CTR057658_-_Consent_to_Assignment_-_CTR063267_-_Signed.pdf

State of Arizona State Procurement Office

Department of Administration 100 North 15th Avenue, Suite 305

Phoenix, AZ 85007

FOLLETT SCHOOL SOLUTIONS INC (IV0000002214) hereinafter referred to as the "ASSIGNOR," hereby represents and warrants that the ASSIGNOR desires to assign Contract No. CTR057658 for Statewide Electronic Resources and Related Multimedia Products hereinafter the "CONTRACT" to Follett Content Solutions LLC (IV0000056392) hereinafter referred to as the "ASSIGNEE"

ASSIGNOR warrants and represents ASSIGNOR has full right and authority to transfer the CONTRACT and the contract rights upon execution of this document.

THEREFORE, essential to the STATE consenting to the assignment of the Contract from ASSIGNOR to ASSIGNEE. ASSIGNOR and ASSIGNEE represent, warrant, and agree with the STATE to the following statements:

1. ASSIGNEE represents and warrants that:

(a) it has read and understands the terms and conditions of the Contract;

(b) it has thorough knowledge of all work performed by ASSIGNOR under the Contract; and

(c) any remaining work under the Contract can and shall be performed in a timely and satisfactory manner for the remaining Term of the Contract.

2. ASSIGNOR warrants and represents that the CONTRACT is in full force and effect and is fully assignable.

3. ASSIGNOR and ASSIGNEE hereby acknowledge and agree with the STATE that upon the date of signatures, that neither ASSIGNOR nor ASSIGNEE have basis for filing any claim against the STATE in connection with the CONTRACT, and that no event has occurred which itself constitutes or would in the future constitute a default under the tcm1s of the CONTRACT.

4. ASSIGNEE understands and agrees that it shall assume and be responsible for all obligations of ASSIGNOR under the CONTRACT.

Including but not limited to those pertaining to the quality and workmanship of all work performed by ASSIGNOR, and shall fully warrant such work in accordance wi1h the requirements of the CONTRACT.

5. ASSIGNOR hereby releases and discharges the STATE from any and all claims and liabilities relating to or arising out of the CONTRACT. Further. ASSIGNOR understands and agrees that this consent shall not relieve ASSIGNOR of any of the obligations to be observed and performed by ASSIGNOR under the CONTRACT and that this consent shall not be construed as a waiver or limitation of any right the STATE has or may have against ASSIGNOR, and all rights of the STATE under the CONTRACT and/or under the law are expressly reserved.

As witnessed below the ASSIGNOR and ASSIGNEE have executed this Agreement.

ASSIGNOR: FOLLETT SCHOOL SOLUTIONS INC

TIN:

BY:

411426933

(Taxpayer Identification Number as it appears on IRS Form W-9)

Authorized Representative Signature Date

Sarah Eisenhauer - Director Bid Operations Printed Name/Title

ASSIGNEE: Follett Content Solutions LLC

TIN: 872968865

(Taxpayer Identification Number as it appears on IRS Form W-9)

BY:

Authorized Representative Signature Date

Sarah Eisenhauer - Director Bid Operations Printed Name/Title

Contract No. CTR057658 is without modification and remains on the terms contained and shall hereinafter be assigned Contract No. CTR063267. The STATE hereby consents to this Assignment, effective as of this 19th day of January, 2023.

THE STATE OF ARIZONA DEPARTMENT OF ADMINISTRATION STATE PROCUREMENT OFFICE

BY: ____________________________________

Michael Hillebrand Date

Statewide Procurement Manager

Consent To Assignment Current Contract: CTR057658

Statewide Electronic Resources and Related Multimedia Products New Contract: CTR063267

1/11/2023

1/11/2023

1/19/2023