HomeMy WebLinkAbout2022-4115CONTRACT #2022-4115
CONSTRUCTION DISBURSEMENT AGREEMENT FOR CITY'S FUNDS
This Agreement is entered into October 25, 2022, by and between First American Title Insurance
Company, a Nebraska corporation ("Escrow Agent"), and The City of Columbia Heights ("City").
RECITALS
City has entered into construction contracts ("Construction Contracts") with the
Contractors as described in Exhibit A ("Contractor") pursuant to which Contractor has
agreed to make certain improvements owned by City commonly known as the City of
Columbia Heights' new City Hall, located at 3989 Central Avenue NE, Columbia
Heights MN 55421;
2. City will deposit funds with Escrow Agent from time to time to pay Contractor ("City's
Funds").
3. City desires that Escrow Agent disburse City's Funds to pay advances made under the
Construction Contract, and the Escrow Agent is willing to do so on the terms set forth herein.
AGREEMENT
NOW THEREFORE, for good and valuable consideration, the receipt and the sufficiency
of which is hereby acknowledged, the parties agree as follows:
Escrow Agent is authorized and directed to disburse the City's Funds to:
a. Pay costs of construction of the improvements to be made to the Property
pursuant to the Construction Contract.
b. Obtain lien waivers and satisfactions of liens and other encumbrances, if any,
pursuant to statements of amounts due, which must be approved by City.
2. Prior to each subsequent disbursement of the City's Funds hereunder, Escrow Agent must
be furnished the following items (collectively, the "Documents") via email to
Disbursing. mn@firstam. com:
a. An updated City's Sworn Construction Statement setting forth all contractors,
subcontractors and material suppliers with whom contracts have been entered
into, the amount of each contract, the amount paid -to -date, the amounts being
requested, and the balances due.
b. A Request for Payment document signed by Contractor (and approved by City)
for the requested disbursement, along with written instructions to disburse the
funds.
c. Sufficient funds to cover the requested disbursement.
d. Sufficient funds to cover unpaid Escrow charges.
e. Unconditional, up-to-date lien waivers from the previous draw for each
Contractor satisfactory to Escrow Agent, including also lienable interests such
as architects, engineers and surveyors.
f. Invoices, affidavits, or substantiated evidence of payment to establish the cost
or value of the items or improvements for which disbursement is to be or has
been made.
g. With the final draw request, an updated Sworn Construction Statement,
inclusive of all change orders, together with full and final unconditional lien
waivers from each Contractor for all work done and materials supplied for
which payment has been made in full.
3. If documents are not satisfactory or are missing, Escrow Agent will advise City and
Contractor. If the documents are supplied to the satisfaction of Escrow Agent and City,
Escrow Agent will disburse directly to Contractor or other parry identified in the relevant
Request for Payment, the amounts shown therein; or if less, the amount approved by City.
4. Escrow Agent will order a search of the Anoka County records for the presence of any
mechanics liens. The search and notification will be limited exclusively to mechanics liens
and no other matters of title will be addressed. The search fee will be included in the draw
fee.
5. Escrow Agent shall not be liable for interest on funds deposited with it.
6. No liability is assumed by Escrow Agent to City or any other party for protection against
mechanic's liens.
7. Escrow Agent will keep and maintain books and records in sufficient detail to reflect the
disbursements made by it pursuant to this Agreement. City may during normal business
hours examine the books and records of Escrow Agent pertaining to those disbursements.
8. The parties acknowledge that Escrow Agent shall not be responsible for creating,
furnishing or reporting any IRS 1099 notices or filings for any payments it disburses under
this Agreement for the parties.
9. The functions and duties assumed by Escrow Agent include only those described in this
Agreement, and Escrow Agent is not obligated to act except in accordance with the terms
and conditions of this Agreement. Escrow Agent does not insure that the improvement
will be completed, that any improvement will be in accordance with the plans and
specifications, or that sufficient funds will be available for the completion of
improvements. Escrow Agent may conclusively rely upon any document believed by
2
Escrow Agent to be genuine and to have been signed or presented by the proper parties,
consistent with reasonable due diligence on Escrow Agent's part.
10. Escrow Agent shall not be responsible for any losses of documents or funds while such
documents or funds are not in its custody. Documents or funds which are deposited in the
United States mail shall not be construed as being in the custody of Escrow Agent.
