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HomeMy WebLinkAboutRES 082526-5.E - USRB Series 1016B & 2026C (TWDB) Texas Water Development BoardRESOLUTION NO. 01 ,& —5. r, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS APPROVING FINANCING AGREEMENTS BETWEEN THE CITY OF GEORGETOWN, TEXAS AND THE TEXAS WATER DEVELOPMENT BOARD AND OTHER MATTERS IN CONNECTION THEREWITH; REPEALING CONFLICTING RESOLUTIONS; INCLUDING A SEVERABILITY CLAUSE; AND ESTABLISHING AN EFFECTIVE DATE WHEREAS, the City of Georgetown, Texas (the "City") is a duly incorporated home rule city, operating and existing under the Texas Constitution and laws of the State of Texas, including its Charter; and WHEREAS, on May 12, 2026, the City Council of the City of Georgetown approved a resolution authorizing an application (the "Application") to the Texas Water Development Board (the "TWDB") requesting financial assistance to finance the construction of certain water supply project(s) as described in the Application (the "Project"); and WHEREAS, on July 23, 2026, the TWDB adopted a resolution approving the Application and committed in a multi -year commitment, subject to certain conditions, to purchase utility revenue bonds issued by the City; and WHEREAS, in connection with the first two issuances of utility revenue bonds anticipated to be issued simultaneously under such commitment, the TWDB has presented to the City financing agreements attached hereto as Exhibit A (collectively, the "Financing Agreements"); and WHEREAS, it is hereby found and determined that it is necessary and in the best interest of the City to approve the Financing Agreements; and WHEREAS, it is hereby further officially found and determined that public notice of the time, place, and purpose of this meeting was given, all as required by Texas Government Code, Chapter 551. NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS: Section 1. The recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section. Section 2. The Financing Agreements are hereby approved and the City's Water Utilities Director is hereby authorized and directed to execute the Financing Agreements in substantially the forms and substance attached hereto as Exhibit A with such changes as may be approved by the City Attorney and bond counsel to the City. The City's Water Utilities Director is hereby delegated the authority to confer with the City's Chief Financial Officer of the City regarding approval of TWDB Resolution Number:0%25 2'' ma's - E Page 1 of 4 Subject: USRB Series 2026B & 2026C(TWDB) (�, Date Approved: , � _ � 4 2_5�;7-0, financing rates in accordance with the Financing Agreements. The City's Water Utilities Director is authorized to take such actions as necessary to implement this Resolution. Section 3. It is hereby officially found and determined that the meeting at which this Resolution is passed was open to the public as required and that public notice of the time, place, and purpose of said meeting was given as required by the Open Meetings Act, Chapter 551, Tex. Gov't. Code. Section 4. All resolutions that conflict with the provisions of this resolution are hereby repealed, and all other resolutions of the City not in conflict with the provisions of this resolution shall remain in full force and effect. Section 5. If any provision of this resolution, or application thereof, to any person or circumstance, shall be held invalid, such invalidity shall not affect the other provisions, or application thereof, of this resolution, which can be given effect without the invalid provision or application, and to this end the provisions of this resolution are hereby declared to be severable. Section 6. The Mayor is hereby authorized to sign this resolution and the City Secretary to attest. This resolution shall become effective and be in full force and effect immediately in accordance with the provisions of the City Charter of the City of Georgetown. [The Remainder of This Page Intentionally Left Blank] ResolutionNumber:,D-52�5;ZG -5'E Page 2of4 Subject: USRB Series 2026B & 2026C (TWDB) Date Approved:A _ _ � h 2I , -102-(p PASSED AND APPROVED THIS AUGUST 25, 2026. ATTEST: Robyn nsmore, City Secretary APPROVED AS TO FORM: Skye Arsso, City Attorney [SEAL] THE CIIY OF GEORGETOWN: Exhibit A FINANCING AGREEMENTS FINANCING AGREEMENT This FINANCING AGREEMENT (Agreement) is entered into between the TEXAS WATER DEVELOPMENT BOARD (TWDB), and the CITY OF GEORGETOWN (City). The TWDB and the City may be referred to as the "Party or the Parties" in this Agreement RECITALS The TWDB adopted Resolution 26-087 (Attachment A referred to as the Resolution) on July 23, 2026, making a commitment to the City for financial assistance in a total amount of $274,000,000 (TWDB Commitment) from the State Water Implementation Revenue Fund for Texas (SWIRFT)] or the Financial Assistance Account of the Development Fund II (DFund II) as the source account as determined by the Executive Administrator. Through this Agreement, the City intends to sell to the TWDB the City's $29,000,000 City of Georgetown, Texas