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HomeMy WebLinkAboutTELVENT USA, LLC F/K/A TELVENT FARRADYNE, INC. 3A� r � April 15, 2015 Delivered by Mail Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 Schneider 7n� FR' I FM ': 116 EIectric` CITY OF SA,HT.;,, 'vW, cam! "� ,,I, Re: Request for Consent to Assignment of the Agreement for System Maintenance and Software Development Services, elated as of January 22, 2013 Dear Sir or Miss: Reference is made to the Agreement for System Maintenance and Software Development Services, dated as of January 22, 2013 (the "Agreement"), between Telvent LISA, LLC (Vkla Telvent Farradyne, Inc.) ("Lis") and the City of Santa Ana ("you"). Capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement. In connection with an internal reorganization designed to provide consistency and to eliminate brand confusion, we wish to transfer and assign all rights, title and interest in the Agreement to one of our affiliates, Schneider Electric Mobility NA, Inc. ("Schneider Transportation"), which is solely dedicated to our transportation business, and Schneider Transportation will assume all of our obligations thereunder (such transfer and assignment the `°Assiglvuent"). Subject to your consent, we wish to effect this transfer on July 1, 2015. In accordance with Section 13 of the Agreement, we hereby request your consent to the Assignment by signing the acknowledgement and consent below and returning it to Maty Kibble, Senior Legal Counsel, at Schneider Electric, 132 Fairgrounds Road, West Kingston, RI 02892, mary.kibble to schneider-electric.cotn, fax number: 1.401.788.2701. If you have any legal questions regarding the Assignment or this request for consent, please contact Germaine Gurr, Vice President & Deputy General Counsel, at gerinaine.gurr@schneidler- electrie.com or 401.743.537'I For all other questions regarding the Assignment or this request for TELVENT USA, LLC 1390 Piroard D. Ste. 200, ROCK 10, MD 20850 Tei. +1.301.954.4881 www,sc 11neider-electric.cOm ?Qi , pl,Schneider 9. Electric. Telvent USA, LLC .0 1390 Piccard Dr., Ste. 200 Rockville, MD 20850 July 2, 2015 Re: Assignment of Agreement(s) to Schneider Electric Mobility NA, Inc. Dear Customer: As outlined in the attached prior notice and consent request, we plan to transfer and assign all rights, title and interest (such transfer and assignment the "Assignment") in the agreement(s) (the "Agreement(s)") referenced in that notice and consent request and any other agreements between the parties, to one of our affiliates, Schneider Electric Mobility NA, Inc. ("Schneider Transportation'). As you may recall, you signed the consent to the Assignment, as herein enclosed for your convenience. We hoped to effect this Assignment on Judy 1, 2015, but due to unforseen delays, the Assignment will now be postponed until on or about October 1, 2015 (the "Effective Date"), For the avoidance of doubt, until the Effective Date, all rights, title and interest in the Agreement will remain with Telvent USA, LLC and will not transfer to Schneider Transportation. No further action is required from you to effect the Assignment on the Effective Date. This is a notice to provide you with an update on the timing of the Assignment. If you have any questions regarding the Assignment, please contact Germaine Gurr, Vice President & Deputy General Counsel, at germaiue:gurr@schneider-electric.com. We thank you for your time and consideration on this matter. Sincerely, Telven�S ,LLC By: r Name: Steve Haddix Title:Vice President consent, please contact Richard Shinn, Regional Vice President -West, at richard.sliinn a schueider-clectric.com or 925.872.0834. We appreciate your assistance and thank you is advance for your prompt atteation to this matter. Sincerely, Telvent PS4, LLC By: Name: Steve addix Title:Vice President cc: Schneider Electric Mobility NA, Inc. The Undersigued hereby acknowledges and consents to the Assignment effective as of July 1 2015: ATTEST: MAMA D. HUIZAR Yj Clerk of the Council APPROVED AS TO FORM: SONIA R. CARV. City,Mjorney --\ SANDO AL Assistant ihv CITY TA „,_... DAVID CAVAZOS City Manager A-2013-018-01 Schneider, wits pm?I I'll �:116 VEiectric' April 15, 2015 CITYOF' V -till' -r ;ilf ctI r I lr ^t! ! Delivered by Mail Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988. facsimile (714) 647-6956 Re: Request for Consent to Assign.inent of the Agreement for System Maintenance and Software Development Services, dated as of January 22, 2013 Dear Sir or Miss: Reference is made to the Agreement for System Maintenance and Softvvare Development Services, dated as of January 22, 2013 (the "Agreement'), between Telvent USA, LLC (f(kla Telvent Farradyne, Inc.) ("us") and the City of Santa Ana ("you"). Capitalized terms Used but not defined herein have the meaning ascribed to them in the Agreement. In connection with an internal reorganization designed to provide consistency and to eliminate brand confusion, we wish to transfer and assign all rights, title and interest in the Agreement to one of our affiliates, Schneider Electric Mobility NA, Inc, ("Schneider Transportation"), which is solely dedicated to our transportation business, and Schneider Transportation will assume all of our obligations thereunder (such transfer and assignment the "Assignment"). Subject to your consent, we wish to effect this transfer on July 1, 2015, In accordance with Section 13 of the Agreement, we hereby request your consent to the. Assignment by signing the acknowledgement and consent below and returning it to Mary Kibble, Senior Legal Counsel, at Schneider Electric, 132 Fairgrounds Road, west Kingston, RI 02892, many.kibble@schtteidei-electric.cont, fax number: 1.401.788.270 1. If you have any legal questions regarding the Assignment or this request for consent, please contact Germaine Gurr, Vice President & Deputy General Counsel, at germaine.gun'@schneider- electric.com or 401.743.5371. For all other questions regarding the Assignment or this request for TELVENT USA, LLC um AiaeN or. Ste. 2CA RVC,v -Mn 2050 Tel. tLW LY.,445a r knrw.schn^➢tler-electriccam consent, please contact Richard Shittn, Regional Vice President -West, at rieltard.sltinn@schneider-electric.com or 925.872.0834. We appreciate your assistance and thank you in ad Vance for your prompt attention to this matter. Sincerely, Telvent USA(, LLC By:_ / Name: Steve addlx Title:Vice President cc: Schneider Electric Mobility NA, Inc. The undersigned hereby acknowledges and consents to the Assignment effective as of July 1, 2015: ATTEST: a ;") ,fUl f MAARUIUVA—D. HUTZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. City/Ajorn Assistant CITY ,Or -S AAN DAVIDCAVAZOS City Manager