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HomeMy WebLinkAboutDepartment of the Army Augusta Richmond GA DOCUMENT NAME: ~. O~ -\YJe A'('(Y\~ DOCUMENT TYPE: ~XEt:rnefll- YEAR: C\ l BOX NUMBER: (C:/~ FILE NUMBER: \~~q NUMBER OF PAGES: e . .;::i.. ~ .4.."; -. .-' ~ -i ESCROW AGREEMENT This Agreement, made and entered into this 3rd day of November, 1997, by and between Richmond County Georgia, (hereinafter referred to as the "Contributor"), the Department of the Army (hereinafter referred to as the "Government") and Allied Bank of Georgia (hereinafter referred to as the "Bank"). WITNESSETH THAT: WHEREAS, on the 10th day of October 1997, the Contributor and the Government entered into a Memorandum of Agreement for the Dewatering and Repair of the Lock of the New Savannah Bluff Lock and Dam; and, WHEREAS, pursuant to the Memorandum of Agreement, the Contributor is required to contribute, in advance of award of the construction contract, a cash contribution calculated in accordance with said Agreement; and, WHEREAS, the Contributor and the Government have agreed that the requir~d contribution may be deposited into an escrow account and held therein until the Government withdraws the funds in accordance with the Memorandum of Agreement; and, WHEREAS, the Bank has agreed to serve as depository for the escrow account ad to accept appointment as escrow agent; NOW, THEREFORE, the parties agree as follows: 1. The Bank is hereby appointed as the escrow agent for the Contributor and is designated the depository for the monies delivered by the Contributor pursuant to the aforementioned Memorandum of Agreement. The Bank shall establish "New Savannah Bluff Lock and Dam Project Construction Fund" (hereinafter referred to as the "Escrow Account") into which shall be deposited the funds delivered by the Contributor. 2. In accordance with the method of payment provisions of the Memorandum of Agreement, the Contributor shall absolutely and irrevocably deliver to the Bank the funds required to be provided to the Government during the construction period. 3. The funds held in Escrow Account shall earn interest at a rate as the Bank and Contributor may mutually agree. To the extent the Contributor authorizes the Bank to invest the funds in any instrument other than .an interest-bearing account, savings certificate, or certificate of deposit of the Bank itself, such r ~ ~ investment shall be only in direct obligations of the Government of the United States of America or in obligations of agencies or insurers that are guaranteed by the Government of the United States of America. Any instrument must be subject to redemption on or prior to the dates the funds will be needed by the Government. Interest on the funds deposited shall accrue and belong to the Contributor, and shall be payable to the Contributor as the Bank and the Contributor may agree. 4. The Government, acting pursuant to the terms of the Memorandum of Agreement, shall have the sole and unrestricted right to draw upon all or an part of the funds deposited in the Escrow Account. A written demand for withdrawal shall be made to the Bank by the District Engineer, USAED, Savannah, or his designee, with a copy of said demand provided to the Contributor. Within ten (10) days of receipt of demand, the Bank shall pay to the Government the amount requested to the extent such amount does not exceed the balance available in the Escrow Account. All payments shall be in the form of bank drafts payable to the "FAO, USAED, Savannah", and shall be mailed or otherwise delivered to the government as specified below in Article 9. 5. Upon receipt of signed certification by the Government that no further demand for payment of money will be made, the Bank shall complete a final accounting of other obligations required under this Agreement, and pay over the balance remaining to the Contributor. 6. The fee to be paid to the Bank for the services provided hereunder shall be as the Bank and the Contributor may mutually agree. Any fee paid to the Bank shall be the sole responsibility of the Contributor. The Bank shall have no right to deduct monies from the principal escrow sum to pay for its services. In the event the Contributor fails to make payment to the Bank for its services, all claims for such payment shall be made directly against the Contributor. The Government shall not be responsible for any costs attributable to the establishment, maintenance, administration, or any other aspect of the Escrow Account. 7. Account statements shall be rendered by the Bank to the Contributor and the Government once monthly, and shall show deposits, disbursements, and balances, and the dates thereof. Upon receipt by the Bank of the certification specified in paragraph 5 above, the Bank shall prepare a final accounting showing all transactions relating to the Escrow Account and provide said accounting to the Contributor and the Government at the addresses shown in paragraph 9. 