RTIRZ-2013-03RESOLUTION NO. RTIRZ — 2013-3
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE PEARLAND TAX
INCREMENT REINVESTMENT ZONE #2 (TIRZ #2) BOARD OF DIRECTORS,
APPROVAL OF A JOINT CONSTRUCTION AND REIMBURSEMENT
AGREEMENT AMONG THE ZONE, BRAZORIA-FORT BEND MUD NO. 1 AND
518SCR, LTD. ASSOCIATED WITH LFA 13-06-002.
Whereas the Board, City of Pearland, and 518SCR LTD. entered into a Sub -
Developer Reimbursement Agreement dated November 14, 2011 to provide for
financing and construction of improvements to serve land within the Zone;
BE IT RESOLVED BY TIRZ #2 BOARD OF DIRECTORS:
Section 1. That the Board approve the joint construction and reimbursement
agreement among the Zone, Brazoria-Fort Bend Mud No. 1 and 518SCR, LDT.
PASSED, APPROVED, AND ADOPTED this 24th day of June, A.D 2013.
EN
ETH
TIRZ NO. 2 C
R
TIRZ NO. 2 SECRETARY
ILLIPS
AIRMAN
RESOLUTION NO. RTIRZ NO. 2013-03
EXHIBIT "A"
JOINT CONSTRUCTION AND REIMBURSEMENT AGREEMENT
WHEREAS, Brazoria-Fort Bend County Municipal Utility District No. 1 (the
"District") has been created and organized for the purposes conferred on the District by
Sections 54.201 and 49.211, Texas Water Code, including, but not limited to, the
construction, maintenance and operation of water, sewer, and drainage facilities within
the boundaries of the District; and
WHEREAS, Reinvestment Zone No. Two, City of Pearland, Texas (the "Zone")
has been created and organized for the purposes conferred on the Zone by Chapter 311
of the Texas Tax Code, including, but not limited to, the construction, maintenance, and
operation of certain public improvements for the purpose of promoting the
development of land within the boundaries of the Zone; and
WHEREAS, the District, the Zone, and 518SCR, Ltd., (the "Developer") have
determined to proceed with the first part of Southlake, Phase 2, being the construction
of Lakes 3, 4, and 5 to serve Southlake (the "Facilities"); and
WHEREAS, at its meeting on June 7, 2013, the District approved the award of a
contract for the construction of the Facilities, based upon the recommendation of the
engineers for the District and the Zone;
NOW, THEREFORE, the District, the Zone, and the Developer do hereby
covenant and agree as follows:
1. Plans and specifications for the design and construction of the Facilities
were prepared by LJA Engineering, Inc., the engineers for the District and the Zone (the
"Engineers"), and have been approved by all governmental agencies having
jurisdiction. The Developer has or shall advance funds to pay all engineering fees
related to the preparation of such plans and specifications.
2. Based upon the recommendation of the Engineers and in accordance with
applicable competitive bidding statutes, the District approved the award of the contract
for construction of the Facilities to Lindsey Construction, Inc. The District will be the
owner of the contract and will execute and approve all contract documents and pay
estimates during construction. The Engineers will review and approve pay estimates
which separate the costs of the Facilities between the District and the Zone. The
Developer has or shall advance funds to pay all construction costs for the Facilities.
Upon completion of the construction, the Facilities will be conveyed to the District, the
Zone, or the Shadow Creek Ranch Maintenance Association, as appropriate, who will
thereafter own, maintain, and operate the Facilities.
3. The District or the Zone, as appropriate, shall reimburse the Developer for
all funds paid on behalf of the District or the Zone by the Developer related to the
Facilities in accordance with their financing agreements.
437303.doc
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EFFECTIVE AS OF THE 1 day of ciurel , 2013.
ATTEST:
of Dire ors
ATTEST:
Secretary, Board of Directors
437303.doc
BRAZORIA-FORT BEND COUNTY
MUNICIPAL UTILITY DISTRICT NO. 1
esident, Boar. of P' -ctors
REINVESTMENT ZONE NO. TWO,
CITY OF PEAR AND, TEXAS
Chairman, Board ' 1 irectors
518SCR, LTD., a Texas limited
partnership
By: PSWA, Inc., a Texas corporation,
as the Sole General Partner
By:
Name: Richard C. Hale
Title: Senior Vice President