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or the City with respect thereto so long as such delay in performance shall not subject the PID
<br />Projects to foreclosure, forfeiture, or sale. In the event that any such lien and/or judgment with
<br />respect to the PID Projects is contested, the Developer shall be required to post or cause the
<br />delivery of a surety bond or letter of credit, whichever is preferred by the City, in an amount
<br />reasonably determined by the City, not to exceed one hundred percent (100%) of the disputed
<br />amount.
<br />3.10 Ownership and Transfer of PID Propects. All PID Projects shall be owned by the
<br />City upon acceptance of them by the City. The Developer shall take any action reasonably required
<br />by the City to transfer, convey, or otherwise dedicate or ensure the dedication of land, right-of-
<br />way, or easements for the PID Projects to the City for public use. The Developer shall convey the
<br />PID Projects to the City by deed or other appropriate instrument of conveyance, with full
<br />warranties, free and clear of any liens, claims, encumbrance, options, charges, assessments,
<br />restrictions, laminations or reservations, including liens for ad valorem taxes for past and current
<br />years, and payments due to construction contractors, laborers, or materialmen, unless otherwise
<br />waived by the City. The Developer may also convey the PID Projects to the City by plat or other
<br />instrument on behalf of or benefiting the City. For any land transferred to the City as a PID Project,
<br />the Developer shall furnish to the City a preliminary title report for such land, prior to the City
<br />accepting the PID Project and prior to the City providing any reimbursement to the Developer.
<br />The report shall be made available for City review and approval at least fifteen (15) business days
<br />prior to the scheduled transfer of title. The City shall approve the preliminary title report unless it
<br />reveals a matter which, in the reasonable judgment of the City, would materially affect the common
<br />use and enjoyment subscribed to such PID Projects. If the City objects to any preliminary title
<br />report, the City shall not be obligated to accept title to the applicable land until the Developer has
<br />cured the objections to the reasonable satisfaction of the City. The Developer shall also assign, in
<br />writing, all of its contractors' and materialmen's warranties relating to the PID Projects. All
<br />documents or instruments of conveyance, transfer, or assignment hereunder shall be in a form and
<br />content acceptable to the City's attorneys. The Developer, at the time of reimbursement by the
<br />City, shall deliver to the City a release of all liens upon the bonded PID Projects securing the costs
<br />of construction of the bonded PID Projects advanced by a third -party lender. Any conveyance of
<br />PID Projects to the City by plat shall not be considered effective until the City has provided a letter
<br />of acceptance for such PID Projects. Any conveyance of PID Projects to the City by deed or
<br />similar instrument shall not be considered effective until such deed or other instrument is recorded
<br />in the property records of Lamar County.
<br />3.11 Correction of Defects. Prior to the conveyance of the PID Projects to the City, the
<br />Developer shall correct or cause the correction of any known engineering or construction defects
<br />then existing in the PID Projects or for satisfaction of any unpaid claim for materials or labor. The
<br />City shall be under no obligation to contest or challenge any claim for labor or materials; provided,
<br />however, that in the event the Developer fails to promptly correct any such defect or satisfy any
<br />such claim subject to the notice and "non -monetary Failure" timelines of Section 4.6.1, the City
<br />may elect to do so and, in such event, shall have full rights of subrogation. Subject to any
<br />applicable statutes of limitation, the Developer shall pay the City for the City's costs in satisfying
<br />any claim including, but not limited to, construction costs, engineering fees, attorneys' fees,
<br />building or construction permits, filing fees or court costs. After conveyance of the PID Projects
<br />to the City, the City shall look solely to the maintenance bond provided by the Developer pursuant
<br />to Section 3.10 of this Agreement to correct any defect in the PID Projects.
<br />Reimbursement Agreement
<br />Forestbrook Public Improvement District No. 1 Page 11
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