HomeMy WebLinkAboutAMERINATIONAL COMMUNITY SERVICES, INC. (FKA UNITED STATES ESCROW) -1994
AGREEMENT
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THIS AGREEMENT,
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made and entered into this
, 1994, by and between UNITED STATES ESCROW,
a California Corporation, ("U.S.E.") and the CITY OF SANTA ANA, a
municipal corporation of the State of California ("City").
WITNESSETH
Recitals:
A. city is undertaking certain activities in furtherance of
its housing programs.
B. city desires to engage the consulting services of U.S.E.
to provide residential loan processing, underwriting, loan
servicing, and to render other assistance and services in
connection with city housing activities.
C. U.S.E. represents that it is qualified to provide such
services to city.
WHEREFORE, in consideration of their mutual and respective
promises, and subject to the terms and conditions hereinafter set
forth, the parties hereto do hereby agree as follows:
1. REPRESENTATIVES AND NOTICE
A. For purposes of implementing this Agreement, the
representative of the City shall be the Executive Director of the
Community Development Agency of the city and her designated
representati ves (the "Director").
Except as may be otherwise
stated hereinafter, the Director shall have the authority to act on
behalf of the City in carrying out the terms of this Agreement.
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B. Any notice or instrument required to be given or
delivered to either party to this Agreement may be delivered by
personal delivery or by depositing the same in the United states
mail, postage prepaid, addressed to:
If to the City:
Executive Director
Community Dedevelopment Agency
City of Santa Ana
20 Civic Center Plaza M-14
Santa Ana, CA 92701
If to U.S.E.:
U.S. Escrow
8121 E. Florence
Downey, CA 90240
Notice of a change of address shall be delivered in the same manner
as any other notice provided herein.
Notice by mail shall be
effective three days after mailing by the above-described
procedure.
2. SCOPE OF SERVICES OF U.S.E..
U.S.E. agrees to render consultation, loan processing, loan
underwriting, and loan servicing as necessary to the implementation
of the housing programs of the City in the form and to the extent
specified by the Director, when and as needed by the city. More
specifically, U.S.E. agrees to perform, at its own cost and expense
except for the compensation specified in this Agreement, the
services specified in Exhibit 1, attached hereto and incorporated
herein.
3. TIME OF PERFORMANCE.
All services to be performed by U.S.E. shall commence when and
as directed by the City and shall be completed within a mutually
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satisfactory time schedule as appropriate for the required task.
Services shall be on an "as-needed" basis upon specific request
issued by the city.
4. COMPENSATION.
(a) Except as may otherwise be provided pursuant to
subsection (c) of this section, City agrees to pay and U.S.E.
agrees to accept compensation based on the schedule provided in
Exhibit 1. The fee schedule may be revised from time to time by
U.S.E. upon 30 days advance written notice to the Director,
provided the fees shall not exceed U.S.E.'s prevailing rates to
other public clients.
(b) Subject to section 5 of this Agreement, U.S.E. shall, not
more than once each month, submit an invoice for work performed by
U.S.E. and not yet paid for by city. Each such invoice shall be
accompanied by a detailed statement of the work performed. Each
proper invoice shall be paid by city within thirty (30) days of
invoice date.
(c) U.S.E. and the Director may, by letter agreement signed
by both, modify any of the terms of subsections (a) through (b) of
this Agreement with regard to any specified task or tasks to be
performed by U.S.E. Such modifications may include, but are not
limited to, the establishment of a fixed fee or a maximum amount of
compensation to be paid for any such tasks.
5. DRAW-DOWN ACCOUNT
with regard to any City loan processed by U.S.E. pursuant to
this Agreement which provides for the City to receive a fee from
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the loan proceeds, U.S.E. shall, instead of remitting the amount of
such fee to the City, retain the same in a draw-down account.
Compensation due to U.S.E. with regard to such loan shall be drawn
by U.S.E. from said account to the extent funds are available
therein; provided, however, that no funds shall be so withdrawn
without the written approval of the Director as to the amount due
to U.S.E., which approval shall not be unreasonably withheld. Upon
the completion of the funding of the subject loan, the balance, if
any, in the draw-down account shall be remitted by U.S.E. to the
city.
6. INDEMNIFICATION
U.S.E. agrees to indemnify and hold harmless the City and its
officers and employees, from and against any and all loss or
damage, and from any and all suits, actions and claims filed or
brought by any person or persons, arising out of the negligent acts
or omissions of U.S.E. or of its subcontractors or of the officers,
agents, employees of U.S.E. or of its subcontractors in the
performance of this Agreement.
