2025-022 - Approve the Reimbursement Agreement with Forestbrook Public Improvement District No. 1 – Lone Star Planned Developments, LLC

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that itemizes all deposits to and disbursements from the account since the last payment. If there 1 a dispute over the amount of any payment, the City shall nevertheless pay the undisputed amoun and the Parties shall use all reasonable efforts to resolve the disputed amount before the ne payment is made. 3.4 PID Bonds.,The City, in its sole, legislative discretion, may issue PID Bonds, in one or more series, when and if the City Council determines it is financially feasible for the purposes of paying all or a portion of the Reimbursement Agreement Balance for an Improvement Area. PID Bonds issued for such purpose will be secured by and paid solely as authorized by the applicable Bond Indenture. Upon the 'issuance ot a series of PID Bonds for such purpose, the Developer's right to receive payments in accordance herewith shall be subordinate to the deposits required under the applicable Bond Indenture related to any outstanding PID Bonds. The failure of the City to issue PID Bonds shall not constitute a "Failure" by the City or otherwise result in a "Default" by the City. The Developer has a duty to construct related PID Projects and shall not be relieved of such duty even if it is anticipated that there will be insufficient funds in a PID Project Fund to pay PID Project Costs for an Improvement Area. The issuance of PID Bonds is a discretionary action by the City Council and is further conditioned upon the adequacy of the bond security and other applicable conditions, including but not limited to conditions for issuance of PID Bonds set forth in the Development Agreement and Developer's compliance with any such conditions. 3.5.1 If PID Bonds for an Improvement Area are issued, upon the presentation of the Certificate for Payment and a Closing Disbursement Request for the Improvement Area and approval of each by the City, the City will cause the Trustee under the Bond Tridenture to it from the Bond Proceeds at closing of the PID Bonds approved amounts from the appropriate account to the Developer, or its designee, as applicable. In order to receive such a disbursement, the Developer shall execute a Closing Disbursement Request substantially in the form attached hereto as Exhibit B to be delivered to the City no less than fifteen (15) business days prior to the scheduled closing date for the PID Bonds for payment in accordance with the provisions of the Bond Indenture and subject to Section 3.5.3 below. In order to receive disbursements from the applicable fund under the Bond Indenture at the closing of the PID Bonds, if PID Bonds are issued, or from the PID Reimbursement Fund, the Developer shall execute a Certificate for Payment for the applicable PID Project to be delivered to the City for payment in accordance with the provisions of the Bond Indenture, if applicable, and/or this Agreement. 3.5.2 If PID Bonds for an Improvement Area are issued prior to Final Completiol of all PID Projects for such Improvement Area, and upon the presentation of a Certificate fo Payment for PID Project Costs for such Improvement Area and a Closing Disbursement Reques for the Improvement Area and approval of each by the City, subject to any limitations an( requirements in the Development Agreement, the City will cause the Trustee under the Bon( Indenture to pay from the Bond Proceeds at closing of the PID Bonds approved amounts from th4 appropriate account to the Developer, or its designee, as applicable and subject to Section 3.5.. below. In order to receive such a disbursement at closing of the PID Bonds, the Developer shal execute a Closing Disbursement Request substantially in the fon-n attached hereto as "Exhibit B t( be delivered to the City no less than fifteen (15) business days prior to the scheduled closing dato Reimbursement Agreement Forestbrook Public tmprovement District No. I Page 8 018581.00000114908-9229-3 155 v5