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

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for the PID Bonds for payment in accordance with the provisions of the Bond Indenture. After closing of the PID Bonds, in order to receive disbursements from the -applicable fund under the Bond Indenture, or from the PID Reimbursement Fund, the Developer shall execute and submit no more frequently than monthly) a Certificate for Payment for PID Project Costs for the applicable Improvement Area to be delivered to the City for payment in accordance with the provisions of the Bond Indenture, if applicable, and/or this Agreement. 3.5.3 Upon receipt of a Certificate for Payment (along with all accompanying documentation reasonably required by the City) from the Developer, the City shall conduct a review in order to confin-n that such request is complete, to confirm that the work for which payment is requested was performed in accordance with all applicable governmental laws, rules and regulations and applicable plans therefor with the terms of this Agreement,, the Development Agreement and any other agreement between the Parties related to property in the PID, and to verify and approve PID Project Costs of such work specified in such Certificate for Payment. The City shall also conduct such review as is required to confirm the matters certified in the Certificate for Payment. The Developer agrees to cooperate with the City in conducting each such review and to provide the City with such additional information and documentation as is reasonably necessary for the City to conclude each such review. Within fifteen (15) business days following receipt of any Certificate for Payment, the City shall either: (a) approve the Certificate for Payment and (i) forward it to the trustee designated under the Bond Indenture (the "Trustee") for payment or (ii) pay such. amount from the PID Reimbursement Fund; or, (b) provide the Developer with written notification of disapproval of all or part of a Certificate for Payment, specifying in detail the basis for any such disapproval. If the City timely disapproves the Certificate for Payment by delivering a detailed notice to the Developer, then payment with respect to the disputed portion(s) of the Certificate for Payment shall not be made until the Developer and the City settle the dispute. The Parties agree to meet promptly and resolve the dispute within twenty (20) calendar days from the date of the City denying any such payment. If PID Bonds are issued, the City shall deliver the approved or partially approved Certificate for Payment to the Trustee for payment, and the Trustee shall make the disbursements as soon as practicable thereafter. 3.6 ObligAtions Limited. The obligations of the City under this Agreement shall not, under any circumstances, give rise to or create a charge against the general credit or taxing power of the City or constitute a debt or other obligation. of the City payable from any source other than the applicable account in the PID Reimbursement Fund or the applicable PID Project * Pund. Unless approved by the City at its sole discretion, no other City funds, revenues, taxes, or income of any kind other than the funds on deposit in the applicable account in the PID Reimbursement Fund or the applicable PID Project Fund shall be used to pay: (a) the PID Project Costs; (b) the Reimbursement Agreement Balance for an Improvement Area, even if the applicable Reimbursement Agreement Balance is not paid in -full on or before the Maturity Date; or (c) debt service on any applicable PID Bonds. None of the City or any of its elected or appointed officials or any of its officers, employees, consultants, or representatives shall incur any liability hereunder to the Developer or any other party in their individual capacities by reason of this Agreement or their acts or omissions under this Agreement. 3.7 Obli,goation. to P4y,,, If the Developer is then in current compliance with its obligations under the Development Agreement and any other agreement between the Parties related to the property in the PID, the Developer Continuing Disclosure Agreement, if applicable, Reimbursement Agreement Forestbrook Public Tmprovement District No. I Page 9 018581.000001 \4908-9229-315S.0