7. INSURANCE
with respect to performance of work under this agreement,
U.S.E. shall maintain and shall require its subcontractors, if any,
to maintain insurance as described below:
(1) Workers' compensation insurance with statutory limits,
and employer's liability insurance with limits of not
less than $1,000,000 per accident.
(2) Commercial general liability insurance, or equivalent
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form, with a combined single limit of not less than
$1,000,000 per occurrence. If such insurance contains a
general aggregate limit, such limit shall apply
separately to each project U.S.E. performs for city.
Such insurance shall (a) name the City of Santa Ana and
its officers and employees as additional insureds; and
(b) be primary with respect to insurance or self-
insurance programs maintained by the city, and (c)
contain standard separation of insureds provisions.
U.S.E. shall (a) furnish properly executed certificates of
insurance to the Director prior to commencement of work under this
Agreement, which certificates shall clearly evidence all coverages
required above and provide that such insurance shall not be
materially changed or terminated except on 30 days' prior written
notice to the city; and (b) maintain such insurance from the time
work first commences until completion of the work under this
Agreement; and (c) replace such certificates for policies expiring
prior to completion of work under this Agreement.
The Director may waive or reduce the requirements of this
section if and to the extent the Director determines them to be
unreasonably burdensome to the U.S.E. and not necessary for the
protection of the city.
8. TERMINATION OF AGREEMENT
This Agreement may be terminated by the Director upon written
notice of termination to U.S.E. In such event, U.S.E. shall be
entitled to receive and the City shall pay U.S.E. compensation for
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all services performed by U.S.E. prior to U.S.E. 's receipt of such
notice of termination. As a condition of such payment, the
Director may require U.S.E. to deliver to the City all work product
completed as of such date, and in such case such work product shall
be the property of the city, and U.S.E. consents to the City's use
thereof for such purposes as the city deems appropriate.
9. MISCELLANEOUS PROVISIONS.
A. U.S.E. covenants that it presently has no interest, and
shall not have any interest, direct or indirect, which would
conflict in any manner with the performance of services required
hereunder.
B. By signing this Agreement, U.S.E. certifies that it does
not discriminate in hiring on the basis of race, color, creed,
religion sex, age, marital status, national origin, ancestry,
physical handicap or medical conditions.
C. U.S.E. shall not assign or transfer any interest in this
Agreement, whether by assignment or novation, without the prior
written consent of the Director; provided, however, that claims for
money due or to become due from the City under this Agreement may
be assigned to a bank, trust company or other financial
institution, or to a trustee in bankruptcy, without such approval.
Notice of any such assignment or transfer shall be promptly
furnished to the Director.
D. U.S.E. agrees that U.S.E. is an independent contractor
and not an employee of the City and all U.S.E. 's personnel shall be
employees or subcontractors of U. S. E. and not employees of the
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city. U.S.E. shall pay all salaries and wages, employer's social
security taxes, unemployment insurance and similar taxes relating
to employees and shall be responsible for all applicable
withholding taxes.
E. U.S.E. shall not subcontract any of the services required
hereunder without written approval of the Director.
F. U.S.E. reserves the right to effect changes in form or
name, including, but not limited to changes from individual
proprietorship, partnership or corporation to any other such form
of organization, and likewise reserves the right to add, substitute
or delete stockholders, partners, associates and employees. This
Agreement shall continue in effect with regard to U.S.E. under its
new form or name without the necessity of any amendment to this
Agreement. The Director shall be promptly notified of any such
change in form or name.
G. Nothing in this Agreement shall be construed to limit the
city's ability to have any of the services which are the subject of
this Agreement performed by City personnel or by other consultants
retained by the city.
H. The invalidity in whole or in part of any provision of
this Agreement shall not void or affect the validity of any other
provision of this Agreement.
1. This Agreement shall be governed by and construed in
accordance with the laws of the state of California.
J. This Agreement supersedes any and all other agreements
either oral or in writing between the parties hereto with respect
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to the services set forth in Section 2 of this Agreement and
contains all the covenants and agreements between the parties with
respect thereto. Each party to this Agreement acknowledges that no
representation, inducements, promises or agreements, orally or
otherwise, have been made by any party, or anyone acting on behalf
of any party, with respect to such services, which are not embodied
herein, and that no amendment hereto shall be effective unless set
forth in writing, approved by the governing board of the City, and
signed by both the City and U.S.E.
IN WITNESS WHEREOF the parties hereto have executed this
Agreement the date and year first above written.
ATTEST:
CITY OF SANTA ANA
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by .
