HomeMy WebLinkAboutSULLY-MILLER CONTRACTING COMPANY INSURANCE NOT REQUIRED A-2025-067
WORK MAY PROCEED ESCROW AGREEMENT FOR
CITY CLERK SECURITY DEPOSIT IN LIEU OF RETENTION
Dt'TE. MAY 3 0 2025
This Escrow Agreement is made and entered into this 19th day of March 2025, between the CITY OF
firt (7A SANTA ANA whose address is 20 Civic Center Plaza, CA 92701 hereinafter called "OWNER", and
Qn� ( 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 Bristol Street Improvements from Warner Avenue to Saint Andrw Place, Project No.
11-6741 & Bristol Street (Phase 4) Water Main, Improvements, Project No. 19-6499 in the amount of
$22,534,492.00 dated March 4, 2025 (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 SANTA ANA 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.
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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
Jae Won
Name Name
Signature Sig ature
Address: Address:
135 S. State College Blvd., #400
Brea, CA 92821
On behalf of ESCROW AGENT:
Vice President I Relationship Manager
Title
Ismael Diaz
Name z,
Si nature
633 W. 5th Street, 24th Floor
Los Angeles, CA 90071
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I0340704-Santa Ana,Bristol Street Water lmprovement.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
Tole Minh Thai
Assistant City Manager Title
Jae Won
Name Name
_ Vi--"F"Th
Signature Si ature
On behalf of ESCROW AGENT: r■
A J.'TEST:
Vice President Relationship Manager
Title .'V"kal)
Ismael Diaz et
Name
Si ature APPROVED AS TO FORM
SON IA R CARVALHO
Cit?; Attorney
By: • ,,,:
Kyle NdieSe11
A3Sistant City Attorney
RE C:O MEYDED FOR APPROVAL
Saba, PE
Executive Director_
Public T4Vorks Agency
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10340704-Santa Ana,Bristol Street Water Improvernent.docx