8. It is understood and agreed that the Bank shall not be liable or responsible to ascertain the terms or conditions of any ,- '< ;l~, . provision of the aforementioned Memorandum of Agreement between the Contributor and the Government. It is further understood and agreed that if any controversy arises between the Government and the Contributor, or with any other party with respect to the subject matter of this Agreement, the Bank is authorized, unless precluded by order of a court of competent jurisdiction, to disburse monies to the Government in accordance with the terms of this Agreement. 9. All notices, statements, payments specified in under this Agreement shall be deemed to have been duly given if in writing and delivered personally, given by prepaid telegram, or mailed by first-class (postage prepaid), registered, or certified, mail, as follows: If to the Contributor: Mayor Larry Sconyers Augusta-Richmond County Commission 530 Greene Street Augusta, Georgia 30901 If to the Government: District Engineer U.S. Army Engineer District, Savannah Post Office Box 889 Savannah, Georgia 31402-0889 If to the Bank: Allied Bank of Georgia 700 Broad Street Augusta, Georgia 30901 10. Nothing in this Agreement shall be considered as vesting title in the Bank to the amount deposited, except as' Trustee for the Contributor and the Government for the purposes set forth herein. Title to said funds shall not vest in the Government until payment to the Government is made as provided herein. 11. This Agreement shall take effect upon the initial deposit of funds into the Escrow Account by the Contributor and shall continue in full force until the certification specified in paragraph 5 hereof is received by the Bank and the balance remaining is returned to the Contributor, unless earlier ;r , ....~ terminated by the written mutual agreement of the Contributor and the Government. 12. This Agreement may not be amended except by written modification signed by the parties hereto. IN WITNESS WHEREOF, the Contributor, the Government, and the Bank have executed this Agreement on the date first above written. By: - i?-. ry May~r: -Augu_t -Richmond County Commission Attested:~ '11:L.r>y 4) ~f)2~ T~artment of the By:. --;Z~ ....-c;rant M. Smith Colonel, U.S. Army District Engineer Army The Allied Bank of Georgia By: ~.e~ Vice President Allied Bank ?f ~i~ Attested: _~~~~ {I /', ~- ~ ..,~ ,;",," ESCROW AGREEMENT This Agreement, made and entered into this 3rd day of November, 1997, by, and between Richmond County Georgia, (hereinafter referred to as the "Contributor"), the Department of the Army (hereinafter referred to as the "Government") and Allied Bank of Georgia (hereinafter referred to as the "Bank"). WITNESSETH THAT: WHEREAS, on the 10th day of October 1997, the Contributor and the Government entered into a Memorandum of Agreement for the Dewatering and Repair of the Lock of the New Savannah Bluff Lock and Dam; and, WHEREAS, pursuant to the Memorandum of Agreement, the Contributor is required to contribute, in advance of award of the construction contract, a cash contribution calculated in accordance with said,Agreement; and, WHEREAS, the Contributor and the Government have agreed that the required contribution may be deposited into an escrow account and held therein until the Government withdraws the funds in accordance with the Memorandum of Agreement; and, WHEREAS, the Bank has agreed to serve as depository for the escrow account ad to accept appointment as escrow agent; NOW, THEREFORE, the parties agree as follows:, 1. The Bank is hereby appointed as the escrow agent for the Contributor and is designated the depository for the monies delivered by the Contributor pursuant to the aforementioned _ Memorandum of Agreement. The Bank shall establish "New Savannah Bluff Lock and Dam P~oject Construction Fund" (hereinafter referred to as the "Escrow Account") into which shall be deposited the funds delivered by the Contributor. I , 2. In accordance with the method of payment provisions of the Memorandum of Ag~eement, t?e Cqntributor shall absolutely and irrevocably deliver to the Bank the funds required to be provided to the Government during the construction period. ! 3. The funds held in Escrow Account shall earn interest at a rate as the Bank and:Contributor may mutually agree. To the extent the Contributor authorizes the Bank to invest the funds in any instrument other than an interest-bearing account, savings certificate, or certificate of deposit of the Bank itself, such / 9 investment shall be only in direct obligations of the Government of the United States of America or in obligations of agencies or insurers that are guaranteed by the Government of the United States of America. Any instrument must be subject to redemption on or prior to the dates the funds will be needed by the Government. Interest on the funds deposited shall accrue and belong to the Contributor, and shall be payable to the Contributor as the Bank and the Contributor may agree. 