Dan' H.~
Mayor
Guy
the Council
APPROVED AS TO FORM:
8,~
Edward . 0 er
City Attorney
as 10 CG~j~i,t
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C'I"ty M.,%~,"
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AC'lRD. CERTIFICAT OF LIABILITY INSURAN( ~ OP ID K9 DATE IMMIDDIVYVY)
. AMER-11 06/01/07
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMA.TION
M~amara Company ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
www.mcnamaracompany.com HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
1330 East Highway 96 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
S' 'aul MN 55110
f e: 651-426-0607 Fax: 651-426-5790 INSURERS AFFORDING COVERAGE NAICf
INS\JREO AmeriNaeional Community INSURER A.: Q'lUJ* ~p aC h~\u'lIt.nQ(l Co.
SQrvices Inc, American INSuRER 8:
Banco~oration, American Bank INSURER c:
of St aul Inc
217 S Newton Ave INSURER 0:
Alb~rt L~a MN 56007
lNSUREj:\ E:
A
COVERAGES
THE POt.lCIES OF INSURANCE LISTED BELOW HAve BEEN Issueo YO rHE INSURED NAMED ABOVE fOR THE POl.ICY PERIOD INDICATED, NOTWITHSTANDING
AN" REQUIREMENY, TERM OR CONDITION OF ANY CONTRACT OR OY'HEft DOCuMENT WITH RESf'ECT TO WHJCH THIS CERTIFICAtE MAY BE ISSUED OR
MAY PERTAIN, THE INSlUNCE AFFORDED BY THE POl.ICIES DESCRIBED HEREIN IS SUSJECTTO ALL TWE 'f€~, ExCL.\JSION$ ANO CONDITIONS OF SUCH
POLIc,es, AGGREGATE LIMITS SHOWN WtV HAVE BEEN REDlJCED BY PAID CLAIMS. DAToE MMIO~
I'LTR t;,'St, TYPE OF INSUIa.NC! POLIcY NUMBER D4TE M~D,y;;l; LIMITS
~NEFW.. L1ABIUTY EACH OCCURRENCE 01,000,000
A X COMMERCIAL GEtIlEJ:t4t LIABILITY 35900320 09/01/07 06/01/09 PREMISES (E,t occut&nce) '1.000,000
r CLAIMS MADE [!] OCCUR 1;IED EXP (AIt)t Of'llll PorsoN . 5,000
~ Htq Protection 35600320 09/01/07 09/01/08 PERSOHo\I. & N)V INJURY 01,000,000
- . GENeRAl. AGGReGATE 01,000,000
~L AGGREGAre I.IMIY APPrlS PER: ~ROOUCTS . COMPIO~ AGG S included
POLICY n ~A@r LOC
AUTOMOBILE LIABILITY COMBINED SINGlE LIMIT
-= 01,000,000
A X .ANY AUTO 74993745 09/01/07 08/01/06 (S.leQClW\l)
~
- ALl OWNED "UTOS BODlL.Y INJIJRY
$
SCI1EOULEO AUTOS (Perpa-son)
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- HIRED AUTOS eODIL.Y INJUR'f
0
NON-owNED AUTOS (PIJ( xcidenij
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I-- PROPERTY DAMAGE 0
- {par'lliCCl6lilt]
GARAGE L.IABIUlY AUTO OHL Y - fA ACCIDENT .
q^"YAU1O OmER TH>,N EA.A.CC 0
A 0 ONLY; AGG .
368SJUMBREllA L.IABllITY EACH OCCURRENCE '10,000,000
A OCCUR 0 CLAIMS MADe 79813523 09/01/07 08/01/0B AGGREGATE: 010,000,000
0
~ DEDUCTIBLE $
X RETENTION 010 000 $
'WORKERS COMPENSATION A.ND X 11I;Ry.,"ii'i I IV.,-
EMPLO"'~RSl UABIUTY
A ANY P~OPRIEl'ORIPAR'TNERlEXEcUTrv.E 71712593 06/01/07 08/01/06 E,L.. EACH ACCIDENT $500,000
OFFIC RtMEMBER EXCLUDED? e.... PlSEASE. EA EMPL.OYS s 500 000
~II$, ~~bo undp,
EClAL PROVISIONS bfIlow E.L. DISEASE - POliCY LIMIT 0500,000
O'l'H!::~
A Bank~rs Blkt Bond 61909669 08/01/07 08/01/0B $5,000,000
A Profassional Liab 70429676 08/01/07 06/01/08 $3,500,000
D.ESCRIPT)QN OF OPERATIONS I LOCATIONS I VE!1ICLES' EXCLUSIONS ADDED IN ENDORSEMENT I SPECJAL PltOVlS1ON$
$5,000,000 Di.ecto.s k Officers Liabi1ity, $3,500,000 Lending Liability
as per policy for.m. Certificate Holder is named as additional insured for
General Liability coverage as their interest .may appear.
