ASSIGNMENT OF CMCA CONTRACTUAL RIGHTS WITH NO LIMITS SCUBA.PDF

Assignment of Commercial Management Concession Agreement Rights
This Assignment (Assignment) made as of ___________ by and among
MARICOPA COUNTY, a political subdivision of the State of Arizona, whose mailing address is
c/o of Maricopa County Parks and Recreation Department, 41835 N. Castle Hot Springs Road,
Morristown, AZ 85342, Attention: Contract Administrator, by its Board of Supervisors, hereinafter
referred to as the “County”;
AND
No Limits Scuba, an Arizona Limited Liability Corporation, whose mailing address is 2036 e.
Myrna Lane, Tempe, Arizona 85284, hereinafter referred to as “Assignor”;
AND
LTS Holdings, an Arizona Limited Liability Corporation, dba No Limits Scuba whose address is,
3875 W. Ray Road Suite 2, Chandler, Arizona 85226, hereinafter referred to as the “Assignee”.
WITNESSETH
Whereas, Assignor is the Concessionaire under a Commercial Management Concessions
Agreement #C-30-13-021-M-00 between it and County dated April 10, 2013 (CMCA), which
CMCA is attached hereto and made a part hereof; and
Whereas, Assignor is interested in assigning to Assignee all of its right, title and interest in
said CMCA; and
Whereas, Assignee is interested in obtaining all of Assignor’s right, title and interest in said
CMCA.
NOW THEREFORE, in consideration of the mutual premises herein set forth, and other
good and valuable consideration, the adequacy and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. Effective as of the Date of Assignment set forth in paragraph 8 below, Assignor
hereby transfers and assigns unto Assignee all of its right, title and interest pursuant
to the CMCA attached hereto and made a part hereof.
2. Assignor represents and covenants that it is the only owner of said CMCA right and
that said CMCA remains valid and in full force and effect as of the date hereof.
Assignor shall do nothing to invalidate said CMCA.
3. Assignee does hereby accept this Assignment, and does agree to be bound by all
terms and conditions of the CMCA.
assignment of contractual rights cmca.doc

4. In consideration for this Assignment, Assignee shall pay to Assignor the sum of
$1.00.
5. This Assignment is binding upon the parties hereto and their respective successors
and assigns.
6. County consents to the terms of this Assignment pursuant to Paragraph 2.5 of the
CMCA. This Consent shall not be deemed or construed to be a waiver of any term,
covenant, condition or provision of the CMCA or consent to any other assignment or
sub-concession thereof. All rights of the “County” under the CMCA are hereby
reserved.
7. For purposes of notice to the Assignee, the address above written shall be used.
The County and Assignee acknowledge the obligation to apprise the other party of
any address changes.
8. Date of Assignment shall be the date the Assignment is executed by all of the
parties hereto Assignor warrants and confirms that, as of the Date of Assignment,
Assignor has fulfilled all of its duties and obligations under the CMCA and there is
no default under the terms, conditions, covenants and obligations of the CMCA
which relate to or arise from the Assignor or the Assignment. Assignor is liable for
any duties and obligations under the CMCA prior to the Date of Assignment. As of
the Date of Assignment, County releases Assignor from any further liability or
obligations under the CMCA. As of the Date of Assignment, Assignee agrees to be,
and shall be, responsible for all duties and obligations under the CMCA.
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assignment of contractual rights cmca.doc

IN WITNESS WHEREOF, the parties hereto have caused this Assignment to be executed
by its duly authorized representatives on the respective dates entered below.
MARICOPA COUNTY
BOARD OF SUPERVISORS
____________________________________
Chairman Date
ATTEST
____________________________________
Clerk of the Board Date
Approved as to Form:
____________________________________
Attorney for Maricopa County Date
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assignment of contractual rights cmca.doc

assignment of contractual rights cmca.doc

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assignment of contractual rights cmca.doc