Res 2017-139/Whisper finance agreement

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WHISPER PUBLIC IMPROVEMENT DISTRICT FINANCING AGREEMENT This Whisper Public Improvement District Financing Agreement (this "Agreement"), dated as of September 5 , 2017, (the "Effective Date"), is entered into between Whisper Master Community Limited Partnership, a Texas limited partnership ("Whisper MC"), and Yarrington Partners, Ltd., a Texas limited partnership ("Yarrington Partners"), (Whisper MC and Yarrington Partners, including their Designated Successors and Assigns, are collectively referred to herein as the "Owners"), and the City of San Marcos, Texas (the "City"), acting by and through its duly authorized representative. Recitals: WHEREAS, Whisper MC owns a total of approximately 590.663 acres of land located within the City which is more particularly described in Exhibit `B-1" attached hereto and made a part hereof (the "Whisper MC Property"). WHEREAS, Yarrington Partners owns a total of approximately 115.686 acres of land located within the City which is more particularly described in Exhibit `B-2" attached hereto and made a part hereof (the "Yarrington Property"). WHEREAS, the Whisper MC Property and the Yarrington Property are collectively referred to herein as the "Property," and it is intended that the Property will be developed as a mixed use development (the "Project"); WHEREAS, the terms of annexation and zoning of the Property have been agreed to by the City and the Owners pursuant to the Whisper Planned Development District agreement (the "PDD") which was approved by the City on even date herewith; WHEREAS, the City Council authorized the formation of the Whisper Public Improvement District (the "District") on October 6, 2014, pursuant to a City Resolution in accordance with the PID Act (as defined in Exhibit "A" ); WHEREAS, pursuant to the terms of this Agreement, the City has agreed to allow financing of certain public improvements conferring special benefits to the Property via a public improvement district; WHEREAS, the Owners propose to construct certain improvements over time to serve Property located in the District (or portions thereof) and transfer some or all of those improvements to the City or City in accordance with the terms and provisions of this Agreement; WHEREAS, the City intends to (upon satisfaction of the conditions and in accordance with the terms set forth in this Agreement) adopt the Service and Assessment Plan (as defined herein), approve the Assessment Ordinance and levy Special Assessments on all or a portion of the property located within the District and issue bonds in one or more series for payment of costs associated with construction and/or acquisition of the Public Improvements (as defined 2 WHISPER PID FINANCING AGREEMENT