CERTIFICATE HOLDER
CANCELLATION
SANTAAl'I
SkOULD ANy OF 'THE Above OESCRIPEtI f'QUCtES "e CANCELLED 6EFORE THE EXPIRATION
DATE THEREOF, THE ISSUING II-lSURER WILL. ENDEAVOR TO MAIL ~ DAYS WRl1'TEN
NOTICE TO TttE CERTIACA1E HOL.DER NAMED TO THE L.EFT. BUT FAILURE TO DO SO SHA.l.L
IMPOSE NO OBL.IGATIOlll OJ:: LIABILITY OF ANV i(rND UPON THE INSURER, tTS ACENTS 0"
City of Santa Ana
Community Redevelopment Agency
20 Civic Center Plaza M-25
Santa Ana CA 92701
@ACORDCORPORATION 1988
ACORD 25 (2001/0B)
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ACORD. CERTIFICA'....: OF LIABILITY INSURAN"E OP 10 K9 DATE 1,.,""ODIYYYYl
lIMER 11 OB/01/07
PFl:Qb!JCER THIS CERTIFICATE IS ISSUED AS A MAnER OF INFORMATION
McNamara Company ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
www.mcnarnaracompany.com HOLOER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
13~0 Ea~~ Highway 96 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
~ 'aul MN 55110
~". ..le; 651-426-0607 Fay.; 651-426-5790 INSURERS AFFORDING COVERAGE NAIC'
INSURED INS\JrcUA: Ch\lbb ~p 01 lrur"I'__ CQ.
AmeriNational Community
Services In~, American tNSURER B:
sanco~Orat1on, ~erican Bank .INSlStERC:
of St aul Inc
217 S Newton Ave INSURER D;
Albert Lea MN 56007
INSURER ~
COVERAGES
TliE POlICIES OF INSUFc.utCE usreo &ElOW~VE flEEN ISSUED TO THE l""SUAED NAMeD A80Ve fOR THE I"OUCY PERIOD INOtCATED. NOnMTHSTAtlCNG
ANY REQUIREMENT, TERM ()R: CONDITION OF AN"" OONTAACT OR OTHER DOCUMENT Wf1lt ~Sf'eCT TO WHICh l'HIS ceA.npfCl, lE MAY BE ISSUED OR
MAY PEATAtN, THE INSURANCE AFFOROED BY THE POUClE$ DESCRl$e:O HeREIN IS SUeJECT TO AlL THE TeRMS. EXCWSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE l.1MITS SHOVYN fMY HAve 8EEN REDUceD t1'f PAlO CLAIM$.
lYPE OF IN$UAANCE POlICY NUMBER: M,~ 1~~Ti! "'/Vl " LIMITS
CTR ..." .ATE MID
~RAt. UABILITY EACH OCCUAAENCE H,OOO,OOO
A X COMMERcrAl. GENEMLI.IA8IUlY 35800320 08/01/07 08/01/08 PREJAI$E$ r&~;nl>>l . 1 000 000
I ClANS MADE [!] OCCUR WED EXP (~Oft. pMoOf') 1 5 000
X Mtq Protection 35800320 08/01/07 08/01108 PER$Of\IAL & II/)V INJURV '1 000 000
GENERAL AGGREGA.TE .1,000,000
~~ AGGReGATE LIMIT APriSI PER; PROOUCTS. COMPIOP AGG S included
In'''''"
POlICV JECT 1.00
~TOMOBILE LlA81IJTY CO~INEO SINCl.!: LIMIT 11,000,000
A .!.. ANY AUTO 74983745 08/01/07 08/01/08 (EilJ.::.a:idom)
AU OWNED AUTOS 800lL Y INJURY
r- 1
SCt-lEOtlL.EO Al1TOS (Plltper1oOt'lj
I-
HIReD AUTOS SODll Y INJURY
r- .
NON-oWNED AUrnS (Pwoo::ioanQ
-
PROPERTY DAlMGE 0
(Per .xcidlllll)
-
GARAGE LIABIUTY AUTO ONLY. EA ....CC'OENT I
=j ANY AUTO OTl1fR TMAH .. ACe 1
AUTO ONLY; AGe .
pESSAlM6RELLA LIABIUTY EACH OCCURRENCE 110 000 000
A OCCUA 0 ClAIMS MAOE 79813523 08/01/07 08/01/08 AGGREGATE 010,000,000
.
