Escrow Agreement - 10277604 - Redondo Beach, Residential Street , Cycle 2, Phase 3, JN40190.docx
ESCROW AGREEMENT FOR
SECURITY DEPOSIT IN LIEU OF RETENTION
This Escrow Agreement is made and entered into this 1ST day of November 2022, between the CITY OF REDONDO BEACH whose address is 415 Diamond Avenue, Redondo Beach, CA 90277 hereinafter called “OWNER”, and SULLY-MILLER CONTRACTING COMPANY, whose address is 135 S. State College Blvd. # 400, Brea, CA 92821 hereinafter called “CONTRACTOR”, and U.S. BANK NATIONAL ASSOCIATION whose address is 633 W. 5th Street 24th Floor, Los Angeles, CA 90071 hereinafter called “ESCROW AGENT”.
For the consideration hereinafter set forth, the OWNER, CONTRACTOR, and ESCROW AGENT agree as follows:
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 RESIDENTIAL STREET REHABILITATION PROJECT, CYCLE 2 PHASE 3, JOB NO. 40190 in the amount of $4,611,206.00 dated July 5, 2022 (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 REDONDO 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. 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.
Escrow Agreement - 10277604 - Redondo Beach, Residential Street , Cycle 2, Phase 3, JN40190.docx 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 (5) 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:
_____________________________ Chief Financial Officer__________ Title Title
_____________________________ Christopher Michael Winter_______ Name Name
_____________________________ _____________________________ Signature Signature
Address: Address:
_____________________________ 135 S. State College Blvd., #400___ Brea, CA 92821
On behalf of ESCROW AGENT:
Vice President | Relationship Manager
Title
Ismael Diaz ____________________
Name
______________________________
Signature
633 W. 5th Street, 24th Floor_______
Los Angeles, CA 90071
Escrow Agreement - 10277604 - Redondo Beach, Residential Street , Cycle 2, Phase 3, JN40190.docx 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
_____________________________ Chief Financial Officer__________ Title Title
_____________________________ Christopher Michael Winter_______ Name Name
_____________________________ ____________________________ Signature Signature
On behalf of ESCROW AGENT:
Vice President | Relationship Manager
Title
Ismael Diaz___________________
Name
_____________________________
Signature