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Home My WebLink AboutR.J. NOBLE COMPANYA-2023-186 INSURANCE ON FILE WORK MAY PROCEED UNTIL 1(V�JjtANCE EXPIRES CITY CLERK DATE: NOV O % 2U23 o:?WprE/4 CP.Ma,), rA ESCROW AGREEMENT F SECURITY DEPOSITS IN LIEU OF ESCROW At 2229 JNER SANK This Escrow Agreement is made and entered into on the 27'" of September 2023, by and between City of Santa Ana, whose address is 20 Civic Center Plaza, Santa Ana, CA 92701 hereinafter called "Owner"; R. J. Noble Company, whose address is 15505 E. Lincoln Ave. Orange, CA 92865 hereinafter called "Contractor", and Banner Bank. a State chartered Lank, whose address is 5901 Priestly Drive Suite 160, Carlsbad CA 92008, 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 Westminster Avenue Rehabilitation / Newhooe Street to Harbor Blvd Project in the amount of ***One Million Six Hundred Forty Three Thousand Six Hundred Seventy Six Dollars and Zero Cents*** ($1,643,676.00) dated September 19, 2023 (hereinafter referred to as "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 terns of the Contract between the Owner and Contractor. Securities shall be held in the name of City of Santa Ana and shall designate the Contractor as the beneficial owner. (2) The Owner shall snake 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 amotmt 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 tinder this Contract is terminated. The Contractor may direct the investment of the payments into securities. All terns 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 the 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 oil 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. Escrmr Agreement — revised 312012019 5901 Priestly Dr., Ste. 160 • Carlsbad, CA 920OM827 760-448-8300 • batmerbank.com LENDER Member FDIC, Equal Housing Lender Page I of 3 (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 itmmediately convert the securities to cash and shall distribute the cash as instructed by 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 upon the written notification 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 the Contractor in connection with the foregoing, and exemplars of their respective signatures are as follows: On behalf of Owner: City of Santa Ana Executive Director Finance Name: Kath�yrnj ns Downs Signature: .^5^'°�_=^=^avP�n 20 Civic Center Plaza, Santa Ana, CA 92701Y On behalf of Escrow Agent: Banner Bank Title: Escrow Administrator Name: Francisca Pardo Signature: e� 5901 Priestl v Suite 160, Carlsbad, CA 92008 On behalf of Contractor: M J. Noble Company Title: Secretary Name: Steve Mendoza S" nature: �A 15505 E. Lincoln e., O ige, CA 92965 Escrow Agreement— revised 312012019 Page 2 of3 A-2023-186 (11) By signing this Agreement, Contractor is: (a) requesting Owner to stake payment of retention earnings directly to Escrow Agent, (b) choosing not to deposit securities as a substitute for retendott earnings, and (c) agreeing not to direct the investment of payments of retention earnings into securities. The parties understand if Contractor desires to change any of the foregoing, the escrow will need to be transferred to a different escrow agent. (12)This Agreement may be executed in any number of counterparts, and by the different parties in separate counterparts, each of which when so executed and delivered shall be an original. The executed signature page(s) - from each counterpart may be joined together with and attached as one such original and shall constitute one and the same instrument. This Agreement, to the extent signed and delivered by electronic means, shall be treated in all manner and respects as an original agreement and shall be considered to have the same binding legal effect as if it were the original signed version thereof delivered in person. Both Parties agree that an electronic copy of this Agreement shall be deemed to be an original of this Agreement for all purposes. The Parties also agree that notice for all purposes trader this Agreement may be made by electronic communications to the email addresses contained in this Agreement, or as updated by an applicable Party. 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 officer on the date first set forth above. City of Santa Ana Steven A. Mendoza Title: Acting City Manager Name: Signature: 20 Civic Center Plaza, Santa Ana, CA 9270IUV Approved as to Form: Jose Montoya Assistant City Attorney ti. J. Noble Company Title: Secretary Name: Steve Mendoza Simature: &i�,//AX- 15505 E. Lincoln, j& , OVKge, CA 92865 V�qwwnlqnwqw--�- 'ITY CLERK �'� Escrow Agreement — revised 312012019 page 3 of 3 Mai, Danny From: City of Santa Ana <certificate-request@ctraxjdidata.com> Sent: Wednesday, October 25, 2023 11:18 AM To: Perez, Ricardo; Olmos, Alexander; Mai, Danny Subject: Internal Notice of Compliance NOTICE OF COMPLIANCE CITY STAFF: PRINT THIS PAGE AND INCLUDE WITH AGREEMENT TOTHE CLERK OF THE COUNCIL Contractor R. J. Noble Company, Inc. Name: Project 22-6989 Number: Project Westminster Avenue Rehabilitation From Newhope St To Harbor Blvd Name: The Certificate of Insurance (COI) submitted indicates that the coverages are in compliance with the insurance requirements. No further action is required at this time. The compliant coverage(s) are: TYPE OF INSURANCE AUTOMOBILE LIABILITY GENERAL LIABILITY PROFESSIONAL LIABILITY WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Thank you, City of Santa Ana POLICY NUMBER EXPIRATION COI DATE DATE VTC2ECAP9F338154TCT23 07/01/2024 09/14/2023 VTJEXGL9F338142TIL23 WAIVER UB7N9393862225K t 07/01/2024 09/14/2023 09/14/2024 10/25/2023 07/01/2024 09/14/2023 FILE NAME COI _22-6989 R1 Noble_G L_AL_W C_Exp_7- 1-24. pdf _COI _22-6989 RJ Noble_G L_AL_W C_Exp_7- 1-24. pdf 22-6989 Westminster Ave Professional Liability Exemption.pdf _COI_22-6989_RJ Nob le_G L_AL_W C_Exp_7- 1-24.pdf