Fxi DEOUCTIOlE 0
X RETENTION 110.000 $
\.\IOFtKE~ COMPENSATION AND X ITORy'CIMil'; I I".R
A EMPLOYER$" LlABlltTY 71712593 08/01/07 08/01/08 $ 500 000
ANY PROJ>f\lefOMARTNERlEXECUTI\IE c.l. EACtt ACCIDENT
OFffCERlMEMflER EXCLUDED? Ii.L DISEASE. EA EMPLOYEE . 500,000
~ ~.~ ,<;en,. u_
s e 1M. PROVJSIONS b6tow E..L. otSEASE. POLICY LIMIT 1500,000
OTHER
A Bankers Blkt Bond 81909669 08/01/0'1 OB/Ol/08 $5,000,000
A P~ofessional Liab 70429676 08/01/07 08/01/08 $3 500,000
DESC'UP11ON OF OPERA noNS I LOCATIONS IVEHICLE$I eXCL.USIONS ADDED 8Y ENOOJtSfMfNT I SPECW. PROVISIONS
$5,000,000 Directors & Officers Liability, $3,500,000 Lending Liability
as per po1icy form. Certificate Holder is nam~d as additional insured for
Gener~l Liability coverage as their interest may appear. ~711,-
CERTIFICATE HOLOER
CANCELLATION
Empowerment Zone/City of Santa
Ana, Officers, Agents,
Volunteers and ~p1oyees
P.O. Box 1988
Santa Ana CA 92702
SANTAAE SHOULD ANY OF Tl'ff ABOVE DESCRIBED POLICIES BE CANC.El..LEb EoEFOJtE lli[ exf'IAATIOhf
DATE THEREOF, THE: I$SUItIlG INSURe" WIl",L, ENDEAVOR TO MAIL ~ DA'(5 WRlTTe.
NonCE'rO THe CERTifiCATe. HOLDER. NAMED TO THE lEFT, BUT FAILURE TO 00 so SHAll
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THe INSURER, ITS AGENTS OR
R.EPRESENTATlVES.
AUT 0
@ACORO CORPORATION 1988
ACORD 25 (2001/081
L:
CHUBB
Liability Insurance
Endorsement
Policy Period
AUGUST I. 2007 TO AUGUST 1,2008
Effective Da Ie
AUGUST I. 2007
3580-03-20 CHI
Policy Number
Insured
AMERICAN BANCORPORATION, AMERICAN BANK 0
F ST. PAUL
Name of Company
GREAT NORTHERN INSURANCE COMPANY
Dare Issued
SEPTEMBER 6, 2007
TU
GENERAL UABlLITY
This EndoJsemenl applies to the following fonns:
WHO IS
AN INSURED
;
,
"
Liabillry Insurance
Form 8rH)2-2373 (Ed. 4-94)
Under Who Is An Insured, Ibe following provision is added:
Designated Person Or
Organization
Any person Or organization designa!ed below is an
insured; but they are insureds
only with respect to liability arising oul of your operations
or premises owned by or rented to you.
EMPOWERMENT ZO~CITY OF SANTA ANA, OffiCERS, AGENTS,
VOLUNTEERS AND EMPLOYEES
POBOX 1988
SANTA ANA, CA 92702
Insurance Is Primary and Non-Contributory.
All other terms and conditions remain unchanged.
Authorized Repregenr1J6v6
lZw-/ikr
ADDL IfoJS - SCHEDULED PERSON OR ORGANIZATION
~ndo'semMt
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CHUBB
Liability Insurance
-
Endorsement
Policy Period
AUGUST 1,2007 TO AUGUST I, 2008
AUGUST 1,2007
3580-03-20 CHI
Effective Da te
Polley Number
Insured
AMERlCAN BAN CORPORA nON, AMERICAN BANK 0
FST.PAUL
Name of Company
GREAT NORTHERN INSURANCE COMPANY
Dale Issue'd
SEPTEMBER 6, 2007
1'1
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This Endorsement appliel: to the following forms:
GENERAL LIABILITY
-
WHO IS
AN INSURED
'.
Liability JnsuranC6
Form 80-02-2373 (Ed. "94)
Under Who Is An Insured, the following provision is added:
Designated Person Or
Organization
Any p",,'On or organization designated below is an
illS1lred; but they &re 1b$U~s
only with respeet to liabilily arising out of your operations
or premises owned by or rented to you.
CITY OF SANTA ANA COMMUNITY OF REDEVELOPMENT AGENCY
20 ClVlC CENTER PLAZA M-25
SANTA ANA, CA 92701
Insurance Is Primary and Non-Contributory.
All other terms and conditions remain unchanged.
Avthorized Represen~6v9
W4r
ADD/. INS. SCHEDULED PERSON OR ORGANIZATION
EndorsEim~nt
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