HomeMy WebLinkAboutAGMT - Excel Paving Company (Escrow Agreement) /539 t'553 /03 7
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ESCROW AGREEMENT FOR
SECURITY DEPOSITS IN LIEU OF RETENTION
This Escrow Agreement is made and entered into by and between
CITY OF SEAL BEACH whose address
is 211 8TH ST., SEAL BEACH, CA 90740 hereinafter
called "Owner ", PAT.P TNC. TTRA EXCET, PAVTNG COMPANY whose address is
2230 T.FMON AVE.. LONG BEACH. CA 90806 hereinafter called
"Contractor ", u. s. BANK and whose address
is 4100 NEWPORT PLACE, STE 900, NEWPORT BEACH CA hereinafter called "Escrow Agent ".
92660
For the consideration hereinafter set forth, the Owner, Contractor, and Escrow Agent agree
as follows: ELECTRIC AVE. STORM DRAIN IMPROVEMENTS, PROJECT #SD1001
(1) Pursuant to Section 22300 of the Public Contract Code of the State of California,
Contractor has the option to deposit securities with Escrow Agent as a substitute for retention
earnings required to be withheld by Owner pursuant to the Construction Contract entered into
between the Owner and Contractor for SEE ABOVE in the amount of $1,653,458.00 d
November 09, 2 0 0 9 (hereinafter referred to as the "Contract"). Alternatively,
on written request of the Contractor, the Owner shall make payments of the retention earnings
directly to the Escrow Agent. When the Contractor deposits the securities as a substitute for
Contract earnings, the Escrow Agent shall notify the•Owner within 10 days of the deposit. The
market value of the securities at the time of the substitution shall be at least equal to the cash
amount then required to be withheld as retention under the terms of the Contract between the
Owner and Contractor. Securities shall be held in the name of CITY OF SEAL BEACH
and shall designate the Contractor as the beneficial owner;
(2) The Owner shall make progress payments to the Contractor for those funds which
otherwise would be withheld from progress payments pursuant to the Contract provisions,
provided that the Escrow Agent holds securities in the form and amount specified above.
(3) When the Owner makes payment of retentions earned directly to the Escrow Agent,
the Escrow Agent shall hold them for the benefit of the Contractor until the time that the escrow
created under this Contract is terminated The Contractor may direct the investment of the
payments into securities. All terms and conditions of this Agreement and the rights and
responsibilities of the parties shall be equally applicable and binding when the Owner pays the
Escrow Agent directly.
(4) Contractor shall be responsible for paying all fees for the expenses incurred by
Escrow Agent in administering the Escrow Account and all expenses of the Owner. These
expenses and payment terms shall be determined by the Owner, Contractor, and Escrow Agent.
(5) The interest earned on the securities or the money market accounts held in escrow and
all interest earned on that interest shall be for the sole account of Contractor and shall be subject
to withdrawal by Contractor at any time and. from time to time without notice to the Owner.
1
(6) Contractor shall have the right to withdraw all or any part of the principal in the
Escrow Account only by written notice to Escrow Agent accompanied by written authorization
frorn the Owner to the Escrow Agent that Owner consents to the withdrawal of the amount
sought to be withdrawn by Contractor.
(7) The Owner shall have a right to draw upon the securities in the event of default by the
Contractor. Upon seven days' written notice to the Escrow Agent from the Owner of the default,
the Escrow Agent shall immediately convert the securities to cash and shall distribute the cash as
instructed by the Owner.
(8) Upon receipt of written notification from the Owner certifying that the Contract is
final and complete, and that the Contractor has complied with all requirements and procedures
applicable to the Contract, Escrow Agent shall release to Contractor all securities and interest
on deposit less escrow fees and charges of the Escrow Account. The escrow shall be closed
immediately upon disbursement of all moneys and securities on deposit and payments of fees
and charges.
(9) Escrow Agent shall rely on the written notifications from the Owner and the
Contractor pursuant to Sections (1) to (8), inclusive, of this Agreement and the Owner and
Contractor shall hold Escrow Agent harmless from Escrow Agent's release and disbursement of
the securities and interest as set forth above.
