Ord 2019-003/authorizing the issuance of the City of San Marcos Special Assessment Revenue Bonds, Series 2018 (Trace Public Improvement District); approving aand authorizing an Indenture of Trust, a Bond Purchase Agreement, an Offering Memorandum, a

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required to provide a Limited Offering Memorandum to potential customers who request the same pursuant to Rule 15c2-12 (the earlier of (i) ninety (90) days from the "end of the underwriting period" (as defined in Rule 15c2-12) and (ii) the time when the Limited Offering Memorandum is available to any person from the MSRB, but in no case less than twenty-five (25) days after the "end of the underwriting period" for the Bonds), the Developer becomes aware of any fact or event which might or would cause the Limited Offering Memorandum, as then supplemented or amended, to contain any untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading, or if it is necessary to amend or supplement the Limited Offering Memorandum to comply with law, the Developer will notify the Underwriter (and for the purposes of this clause provide the Underwriter with such information as it may from time to time request); however, that for the purposes of this Developer Letter of Representations and any certificate delivered by the Developer in accordance with the Bond Purchase Agreement, the Developer makes no representations with respect to the information appearing in the Preliminary Limited Offering Memorandum or the Limited Offering Memorandum except for the information set forth in the maps on pages (v), (vi) and (vii) and under the captions and subcaptions "PLAN OF FINANCE Development Plan," " — Status of Public Improvements and Lot Development," " Homebuilders and Status of Home Construction" and " — Status of Multi -family, Retail and Office/Business Park Sites," "THE PUBLIC IMPROVEMENTS," "THE DEVELOPMENT" and "THE DEVELOPER" and, to the Developer's knowledge after due inquiry, under the captions "BONDHOLDERS' RISKS" (only as it pertains to the Developer, the Public Improvements and the Development, as defined in the Limited Offering Memorandum), "LEGAL MATTERS — Litigation — The Developer," "CONTINUING DISCLOSURE — The Developer" and " — The Developer's Compliance with Prior Undertakings," "SOURCES OF INFORMATION — Developer" and "APPENDIX E-2" in accordance with subsection 4(f) herein. 3. Developer Documents. The Developer has executed and delivered each of the below listed documents (individually, a "Developer Document" and collectively, the "Developer Documents") in the capacity provided for in each such Developer Document, and each such Developer Document constitutes a valid and binding obligation of the Developer, enforceable against the Developer in accordance with its terms: a. this Developer Letter of Representation; b. that certain Amended and Restated Trace Public Improvement District Reimbursement Agreement, effective September 18, 2018 (the "Reimbursement Agreement"), executed and delivered by the City and (the Developer; C. the Trace Public Improvement District Financing Agreement, dated October 20, 2015, which was amended and restated on September 18, 2018 (the "Financing Agreement"), executed and delivered by the City and the Developer, and, as consenting parties, Pacesetter Homes, LLC and Buffington Texas Classic Homes, LLC; d. that certain Landowner Agreement, effective as of October 18, 2016 (the "Landowner Agreement"), executed and delivered by the City and the Developer; A-2 4158-2138-4984.4