4. The Government, acting pursuant to the terms of the Memorandum of Agreement, shall have the sole and unrestricted right to draw upon all or an, part of the funds deposited in the Escrow Account. A written demand for withdrawal shall be made to the Bank by the District Engineer, USAED, Savannah, or his designee, with a copy of said demand provided to the Contributor. Within ten (10) days, of receipt of demand, the Bank shall pay to the Government the amount requested to the extent such amount does not exceed the balance available in the Escrow Account. All payments shall be in the form of bank drafts payable to the "FAO, USAED, Savannah", and shall be mailed or otherwise delivered to the government as specified below in Article 9. 5. Upon receipt of signed certification by the Government that no further demand for payment of money will be made, the Bank shall complete a final accounting of other obligations required under this Agreement, and pay over the balance remaining to the Contributor. 6. The fee to be paid to the Bank for the services provided hereunder shall be a? the Bank and the Contributor may mutually agree. Any fee paid:to the Bank shall be the sole responsibility of the Contributor. The Bank shall have no right to deduct monies from the principal escrow sum to pay for its services. In the event the Contributor fails to make payment to the Bank for its services, all claims for such payment shall be made directly I against the Contributor. The Government shall not be responsible for any costs attributable to the establishment, maintenance, administration, or any other aspect of the Escrow Account. 7. Account statements shall be rendered by the Bank to the Contributor and the ~overnment once monthly, and shall show deposits, disburseme~ts, and balances, and the dates thereof. Upon receipt by the Bank of the certification specified in paragraph 5 above, the Bank shall prepare a final accounting showing all transactions relating to the Escrow Account and provide said accounting to the Contributor and the Government at the addresses shown ~n paragraph 9. 8. It is understood and agreed that the Bank shall not be liable or responsible to ascertain the terms or conditions of any f . . provision of the aforementioned Memorandum of Agreement between the Contributor and the Government. It is further understood and agreed that if any controversy arises between the Government and the Contributor, or ~ith any other party with respect to the subject matter of this Agreement, the Bank is authorized, unless precluded by order of a court of competent jurisdiction, to disburse monies to the Government in accordance with the terms of this Agreement. 9. All notices,: statements, payments specified in under this Agreement shall be deemed to have been duly given if in writing and delivered personally, given by prepaid telegram, or mailed by first-class (postage prepaid), registered, or certified mail, as follows: If to the Contributor: Mayor Larry Sconyers Augusta-Richmond County Commission 530 Greene Street Augusta, Georgia 30901 If to the Government: District Engineer B.S. Army Engineer District, Savannah Post Office Box 889 Savannah, Georgia 31402-0889 If to the Bank: Allied Bank of Georgia 700 Broad Street Augusta, Georgia 30901 10. Nothing in 'this Agreement shall be considered as vesting title in the ~Bank to the amount deposited, except as Trustee for the Cont~ibutor and the Government for the purposes set forth herein. Title to said funds shall not vest in the Government until payment to the Government is made as provided herein. ' 11. This Agreem~nt shall take effect upon the initial deposit of funds into the Escrow Account by the Contributor and shall continue in full force until the certification specified in paragraph 5 hereof is received by the Bank and the balance remaining is returned to the Contributor, unless earlier 1". -~- terminated by the written mutual agreement of the Contributor and the Government. 12. This Agreement may not be amended except by written modification signed by the parties hereto. IN WITNESS WHEREOF, the Contributor, the Government, and the Bank have executed this Agreement on the date first above written. By: " County Commission Attested: /JCLtf U. 'tnB>~ T~rtment of the By: ~~ ..A;rant M. Smith Colonel, U.S: Army District Engineer Army of Georgia By: Cedric J. hnson Vice President Allied ~f Georgia Attested: j :Q.~~