«OFFICIAL STATEMENT DATED JUNE 20, 2013 NEW ISSUE NOT RATED In the opinion of Bond Counsel, interest on the Bonds will be excludable from gross income ...»
(e) The Owner has determined that prior to the Effective Date, it has expended funds for costs reimbursable under the PID Act, including: (i) the design of the Public Improvements within Improvement Area #1, (ii) costs of construction of the Public Improvements within Improvement Area # 1, (iii) costs in obtaining permits required for the construction of the Public Improvements in Improvement Area #1, and (iv) other costs associated with the formation of the District (“Owner Expended Funds”). Prior to the Effective Date, Owner has submitted to the City information documenting the amount of Owner Expended Funds paid by Owner between September 30, 2009 and June 20, 2013. The total amount of Owner Expended Funds approved by the City pursuant to this Section shall be referred to herein as the “Initial Reimbursement Payment.” Prior to disbursement of proceeds of initial PID Bonds for Improvement Area #1, Owner shall submit to the City a Certification for Payment satisfactory to the City and the Trustee for the Initial Reimbursement Payment and the City will sign the Certification for Payment and deliver said Certification for Payment to the Trustee. At the closing of the initial PID Bonds for Improvement Area #1, Owner shall be reimbursed an amount equal to the Initial Reimbursement Payment and such amount shall be transferred to the Trustee for distribution to the Owner or the Owner’s designee.
The funds held in the Landowner Improvement Account will not constitute public funds for any purpose and may not be used for any purpose other than the payment of Actual Costs of a Public Improvement for Improvement Area #1 or, if not needed to pay Actual Costs, returned to the Owner upon completion of the Public Improvements for Improvement Area #1. To the extent that money in the Landowner Improvement Account of the Project Fund is used to pay Actual Costs, the Owner shall be entitled to be reimbursed from the Special Assessments, as well as reimbursed from Special Assessments for any unreimbursed Actual Costs.
(f) At the closing of the PID Bonds for Improvement Area #1 (and thereafter at the closing for each subsequent PID Bond issuance), Owner may be reimbursed Bond Issuance Costs for the PID Bonds paid by the Owner, as described in the Assessment Plan and approved by the City. Such Bond Issuance Costs paid at closing shall be set forth in a closing memorandum issued by the City’s Financial Advisor and included in the Certification for Payment. Additional Bond Issuance Costs for the PID Bonds will be paid after the closing of the applicable PID Bonds upon submittal of proper documentation so long as such Bond Issuance Costs are described in the Service Assessment Plan and funds remain in the respective Costs of Issuance Account described in the Initial Indentures.
(g) With respect to Improvement Areas developed subsequent to Improvement Area # 1, at the time of the closing of PID Bonds for those certain Improvement Areas, Owner may have pre-funded certain costs reimbursable under the PID Act, including: (i) the design of the Public Improvements within the applicable Improvement Area, (ii) costs of constructing Public Improvements within the applicable Improvement Area, and (iii) costs for obtaining permits F-15 required for the construction of the Public Improvements in the applicable Improvement Area. In this case and with concurrence by the City, Owner may be reimbursed for said amounts concurrently with the initial draw from the applicable PID Bonds under substantially the same procedures as set forth in subsection (e) above.
(a) The Owner shall convey, and the City (or County, where applicable) shall acquire the given Public Improvement for the Actual Cost, when such Public Improvement is completed and has been accepted by the City (or County, where applicable).
(b) To receive from the proceeds of the PID Bond funds to pay the Actual Cost, the Owner shall deliver to the City and the Project Engineer (x) documentation evidencing the Actual Cost, (y) an assignment of the warranties and guaranties, if applicable, for such Public Improvement, in form reasonably acceptable to the City (if the City is the entity accepting such Public Improvements). Nothing herein or in subparagraph (c) below shall prohibit Owner from being reimbursed for design costs associated with a Public Improvement (provided that the plans and specifications for such applicable Public Improvement have been accepted by the City or County, as applicable) prior to the completion of construction of said Public Improvement or for other costs that are otherwise eligible to be paid under the PID Act.
(c) Upon receipt of a Payment Request (and accompanying documentation) for a Segment, the City shall instruct the Project Engineer to conduct a review in order to confirm that such Segment was constructed in accordance with the Plans therefore and to verify and approve the Actual Cost of such Segment specified in such Payment Request. The City agrees to instruct the Project Engineer to conduct each such review in an expeditious manner not to exceed 30 calendar days and the Owner agrees to cooperate with the Project Engineer in conducting each such review and to provide the Project Engineer with such additional information and documentation as is reasonably necessary for the Project Engineer to conclude each such review.
Upon confirmation that such Segment has been constructed in accordance with the Plans therefore, and verification and approval of the Actual Cost of such Segment, the City shall, within thirty (30) days thereafter accept such Segment and the Project Engineer and Director of the City shall sign the Payment Request and forward the same to the City Treasurer and payments will be made to Owner, or other person as applicable, within thirty (30) days after receipt by the City Treasurer.
(a) Subject to the terms and conditions set forth in this Section V, the City intends to pay for the Public Improvements, by issuing PID Bonds in one or more series. The City will use reasonable and good faith efforts to sell PID Bonds after receiving a PID Bond Issuance Request from the Owner, provided that the Owner can reasonably demonstrate to the City and its financial advisors via a Feasibility and Market Study Analysis (or such other similar documentation) that there is sufficient security for the PID Bonds, based upon the bond market existing at the time of such proposed sale. Notwithstanding the foregoing, the City intends to F-16 authorize the issuance of the initial PID Bonds for Improvement Area #1 contemporaneously with authorizing the execution of this Agreement and in connection with such PID Bonds for Improvement Area #1, no PID Bond Issuance Request is required. The Public Improvements to be constructed and funded in connection with the PID Bonds for Improvement Area #1 are detailed on the chart attached hereto as Exhibit “D”. Additional PID Bonds will be issued in the future subject to the terms hereof and the Assessment Plan (as the same is amended and updated).