(10) The names of the persons who are authorized to give written notice or to receive
written notice on behalf of the Owner and on behalf of Contractor in connection with the
foregoing, and exemplars of their respective signatures are as follows:
On behalf of Owner: On behalf of Contractor:
CITY OF SEAL BEACH lr� PALP, INC. DBA EXCEL PAVING COMPANY
- .0c-pee y Poot.t, Wyk` -7 PRESIDENT
Title _ Title
thv -L s� o� CURTIS P. BROWN
Name n3
Signature jj Signature
RI( 5k �� 2230 LEMON AVE., LONG BEACH, CA 90806
Address 7 Address 562/599 -5841
On behalf of Escrow Agent:
U.S. BANK
VICE PRESIDENT •
Title
RQRTN WnnnS
S ignature
4100 NEWPORT PLACE, STE 900
Address NEWPORT BEACH, CA 92660
949/988 -2462
2
At the time the Escrow Account is opened, the Owner and Contractor shall deliver to the
Escrow Agent a fully executed counterpart of this Agreement.
EN WITNESS WHEREOF, the parties have executed this Agreement by their proper
officers on the date first set forth above.
Owner: Contractor:
PALP INC. DBA EXCEL PAVING COMPANY
City Manager PRESTDENT
Title Title
David N. Carmany CURTIS P. BROWN
Name e Nam C
Signature Signature
3
• /5539 VS5�3/0,37
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ESCROW AGREEMENT FOR
SECURITY DEPOSITS IN LIEU OF RETENTION
This Escrow Agreement is made and entered into by and between
CITY OF SEAL BEACH whose address
is 211 8TH ST. , SEAL BEACH, CA 90740 hereinafter
called "Owner", PALP INC. DBA FXCEL P,VING COM'ANY whose address is
2230 LEMON '11 ■ B • hereinafter called
"Contractor", U.s. BANK and whose address
is 4100 NEWPORT PLACE, STE 900, NEWPORT BEACH CA hereinafter called "Escrow Agent".
92660
For the consideration hereinafter set forth, the Owner, Contractor, and Escrow Agent agree
as follows: ELECTRIC AVE. STORM DRAIN IMPROVEMENTS, PROJECT #SD1001
(1) Pursuant to Section'22300 of the Public Contract Code of the State of California,
Contractor has the option to deposit securities with Escrow Agent as a substitute for retention
earnings required to be withheld by Owner pursuant to the Construction Contract entered into
between the Owner and Contractor for SEE ABOVE in the amount of $1,653,458.00date,
November 09 , 2 0 0 9 (hereinafter referred to as the "Contract"). Alternatively,
on written request of the Contractor, the Owner shall make payments of the retention earnings
directly to the Escrow Agent. When the Contractor deposits the securities as a substitute for
Contract earnings, the Escrow Agent shall notify the-Owner within 10 days of the deposit. The
market value of the securities at the time of the substitution shall be at least equal to the cash
amount then required to be withheld as retention under the terms of the Contract between the
Owner and Contractor. Securities shall be held in the name of CITY OF SEAL BEACH
and shall designate the Contractor as the beneficial owner:
(2) The Owner shall make progress payments to the Contractor for those funds which
otherwise would be withheld from progress payments pursuant to the Contract provisions,
provided that the Escrow Agent holds securities in the form and amount specified above.
(3) When the Owner makes payment of retentions earned directly to the Escrow Agent,
the Escrow Agent shall hold them for the benefit of the Contractor until the time that the escrow
created under this Contract is terminated. The Contractor may direct the investment of the
payments into securities. All terms and conditions of this Agreement and the rights and
responsibilities of the parties shall be equally applicable and binding when the Owner pays the
Escrow Agent directly.
(4) Contractor shall be responsible for paying all fees for the expenses incurred by
Escrow Agent in administering the Escrow Account and all expenses of the Owner. These
expenses and payment terms shall be determined by the Owner, Contractor, and Escrow Agent.
(5) The interest earned on the securities or the money market accounts held in escrow and
all interest earned on that interest shall be for the sole account of Contractor and shall be subject
to withdrawal by Contractor at any time and from time to time without notice to the Owner.