11. It is anticipated that 10 draws will occur for the project. Escrow Agent shall be paid the
sum of Five Hundred and 00/Dollars ($500.00) per draw request for its services under this
Agreement. Escrow Agent reserves the right to charge additional fees should
circumstances warrant.
12. This Agreement shall be binding upon the parties hereto and their respective successors
and assigns.
13. This Agreement can be amended or modified only by a written Amendment signed by the
parties hereto.
14. This Agreement may be executed in counterparts, each of which shall be deemed an
original and all of which shall constitute but one and the same instrument. Facsimile copies
hereof and facsimile signatures shall have the same force and effect as originals.
15. It is expressly understood that no title insurance or mechanic's lien coverage is being provided
by Escrow Agent in conjunction with this Agreement and that by entering into this
Agreement, Escrow Agent is in no way agreeing to, modifying, expanding or extending any
coverage(s) previously provided, if any.
16. Any notice required to be given to Borrower, Lender or Escrow Agent pursuant to this
Agreement shall be via email or in writing and shall be deemed duly given (i) on the date
of personal delivery, (ii) one business day following dispatch by Federal Express or
equivalent, or (iii) three (3) business days after mailing certified mail, postage prepaid,
return receipt requested, to the respective addresses of the parties set out below:
FIRST AMERICAN TITLE INSURANCE COMPANY
First American Title Insurance Company
121 South 8 h Street, Suite 1250
Minneapolis MN 55402
Attn: Disbursing Department
Disbursing mn(afirstam.com
CITY
City of Columbia Heights
590 40`h Avenue NE
Columbia Heights, MN 55421
Attn: Community Development
achirpichaa,columbiaheightsmn.gov
17. Any proceeding arising out of or relating to this Agreement may be brought in the courts of
the state in which the Land is located. Each of the parties irrevocably submits to the
exclusive jurisdiction of each such court in any such proceeding and waives any objection
it may now or hereafter have to venue or convenience of forum, agrees that all claims in
respect of the proceeding shall be heard and determined only in any such court, and agrees
not to bring any proceeding arising out of or relating to this Agreement in any other court.
FIRST AMERICAN TITLE INSURANCE COMPANY
L-IN
Its: Commercial Operations Manager
CITY
By:
Its: Kelli Bourgeois, City Manager
n
EXHIBIT A
(Sworn construction statement listing all Contractors)
n-
= O
O
O
O
O
O
o
WO
O
O
O
O
O
O
O
O
vl
O
O
O
o
M^0
O
00
01
N
tU
6
00
o
M
W
O
d
NN0OooN
N
OO
O
o
O
OO
N
o
0
0
Toll-]
~lO1NN°10N
OF
U}
N
N
V!
V!
N
VT
VT
V1
V�
VF
z �
Q
a o
N
V1
Q 2
�w
a
2
K
O w
U!
V�
O O
w
w
c 0
VF
O
O
O
N
g
O
O
V1
O
O
O
V!
O
O
O
N
o
O
O
VF
0
O
O
v}
0
O
OO
Vf
O
O
N
O
O
VF
O
O
V1
O
O
VF
O
O
ut
O
O
Vl
O
O
h
O
O
N
O
O
•/Y
O
O
O
V1
O
O
O
VT
O
O
O
VF
O
O
O
VF
O
O
O
O
O
o
O
0
O
0
o
o
0
a
O
O
0
a
O
O
0
a O
OZ
0
01
0
�n
N
N
0
vi
O
0
o
0
o
O
0
vi
00
O
V
0
o
Oi
0
vi
V
O1
N
0
od
O
01
0
m
°1
°1
Y1
0
id
N
°1
0
N
M
0
O
cr
O1
.Ni
0
0
n
lD
°j
1p
0
0
VI
rl
o
0
o
N
N
vl
0
O
O
N
0
O
O
N
0
INn
N
0
N
.O-1
0
0
O
T
'p-I
0
0
a
lOD
N
o
0
O
o
O
0
O
O
o
M
if1
0
O
n
o
N
N
O
O
m
°1
< O
Q u
.i
N
V}
V'
V}
V1
VF
N
to
to
i/1
N
VF
U�
V!
V}
V}
VF
N
VF
VT
V}
N
3
E
OC
ao
mo
uo
¢
$
a
E
S
f
P
u
�
5
o
r
o
z
v"
e
-
z
w
�
f
1