(b) The aggregate principal amount of PID Bonds required to be issued hereunder shall not exceed an amount sufficient to fund: (i) the Actual Costs of the Public Improvements, (ii) required reserves and capitalized interest during the period of construction and not more than 12 months after the completion of construction of all Public Improvements covered by the PID Bond issue in question and in no event for a period greater than 3 years from the date of the initial delivery of the PID Bonds and (iii) any costs of issuance for the PID Bonds and the Improvement Area #1 Parity Bonds. Provided, however that to the extent the law(s) which limit the period of capitalized interest to 12 months after completion of construction change, the foregoing limitation may be adjusted to reflect the law(s) in effect at the time of future PID Bond issuances.
(c) The final maturity for each series of PID Bonds shall occur no later than 15 years from the issuance date of said PID Bonds.
(d) PID Bonds are not required to be issued under this Article V unless (1) the statutory requirements set forth in Chapter 372 of the Texas Local Government Code have been satisfied; (ii) the City shall receive at the time of issuance an opinion of counsel selected by the City stating in effect that the PID Bonds are legal and valid under Texas law and that all preconditions to their issuance under State law have been satisfied; and (iii) the approving opinion of the Attorney General of the State of Texas as required by the PID Act.
(e) If proceeds from PID Bonds for a certain Improvement Area are still available after all the Public Improvements within that particular Improvement Area are accepted by the City and Owner has been reimbursed for all unreimbursed Actual Costs incurred in connection therewith, the proceeds may be utilized to finance other Public Improvements within that particular Improvement Area.
Section 5.02. Project Fund
(a) The City hereby covenants and agrees that if PID Bonds are issued, the applicable Indenture will establish a Project Fund as a separate fund to be held by the Trustee under the Indenture. The portion of the proceeds of the Bonds issued to pay Actual Costs of Public Improvements and Bond Issuance Costs shall be deposited upon issuance into separate accounts within the Project Fund.
(b) As described in subparagraph (a) above, proceeds from the PID Bonds for Improvement Area #1 will be placed in the Bond Improvement Account within Project Fund which will be held by the Trustee under the Indenture. Furthermore, as more particularly described in Section 4.02(e), the Initial Owner Contribution will be placed in the Landowner
Denomination, Maturity, Interest, and Security for Bonds (a) Each series of PID Bonds shall be finally authorized by the City Council and shall be issued in the denominations, shall mature and be prepaid, shall bear interest, and shall be secured by and payable solely from the PID Bond Security, all to be as described and provided in the PID Bond Ordinance or Indenture, as applicable.
(b) The final and adopted versions of the PID Bond Ordinance and the Indenture (and all documents incorporated or approved therein) shall contain provisions relating to the withdrawal, application, and uses of the proceeds of the PID Bonds when and as issued and delivered and otherwise contain such terms and provisions as are mutually approved by the City and the Owner.
Section 5.04. Sale of PID Bonds.
The PID Bonds shall be issued by the City and shall be marketed and sold through negotiated sale to an approved third party with the cooperation and assistance of the Owner in all respects with respect to the preparation of marketing documents, such as preliminary and final official statements or in such other marketing and/or sales method mutually agreed upon by the City and the Owner.
Representations and Warranties of City The City makes the following representation and warranty for the benefit of the Owner:(a) that the City is a municipal corporation and political subdivision of the State of Texas, duly incorporated, organized and existing under the Constitution and general laws of the State, and has full legal right, power and authority under the PID Act and other applicable law (i) to enter into, execute and deliver this Agreement, (ii) to adopt the Assessment Ordinance, and (iii) to carry out and consummate the transactions contemplated by this Agreement.
Representation and Warranties of Owner The Owner makes the following representations, warranties and covenants for the benefit
of the City:
The Owner represents and warrants that the Owner is a limited partnership duly (a) organized and validly existing under the laws of the State of Texas, is in compliance with the laws of the State of Texas, and has the power and authority to own its properties and assets and to carry on its business as now being conducted and as now contemplated.
The Owner represents and warrants that the Owner has the power and authority to (b) enter into this Agreement, and has taken all action necessary to cause this Agreement to be
The Owner represents and warrants that this Agreement is valid and enforceable (c) obligation of the Owner and is enforceable against the Owner in accordance with its terms, subject to bankruptcy, insolvency, reorganization, or other similar laws affecting the enforcement of creditors’ rights in general and by general equity principles.
The Owner covenants that once it commences construction of a Segment it will (d) use its reasonable and diligent efforts to do all things which may be lawfully required of it in order to cause such Segment of the Public Improvements to be completed in accordance with this Agreement.
The Owner covenants that it will not commit any act in, upon or to the Property or (e) the Project in violation of any law, ordinance, rule, regulation, or order of any governmental authority or any covenant, condition or restriction now or hereafter affecting the Property or the Project.
The Owner represents and warrants that (i) it will not request payment from the (f) City for the acquisition of any Public Improvements that are not part of the Project, and (ii) it will diligently follow all procedures set forth in this Agreement with respect to Payment Requests.
Until the final Acceptance Date of all Segments, the Owner covenants to maintain (g) proper books of record and account for the Public Improvements and all costs related thereto.
The Owner covenants that such accounting books will be maintained in accordance with sound accounting practices, and will be available for inspection by the City or its agent at any reasonable time during regular business hours upon at least 72 hours notice.
ARTICLE VII. DEFAULT AND REMEDIES