HomeMy WebLinkAboutAgreement A-15-058-2 with DXC Technology Services.pdf-1-
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ASSIGNMENT, NOVATION, AND CONSENT AGREEMENT
T HIS ASSIGNMENT, NOVATION, AND CONSENT AGREEMENT (“Agreement”) is made by and
among DXC TECHNOLOGY SERVICES LLC (“DXC”) with an address of 1775 Tysons Boulevard, Tysons,
Virginia 22102 (“Contractor”) , COUNTY OF FRESNO, a political subdivision of the State of California,
(“Assignor”), and the CALIFORNIA STATEWIDE AUTOMATED WELFARE SYSTEM (CALSAWS)
CONSORTIUM, a Joint Powers Authority, (“Assignee”).
W I T N E S S E T H:
WHEREAS, Assignor, along with 17 other counties, and HP Enterprise Services, LLC entered into
a CalWIN Maintenance and Operations Agreement, effective January 31, 2015 through January 30, 2020,
with the right to renew the term for one additional 3-year period and then one additional 2-year period, (the
“Contract”); and
WHEREAS, as of April 1, 2017 HP Enterprise Services, LLC simultaneously became Enterprise
Services LLC (“ES”) and merged with Computer Sciences Corporation (“CSC”) to form DXC Technology, a
new parent company to ES and CSC. Subsequently, as of January 1, 2018 ES has assigned its obligations
under the Contract to DXC Technology Services LLC (“DXC”), a wholly-owned subsidiary of DXC
Technology; and
WHEREAS, on June 18, 2019, Assignor executed an amended Contract amending the Maximum
Amount for the initial five year term (base period) and exercising its right to renew the term for one
additional 3-year renewal period to begin February 1, 2020 through January 31, 2023; and
WHEREAS, Assignee, effective June 28, 2019, is comprised of all fifty-eight (58) California
Counties of Alameda, Alpine, Amador, Butte, Calaveras, Colusa, Contra Costa, Del Norte, El Dorado,
Fresno, Glenn, Humboldt, Imperial, Inyo, Kern, Kings, Lake, Lassen, Los Angeles, Madera, Marin,
Mariposa, Mendocino, Merced, Modoc, Mono, Monterey, Napa, Nevada, Orange, Placer, Plumas,
Riverside, Sacramento, San Benito, San Bernardino, San Diego, San Francisco, San Joaquin, San Luis
Obispo, San Mateo, Santa Barbara, Santa Clara, Santa Cruz, Shasta, Sierra, Siskiyou, Solano, Sonoma,
Stanislaus, Sutter, Tehama, Trinity, Tulare, Tuolumne, Ventura, Yolo and Yuba, and shall be renamed the
California Statewide Automated Welfare System (CalSAWS) Consortium, a Joint Powers Authority; and
Agreement No. 15-058-2
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WHEREAS, Assignee wishes to acquire the Contract and to continue to provide such Services to
County in accordance with the terms and conditions of the Contract; and
WHEREAS, Contractor is willing to release Assignor from the obligations under the Contract and to
consent to Assignee assuming such obligations under the Contract; and
WHEREAS, the parties desire to substitute Assignee in place of Assignor with respect to the
Contract.
NOW, THEREFORE, in consideration of the premises hereto and the mutual covenants and
agreements herein set forth, the parties agree as follows:
1. Assignor does hereby assign, transfer, and convey to the Assignee effective September 1,
2019 (the “Effective Date”) all of Assignor’s title, right, obligations, and interest in, to and under the said
Contract.
2. Assignee hereby accepts such assignment of the Contract as of the Effective Date and
agrees to assume all of Assignor’s duties and obligations in, to and under the Contract from and after the
Effective Date.
3. Contractor further consents to the substitution and novation of Assignee in place and
instead of Assignor from and after the effective date.
4. Contractor and Assignee each consent to fully release Assignor from any and all
obligations, responsibilities, and duties under the Contract from and after September 1, 2019.
5. Assignee agrees to defend and indemnify Assignor from any and all claims, actions,
judgments, liabilities, proceedings and costs, including reasonable attorneys’ fees and other costs of
defense and damages, resulting from and related to the Contract, which accrue after the Effective Date.
6. This Agreement constitutes the entire agreement concerning the assignment between the
parties and it may not be modified, altered or amended other than in writing executed by the party sought to
be charged thereby.
7. This Agreement may be executed in faxed or electronic counterparts, and in such event, the
counterpart signatures shall be assembled and shall together constitute a complete agreement.
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