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R2006-149 09-11-06 RESOLUTION NO. R2006-149 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING THE DEVELOPMENT AUTHORITY OF PEARLAND TO MAKE REIMBURSEMENT PAYMENTS AS RECOMMENDED BY REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That the Development Authority of Pearland is hereby authorized to make reimbursement payments in accordance with the Master Developer Reimbursement Agreement, dated September 22, 1999, by and between the City, Reinvestment Zone Number Two, City of Pearland, Texas and Shadow Creek Ranch Development Company, L.P., and the approved Auditor's Reports on Developer Reimbursement, attached hereto as Exhibit "A". PASSED, APPROVED and ADOPTED this the 11th day of September, A.D., 2006. = j~R~ TOMREID MAYOR ATTEST: APPROVED AS TO FORM: ()~ Ii. CrI-- DARRIN M. COKER CITY ATTORNEY EXHIBIT 11 Greenway Plaza, Suite 1515 Houston, TX 77046 (713) 621-1515 Fax: (713) 621-1570 /!'L Null'Lairson il ~ A 'e One Sugar Creek Blvd., Suite 920 Sugar Land, TX 77478 (281) 242-8600 Fax: (281) 242-7333 CERTIAED PURI./C ACCOIINTANTS PIlDfESSIONAI.. CORJl('MTION January 30, 2006 Reinvestment Zone No. Two, City of Pearl and, Texas Attn: Chairman, Board of Directors C/o- City of Pearl and, Texas 3519 Pearland Drive Pearland, Texas 77581 Re: Independent Accountants' Report - Completion ofTIRZ improvements: Dear Mr. Chairman and Members of the Board: As the independent accountant for Reinvestment Zone No. Two, City of Pearland, Texas (the "Zone"), we have reviewed the completed documentation submitted by Shadow Creek Ranch Development Company, L.P. (the "Master Developer") relating to the construction of the TIRZ Improvements described by that Letter Financing Agreements noted on Schedule A (the "Letter Financing Agreements"). By the Letter Financing Agreement, the Master Developer agreed to pre-fmance the design and construction of the TIRZ improvements to be reimbursed in accordance with the Reimbursement Agreement between the City of Pearland (the "City"), the Zone and the Master Developer dated September 22, 1999 (the "Reimbursement Agreement"). Based upon our review of the payments made and of the certification of the Zone's Engineer, I conclude that the construction of the TIRZ Improvements was conducted and have been completed in compliance with the Reimbursement Agreement and the document entitled "TIRZ Implementation and Reimbursement Process" and are in order for reimbursement upon availability of funds. We therefore recommend that the Zone reimburse the Master Developer the amounts indicated on Schedule A for the funds advanced to the Zone for the design and construction of the TIRZ Improvements, which is within the TIRZ budget (adjusted for inflation) established in the Zone's Project Plan and Reinvestment Zone Financing Plan for the TIRZ improvements. In accordance with the Zone's Project Plan and Reinvestment Zone Financing Plan and the Developer Agreement between the City and the Master Developer dated September 22, 1999, "developer interest" on this advance shall be calculated at 8 percent per annum for up to five years on the Creation costs and five years from date of completion of construction of the TIRZ improvements. Based upon this rate of interest, interest due as of the date of the letter is indicated on Schedule A with an additional per diem rate of interest as indicated. Ptdc..-~~, ~.<!.. SCHEDULE A TAX INCREMENT REINVESTMENT ZONE NO.2 CITY OF PEARLAND. TEXAS RECAPITULATION OF AMOUNTS DUE TO SHADOW CREEK RANCH DEVELOPMENT COMPANY. I..P. As of Januarv 30. 2006 Letter Finance Agreement LFA LFA Actual (LFA) Date Amount Cost Interest * Total LFA 03-10-001 (Remaining Village 2 10/07/03 $ 7,554,654 $ 7,306,587 $ 793,059 $ 8,099,646 Phase 2 Improvements) $ 7,554,654 $ 7,306,587 $ 793,059 $ 8,099,646 * Interest computed through January 30, 2006 at 8% for $2,384,575 of actual cost and at 6.50% for the balance. 11 Cree.way Plaza. Suite 1515 Houston, TX 77046 (713) 621-1515 Fax: (713) 621-1570 li'L Null & Lairson One Sugar Creek Blvd., Suite 920 Sugar Lsmd, TX 77478 (281) 242-8600 Fax: (281)242-7333 CFRlIRlD PlIIJCICCOl.MANT5 l'flIlFESSDIW.