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Escrow Agreement I'm• Deposits in Lieu of Retention
This Escrow Agreement dated 09/23/2024 is made and entered into by and between the
City of Santa Ana hereinafter called "Owner" whose
address is 20 Civic Center Plaza, Santa Ana, CA, 92701 and
PCN3, INC hereinafter called "Contractor" whose address is
11082 Winners Circle, Unit #B, Los Alamitos, CA 90720 and Citizens Business Bank
hereinafter called "Emnow Agent" whose address is 505 E Colorado Blvd, Pasadena, CA 91101 _
For the consideration hereinafter set forth, the Owner, Contractor and Escrow Agent agree as follows
I. Pursuant to section 22300 or 10263 of the Public Contract Code of the State of California (with
section 22300 applying to public entities generally, and 10263 applying to state public agencies),
Contractor has the option to deposit securities with Escrow Agent as a substitute for retention
comings required to be withheld by Owner pursuant to the Construction Contract entered into
between the Owner and Contractor for, Newhope Library Modernization
and Delhi Library Branch Improvements in
the amount of 8,215,533.00 , (hereinafter referred to as the "Contract").
Alternatively, on written request of the Contractor, the Owner shall make payments of the retention
earnings directly to Escrow Agent. When Contractor deposits the securities as a substitution for
Contract earnings, Escrow Agent shall notify the Owner within ten (10) calendar days of 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 time of Owner
and shall designate the Contractor as beneficial owner,
2. The Owner shall make progress payments to the Contractor for such funds which otherwise would be
withheld from progress payments pursuant to the Contract provisions, provided that Escrow Agent
holds securities in the form and amount specified above.
3. When the Owner makes payments of retention earned directly to Escrow Agent, Escrow Agent shall
hold them for the benefit of the Contractor until such time as 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 mid responsibilities of the parties shall be equally
applicable and binding when the Owner pays Escrow Agent directly.
4. Contractor shall be responsible for paying all fees for the expenses incurred by Escrow Agent in
administrating 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 Money Market account(s) held in escrow and all interest
earned on that interest shall be for the sole account of the Contractor and shall be subject to
withdrawal by Contractor at any time and from time to time without notices 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 Escrow
Agent that owner consents to the withdrawal of the amount sought to he 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 (7) days written notice to Escrow Agent from the Owner of the default, 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 Conlract,
Escrow Agent shall release to Contractor all securities and interest on deposit less escrow fees and
charges on the escrow account. The escrow shall be closed innnediatdly upon disbursement of all
monies and securities and payment 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 die Owner and Contractor shall hold Escrow
Agent harmless from Escrow Agent's release and disbursement of the securities and interest set forth
above.
AG-02710/16/2020 Page I oft
A-2024-219
CITIZENS
BUSINESS BANK
10. The names of the persons who are authorized to give written notice or 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:
MEMO
On behalf of Owner: On behalf of Contractor:
Alvaro Nunez
Title:- City Manager Title: President
Name:
Signature:
City, State,
On behalf of Escrow Agent:
Title: VPSBG Operations Manaecrr \
t
City, State, Zip: Pasadena,CA 91101
Name: Brian Abghar'
Signature:
Address: 1082 Winner ircle, Unit#B
City, State, Zip: Los Almitos, CA 90720
Please forward payments to Escrow Agent:
Title: VP SBG Operations Manager
Name: Claudia A Cuadra
Address: 505 E Colorado Blvd
City, State, Zip: Pasadena,CA 91101
Direct Phone:626-568-2096
Reference Account: 6741141335 Escrow 2821
At the time Escrow Account is opened, the Owner and Contractor shall deliver to 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
set forth above.
Owner
Alvaro Nunez
Title:- City Manager
Name: j Al
Signature: alt*'
Title: Assistant City Attorney
Name: KyleNelleessenn
Signature:
l
Finance Director
Name: —Kathryn Downs
7f�I�ry�M
Signatue: NZNryn Downs (,zn 2I, 202515:2Y PST)
Contractor
Title: President
Name: Brian Abghari
Signature' N I
Title. City Clerk
AG-027 10/16/2020 Page 2 of 2