1
® •
(6) Contractor shall have the right to withdraw all or any part of the principal in the
Escrow Account only by written notice to Escrow Agent accompanied by written authorization
from the Owner to the Escrow Agent that Owner consents to the withdrawal of the amount
sought to be withdrawn by Contractor.
(7) The Owner shall have a right to draw upon the securities in the event of default by the
Contractor. Upon seven days' written notice to the Escrow Agent from the Owner of the default,
the Escrow Agent shall immediately convert the securities to cash and shall distribute the cash as
instructed by the Owner.
(8) Upon receipt of written notification from the Owner certifying that the Contract is
final and complete, and that the Contractor has complied with all requirements and procedures
applicable to the Contract, Escrow Agent shall release to Contractor all securities and interest
on deposit less escrow fees and charges of the Escrow Account. The escrow shall be closed
immediately upon disbursement of all moneys and securities on deposit and payments of fees
and charges.
(9) Escrow Agent shall rely on the written notifications from the Owner and the
Contractor pursuant to Sections (1) to (8), inclusive, of this Agreement and the Owner and
Contractor shall hold Escrow Agent harmless from Escrow Agent's release and disbursement of
the securities and interest as set forth above.
(10) The names of the persons who are authorized to give written notice or to receive
written notice on behalf of the Owner and on behalf of Contractor in connection with the
foregoing, and exemplars of their respective signatures are as follows:
On behalf of Owner: On behalf of Contractor:
CITY OF SEAL BEACH PALP, INC. DBA EXCEL PAVING COMPANY
D; 4 I Pv■ t,z Lovvvi PRESIDENT
Title Title
1)00-C 1 ' CURTIS P. BROWN
N::.. - � Name �
Signature Signature
0l( Sri' �n-c X.' ac4 2230 LEMON AVE. , LONG BEACH, CA 90806
Address FO 7710 Address 562/599-5841
On behalf of Escrow Agent:
U.S. BANK
VICE PRESIDENT
Title
RfRTN WnOnS
Signature
4100 NEWPORT PLACE, STE 900
Address NEWPORT BEACH, CA 92660
949/988-2462
2
• •
At the time the Escrow Account is opened, the Owner and Contractor shall deliver to the
Escrow Agent a fully executed counterpart of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement by their proper
officers on the date first set forth above.
Owner: Contractor:
PALP INC. DBA' EXCEL PAVING COMPANY
City Manager _ PRESIDENT
Title Title
David N. Carmany CURTIS P. BROWN
Name Name
Signature Signature`
3
CAf,IFORNIA ALL-PURSE
CERTIFICATE OF ACKNOWLEDGMENT
State of California
County of LOS ANGELES
On //— / —O 9 before me, MONA COVINGTON, NOTARY PUBLIC
(Here insert name and title of the officer)
personally appeared C.P. BROWN ,
•
who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/ace subscribed to
the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized -
capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of
which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph
is true and correct.
MONA COVINGTON
COMM.01798405
WITNESS my hand and official seal. ;;` leOlrAtlif MIX oCAUFpgpap
ed161)...:v6.0tetoN \-4,": p 7 ORANGE COUNTY
-=-'21-"--i=" Cornet.ANG MAY 27,T 2012
�' Signature of Notary Public (Notary Seal)
•
ADDITIONAL OPTIONAL INFORMATION
INSTRUCTIONS FOR COMPLETING THIS FORM
Any acknowledgment completed in California must contain verbiage exactly as
DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be
properly completed and attached to that document. The only exception is if a .
document is to be recorded outside of California In such instances,any alternative
(Title or description of attached document) acknowledgment verbiage as may be printed on such a document so long as the 4
verbiage does not require the notary to do something that is illegal for a notary in
California (i.e. certifying the authorized capacity of the signer). Please check the
(Title or description of attached document continued) document carefully for proper notarial wording and attach this form(I-required
Number of Pages Document Date • State and County information must be the State and County where the document
signals)personally appeared before the notary public for acknowledgment ._
• Date of notarization must be the date that the signer(s)personally appeared which
must also be the same date the acknowledgment is completed.
