ST0102-CS020925T H ~ C I T Y · 0 F
P.O. Box 478
255 Parkway Bird
Coppell, TX 75019
Phone: (972)304-3886
Fax: (972)304-7041
ENGINEERING DEPARTMENT
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~Ctty of Coppell Engineering- F~ccellence By Destgn
Ken Griffin - Engineering Contract Assignment.doc Page 1
ASSIGNMENT AND ASSUMPTION OF ENGINEERING CONTRACT
THIS ASSIGNMENT AND ASSUMPTION OF ENGINEERING CONTRACT (this
"Assignment") is made and entered into as of this __ day of ,2002, by and between
DUKE REALTY SERVICES LIMITED PARTNERSHIP, an Indiana limited partnership ("DRLP") and
TEXAS DUGAN LIMITED PARTNERSHIP, a Delaware limited partnership ("TDLP") (hereinafter
collectively referred to as "Assignor"), and the CITY OF COPPELL, TEXAS, a Home Rule City
(hereinafter referred to as "Assignee").
WITNESSETH:
WHEREAS, DRLP and Pacheco Koch Consulting Engineers ("Engineer") entered into that
certain Agreement between Owner and Engineer, dated as of March 4, 2002, as amended by Change
Orders dated May 17, 2002 and July 15, 2002 (hereinafter collectively referred to as the "Engineering
Contract") for surveying and civil engineering services more particularly described in the Engineering
Contract for that certain project identified therein as the Ruby Road Realignment, Coppell TX 75019
(the "Project"). Under the Engineering Contract, Assignor served a dual capacity as (i) the agent for the
Owner, TDLP, and (ii) the "Construction Manager";
WHEREAS, subsequent to the execution of the Engineering Contract, it was determined that
Assignee would oversee the work to be performed in connection with the Project and therefore assume
all of the responsibilities of"Owner" and "Construction Manager" under the Engineering Contract;
WHEREAS, TDLP is a party to this Assignment to acknowledge its consent to the assignment of
all such responsibilities of "Owner" in and to the Engineering Contract;
WHEREAS, Assignor and Assignee have agreed that Assignor shall transfer and assign to
Assignee all right, title and interest of Assignor in and to the Engineering Contract; and
WHEREAS, Assignor and Assignee have further agreed that Assignee shall expressly assume all
of the obligations of Assignor under the Engineering Contract.
NOW, THEREFORE, for and in consideration of the mutual covenants contained herein and
other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by
each party hereto, Assignor and Assignee hereby agree as follows:
1. Transfer and Assignment. Assignor hereby transfers and assigns to Assignee, its
successors and assigns, all right, title and interest of Assignor in, to and under the Engineering Contract.
2. Assumption of Obligations. Assignee hereby assumes and agrees to observe and perform
all of the obligations and duties of Assignor under the Engineering Contract arising from and afl. er, but
not before, the date of this Assignment.
3. Payments to Engineer. Assignee hereby acknowledges that, as of the date of this
Assignment, Assignor has made payments due Engineer under the Engineering Contract totaling
$46,047.70 (the "Payments"). Copies of the relevant invoices are attached hereto as Exhibit A and
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n~ine~ing Coniract ~s$ig~men
Ken Griffin - E t.doc ~
........ Page 2
incorporated herein by this reference. Upon execution of this Assignment by Assignee, Assignee shall
refund to TDLP the full amount of the Payments.
4. Governing Law. This Assignment shall be governed by and construed in accordance
with the internal laws of the State of Texas, without reference to the conflicts of laws or choice of law
provisions thereof.
5. Binding Effect. This Assignment shall be binding upon and shall inure to the benefit of
the parties hereto and their respective administrators, legal representatives, successors and assigns.
6. Counterparts. This Assignment may be executed in any number of counterparts, each of
which shall be deemed to be an original, but all of which, when taken together, shall constitute but one
and the same instrument.
IN WITNESS WHEREOF, Assignor and Assignee have each caused this Assignment to be
executed by its duly authorized signatory as of the day and year first above written.
ASSIGNOR:
DUKE REALTY SERVICES LIMITED PARTNERSHIP,
an Indiana limited partnership
By: DUKE REALTY CORPORATION, an Indiana
corporation, sole General Partner
By:
Jeffrey D. Turner
Senior Vice President
SIGNATURES CONTINUED ON FOLLOWING PAGE
2
Ken Griffin ~ En~in~'in~ bor~ract ~ig~erffi~>~ Page 3 i
ASSIGNOR (cont'd):
TEXAS DUGAN LIMITED PARTNERSHIP, a Delaware
limited partnership
By:
By:
DUGAN GENERAL PARTNER LLC, a Delaware
limited liability company, its general partner
DUGAN TEXAS LLC, a Delaware limited liability
company, its sole member
By:
By:
DUKE REALTY LIMITED PARTNERSHIP, an
Indiana limited partnership, its Manager
DUKE REALTY CORPORATION, an Indiana
corporation, sole General Partner
By:
Jeffrey D. Turner
Senior Vice President
SIGNATURES CONTINUED ON FOLLOWING PAGE
3
K~n ~riffin: F:ngin~erin~bonira~{,~ig-nmentldo-c ,
Pa~ 4 i
ASSIGNEE:
CITY OF COPPELL, TEXAS
By:
Jim Witt, City Manager
Approved as to Form:
By:_
Robert E. Hager, City Attorney
Attest:
Libby Ball, City Secretary
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Ken Griffin - Engineering Contract Assignment.doc Page 5 i
ACKNOWLEDGEMENT OF ENGINEER
The undersigned Engineer hereby joins in the execution of this Assignment of Engineer's
Contract to acknowledge the assignment of the Engineering Contract by Assignor to Assignee. From and
after the date of the Assignment, Engineer agrees to look solely to Assignee for the performance of all
obligations under the Engineering Contract, including, without limitation, those payment obligations of
Owner pursuant to Article 3 of the Engineering Contract.
Engineer further agrees, upon request from Assignee, to issue to Assignee such evidence of
insurance as required under the Engineering Contract or as required by Assignee.
Dated this day of ,2002.
ENGINEER:
PACHECO KOCH CONSULTING ENGINEERS
By:
Name:
Title:
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