~llON March 20, 2006 Reinvestment Zone No. Two, City of Pearland, Texas Attn: Chainnan, Board of Directors C/o- City of Pearl and, Texas 3519 Pearland Drive Pearland, Texas 77581 Re: Independent Accountants' Report - Completion ofTIRZ improvements: Dear Mr. Chairman and Members of the Board: As the independent accountant for Reinvestment Zone No. Two, City of Pearland, Texas (the "Zone"), we have reviewed the completed documentation submitted by Shadow Creek Ranch Development Company, L.P. (the "Master Developer") relating to the construction of the TIRZ Improvements described by that Letter Financing Agreements noted on Schedule A (the "Letter Financing Agreements"). By the Letter Financing Agreement, the Master Developer agreed to pre-finance the design and construction of the TIRZ improvements to be reimbursed in accordance with the Reimbursement Agreement between the City of Pearland (the "City"), the Zone and the Master Developer dated September 22, 1999 (the "Reimbursement Agreement"). Based upon our review of the payments made and of the certification of the Zone's Engineer, I conclude that the construction of the TIRZ Improvements was conducted and have been completed in compliance with tbe Reimbursement Agreement and the document entitled "TIRZ Implementation and Reimbursement Process" and are in order for reimbursement upon availability of funds. We therefore recommend that the Zone reimburse the Master Developer the amounts indicated on Schedule A for the funds advanced to the Zone for the design and construction of the TIRZ Improvements, which is within the TlRZ budget (adjusted for inflation) establisbed in the Zone's Project Plan and Reinvestment Zone Financing Plan for the TIRZ improvements. In accordance with the Zone's Project Plan and Reinvestment Zone Financing Plan and the Developer Agreement between the City and the Master Developer dated September 22, 1999, "developer interest" on this advance shall be calculated at 6.50 percent per annum for up to five years on the Creation costs and five years from date of completion of construction of the TlRZ improvements. Based upon this rate of interest, interest due as of the date of tbe letter is indicated on Scbedule A. Ptdt..- ~~, ~.(!.. SCHEDULE A, TAX INCREMENT REINVESTMENT ZONE NO.2 CITY OF PEARLAND. TEXAS RECAPITULA nON OF AMOUNTS DUE TO SHADOW CREEK RANCH DEVELOPMENT COMPANY. L.P. AI of March 20. 2006 Letter Finance Agreement LFA LFA Actual (LF A) Date Amount Cost Interest * Total LF A 04-07-4102 (FjrelPolice Station 07/13/04 $ 408,668 S 408,668 $ 104,763 S 513,43 t Land Cost) S 408,668 $ 408,668 $ 104,763 S 513,431 '" Interest computed through March 20, 2006 at 6.50%. 11 Greenway Plaza, Suite 1515 Houston, TX 77046 (713) 621-1515 Fax: (713) 621-1570 /!'L Null ,Lairson One Sugar Creek Blvd., Suite 920 Sugar Land, TX 77478 (281) 242-8600 Fax: (281) 242-7333 CERTIAED PUBlIC ACCOIINTANTS PPDFESSIONAL CORPOAATION June 5, 2006 Reinvestment Zone No. Two, City of Pearl and, Texas Attn: Chairman, Board of Directors C/o- City of Pearl and, Texas 3519 Pearland Drive Pearland, Texas 77581 Re: Independent Accountants' Report - Completion ofTIRZ improvements: Dear Mr. Chairman and Members of the Board: As the independent accountant for Reinvestment Zone No. Two, City of Pearland, Texas (the "Zone"), we have reviewed the completed documentation submitted by Shadow Creek Ranch Development Company, L.P. (the "Master Developer") relating to the construction of the TIRZ Improvements described by that Letter Financing Agreements noted on Schedule A (the "Letter Financing Agreements"). By the Letter Financing Agreement, the Master Developer agreed to pre-fmance the design and construction of the TIRZ improvements to be reimbursed in accordance with the Reimbursement Agreement between the City of Pearland (the "City"), the Zone and the Master Developer dated September 22, 1999 (the "Reimbursement Agreement"). Based upon our review of the payments made and of the certification of the Zone's Engineer, I conclude that the construction of the TIRZ Improvements was conducted and have been completed in compliance with the Reimbursement Agreement and the document entitled "TIRZ Implementation and Reimbursement Process" and are in order for reimbursement upon availability of funds. We therefore recommend that the Zone reimburse the Master Developer the amounts indicated on Schedule A for the funds advanced to the Zone for the design and construction of the TIRZ Improvements, which is within the TIRZ budget (adjusted for inflation) established in the Zone's Project Plan and Reinvestment Zone Financing Plan for the TIRZ improvements. In accordance with the Zone's Project Plan and Reinvestment Zone Financing Plan and the Developer Agreement between the City and the Master Developer dated September 22, 1999, "developer interest" on this advance shall be calculated at 6.50 percent per annum for up to five years on the Creation costs and five years from date of completion of construction of the TIRZ improvements. Based upon this rate of interest, interest due as of the date of the letter is indicated on Schedule A. SCHEDULE A TAX INCREMENT REINVESTMENT ZONE NO.2 CITY OF PEARLAND. TEXAS RECAPITULATION OF AMOUNTS DUE TO SHADOW CREEK RANCH DEVELOPMENT COMPANY. L.P. As of June 5. 2006 Letter Finance Agreement LFA LFA Actual (LFA) Date Amount Cost Interest * Total LFA 02-08-001 (Village 1 and Village 08/06/02 $ 4,727,516 $ 4,714,681 $ 889,173 $ 5,603,854 2 Phase 2 Improvements) $ 4,727,516 $ 4,714,681 $ 889,173 $ 5,603,854 * Interest computed through June 5, 2006 at 6.50%. 11 Greenway Plaza, Suite 1515 Houston, TX 77046 (713) 621-1515 Fax: (713) 621-1570 /!'L Null. Lairson One Sugar Creek Blvd., Suite 920 Sugar Land, TX 77478 (281) 242-8600 Fax: (281) 242-7333 CERTIFIED PURlJC ACCOIJNTANTS f'PDF[SSIONAL CORJlOR.o\TION August 28, 2006 Reinvestment Zone No. Two, City of Pearl and, Texas Attn: Chairman, Board of Directors C/o- City of Pearl and, Texas 3519 Pearland Drive Pearl and, Texas 77581 Re: Independent Accountants' Report - Completion ofTIRZ improvements: Dear Mr. Chairman and Members ofthe Board: As the independent accountant for Reinvestment Zone No. Two, City of Pearland, Texas (the "Zone"), we have reviewed the completed documentation submitted by Shadow Creek Ranch Development Company, L.P. (the "Master Developer") relating to the construction of the TIRZ Improvements described by that Letter Financing Agreements noted on Schedule A (the "Letter Financing Agreements"). By the Letter Financing Agreement, the Master Developer agreed to pre-fmance the design and construction of the TIRZ improvements to be reimbursed in accordance with the Reimbursement Agreement between the City of Pearland (the "City"), the Zone and the Master Developer dated September 22, 1999 (the "Reimbursement Agreement"). Based upon our review of the payments made and of the certification of the Zone's Engineer, I conclude that the construction of the TIRZ Improvements was conducted and have been completed in compliance with the Reimbursement Agreement and the document entitled "TIRZ Implementation and Reimbursement Process" and are in order for reimbursement upon availability of funds. We therefore recommend that the Zone reimburse the Master Developer the amounts indicated on Schedule A for the funds advanced to the Zone for the design and construction of the TIRZ Improvements, which is within the TIRZ budget (adjusted for inflation) established in the Zone's Project Plan and Reinvestment Zone Financing Plan for the TIRZ improvements. In accordance with the Zone's Project Plan and Reinvestment Zone Financing Plan and the Developer Agreement between the City and the Master Developer dated September 22, 1999, "developer interest" on this advance shall be calculated at 6.50 percent per annum for up to five years on the Creation costs and five years from date of completion of construction of the TIRZ improvements. Based upon this rate of interest, interest due as of the date ofthe letter is indicated on Schedule A. Pt.d(-~~, ~.~. SCHEDULE A TAX INCREMENT REINVESTMENT ZONE NO.2 CITY OF PEARLAND. TEXAS RECAPITULATION OF AMOUNTS DUE TO SHADOW CREEK RANCH DEVELOPMENT COMPANY. L.P. As of AUl!USt 28. 2006 Letter Finance Agreement LFA LFA Actual (LFA) Date Amount Cost Interest · Total LFA 01-11-002 (Additional Village 1 and Village 2 Improvements) W12/01 $ 24,509,430 $ 24,444,754 $ 4,215,469 $ 28,660,223 LFA 03-10-002 (Village 3, Phase 1 and 2 Improvements) 10/07/03 7,809,950 7,806,658 999,791 8,806,449 LFA 06-03-001 (Elementary School #2 Site) 03/27/06 1,687,801 1,322,037 43,555 1,365,592 LFA 06-08-002 (Library Site) 08/28/06 481,569 377,208 31,236 408,444 $ 34,488,750 $ 33,950,657 $ 5,290,051 $ 39,240,708 * Interest computed through August 28, 2006 at 6.50%.