(Additional information) • The notary public must print his or her name as it appears within his or her
commission followed by a comma and then your title(notary public).
• Print the name(s)of document signer(s) who personally appear at the time of
notarization. !,
CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e.
❑ Individual(s) heishe/ is/ant)or circling the correct forms.Failure to correctly indicate this /
information may lead to rejection of document recording.
❑ Corporate Officer • The notary seal impression must be clear and photographically reproducible.
Impression must not cover text or lines. If seal impression smudges,re-seal if a
(Title) sufficient area permits,otherwise complete a different acknowledgment form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of
the county clerk.
❑ Attorney-in-Fact 4 Additional information is not required but could help to ensure this
❑ Trustee(s) acknowledgment is not misused or attached to a different document.
❑ Other r,• Indicate title or type of attached document,number of pages and date.
S Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer,indicate the title(i.e.CEO,CFO,Secretary).
• Securely attach this document to the signed document
I
2008 Version CAPA v12.10.07 800-873-9865 www.NotaryClasses coat
CALIFORNIA ALL-PU ' " SE 1
CERTIFICATE OF ACKNOWLEDGMENT
1
II State of California
County of LOS ANGELES
II
1'
On //—/,Q —r)9 before me, MONA COVINGTON. NOTARY PUBLIC ,
(Here insert name and title of the officer)
1' ROBIN WOODS
personally appeared
i1 who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/X subscribed to l
j, the within instrument and acknowledged to me that KW/sheRhey executed the same in 1;1 s/her/Mar authorized
capacity(ies), and that by t1s/her/Itsignature(s)on the instrument the person(s),or the entity upon behalf of
U which the person(s)acted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph
is true and correct.
MONA COVINGTON
� � COMM.#1798405
1 WITNESS my hand and official seal. � NO °�"1FO°"
[I `F: ,i ORANGE COUNTY a
may-- omm.Exp.MAY 27,2012
1 (Notary Seal)
Signature of Notary Public
I! • 0
1
ADDITIONAL OPTIONAL INFORMATION I
i1
it INSTRUCTIONS FOR COMPLETING THIS FORM
I! Any acknowledgment completed in California must contain verbiage exactly as
DESCRIPTION OF THE ATTACHED DOCUMENT appears above in the notary section or a separate acknowledgment form must be
properly completed and attached to that document. The only exception is if a
II document is to be recorded outside of California In such instances,any alternative
acknowledgment verbiage as may be printed on such a document so long as the
1 (Title or description of attached document)
verbiage does not require the notary to do something that is illegal for a notary in
11 California (i.e. certifying the authorized capacity of the signer). Please check the
(Title or description of attached document continued) document carefully for proper notarial wording and attach this form if required
II
1 •of Pages Document Date • State and County information must be the State and County where the document
I; signer(s)personally appeared before the notary public for acknowledgment.
11 • Date of notarization must be the date that the signer(s)personally appeared which
IImust also be the same date the acknowledgment is completed.
(Additional information) • The notary public must print his or her name as it appears within his or her
commission followed by a comma and then your title(notary public).
1 • Print the name(s) of document signer(s) who personally appear at the time of
notarization.
I CAPACITY CLAIMED BY THE SIGNER • Indicate the correct singular or plural forms by crossing off incorrect forms(i.e.
❑ Individual(s) ho/she/theyr is/ere)or circling the correct forms.Failure to correctly indicate this
information may lead to rejection of document recording.
❑ Corporate Officer • The notary seal Impression must be clear and photographically reproducible.
11 Impression must not cover text or lines.If seal impression smudges,re-seal if a
I! (Title) sufficient area permits,otherwise complete a different acknowledgment form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of I
Ithe county clerk.
I, ❑ Attorney-in-Fact 4. Additional information is not required but could help to ensure this
II ❑ Trustee(s) acknowledgment is not misused or attached to a different document.
I ❑ Other Indicate title or type of attached document,number of pages and date.
{ Indicate the capacity claimed by the signer. If the claimed capacity is a
corporate officer,indicate the title(i.e.CEO,CFO,Secretary).
• Securely attach this document to the signed document
2008 Version CAPA vl2 10.07 800-873-9865 www.NotaryClasses corn