construction.com President FX5 Utility Construction LLC Security Level: Email, Account Authentication (None) Sent: 12/10/2020 7:53:45 AM Electronic Record and Signature Disclosure: Accepted: 10/26/2017 3:41:35 PM ID: a5e3dcc1-cb03-4506-94d7-2a908ffd75c5 Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 12/9/2020 1:52:50 PM Certified Delivered Security Checked 12/10/2020 7:53:31 AM Signing Complete Security Checked 12/10/2020 7:53:41 AM Completed Security Checked 12/10/2020 7:53:45 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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