Utility System Revenue Bonds , Proposed Series 2026B (City Bonds) for the TWDB's financial assistance as further described in Attachment B. The SWIRFT is funded in part with proceeds of the expected issuance of TWDB's revenue bonds (SWIRFT Bonds), issued under authority of Texas Water Code §§ 15.472 and 15.475, and Texas Constitution, Article III, Section 49-d-13. The SWIRFT is funded, in part, with money received as repayment of financial assistance provided from the SWIRFT, under Texas Water Code § 15.472, which is used to pay the principal and interest on the SWIRFT Bonds, under Texas Water Code § 15.474, and Texas Constitution, Article III, Section 49-d-13(d) and (f). The SWIRFT Bonds are additionally secured by money made available under the terms of a bond enhancement agreement executed under authority of Texas Water Code §§ 15.434 and 15.435, and Texas Constitution, Article III, Section 49-d-12. DFund II is funded, in part, with proceeds of the expected issuance of TWDB's Water Financial Assistance Bonds authorized under Texas Water Code § 17.959 and Texas Constitution, Article III, Sections 49-d-8, 49-d-9, 49-d-11, and money received as repayment of financial assistance provided from DFund II used to pay the principal and interest on such Bonds. The Resolution provides that funding the TWDB Commitment is contingent on future sales of SWIRFT Bonds designated by the TWDB or a future sale of DFunds II Bonds or on DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 1 the availability of funds on hand. The Resolution authorizes the Executive Administrator of the TWDB to determine the source account, whether the SWIRFT or DFund II. The TWDB intends to provide financial assistance from the SWIRFT to the City with proceeds of SWIRFT Bonds or from DFund II Bonds to the City. The TWDB and the City desire to enter into this Agreement to set forth the obligations of the Parties with respect to the TWDB providing financial assistance to the City. NOW, THEREFORE, for and in consideration of the promises and the mutual covenants contained in this Agreement, the TWDB and the City agree as follows: AGREEMENT SECTION 1. MUTUAL COMMITMENT. As further described in the Resolution, the TWDB committed to provide financial assistance to the City and the City hereby commits to borrow from the TWDB an amount not to exceed $274,000,000 from the SWIRFT or DFund II (collectively or individually the TWDB Bonds) to be evidenced by the issuance and delivery of City Bonds to the TWDB consistent with the terms and conditions described in this Agreement, Attachment A and Attachment B and, for SWIRFT, Attachment C. The City agrees that the Executive Administrator of the TWDB will determine the source account, whether the SWIRFT or the DFund II. SECTION 2. TRANSACTION SCHEDULE AND EARLY REDEMPTION. By execution of this Agreement, the City acknowledges and represents that it has a current need for financial assistance from the TWDB and will take all necessary steps to issue and deliver the City Bonds to evidence the TWDB Commitment described in Section 1. The City further acknowledges and understands that the TWDB is entering into this Agreement for the sole purpose of issuing SWIRFT Bonds to fund the TWDB commitment described in the Resolution and in this Agreement The City acknowledges that the SWIRFT Bonds, the subject of this Agreement, are being issued for the purpose of funding the City's requested financial assistance. With respect to the City Bonds and the SWIRFT Bonds, the Parties agree to structure such public securities in a manner that will allow for substantially similar terms, redemption provisions, and related matters to allow the TWDB to timely pay the debt service on the SWIRFT Bonds. The foregoing notwithstanding, the TWDB consents to early redemption, or prepaymentof the City Bonds, as provided for in this Agreementand the Resolution. The City Bonds may be prepaid by the City on any date beginning on or after the first scheduled interest payment date that occurs no earlier than 10 years from the dated date of the City Bonds. To confirm the terms of the City Bonds and the SWIRFT Bonds, the City shall execute this Agreement DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 2 To confirm the terms of the City Bonds and the DFund Bonds, the City must execute this Agreement The foregoing notwithstanding, the TWDB consents to early redemption, or prepayment, of the City Bonds, as provided for in this Agreement and the accompanying TWDB Resolution attached as Attachment A. The City Bonds may be prepaid by the City on any date beginning on or after the first scheduled interest payment date that occurs no earlier than 10 years from the dated date of the City Bonds. To mutually assure the performance of the Parties under this Agreement, the Parties agree that the issuance and delivery of the TWDB Bonds and the issuance and delivery of the City's Bonds to TWDB must occur not more than sixty-four (64) days apart as reflected in Attachment C. Failure by the City to issue and deliver to the TWDB the City's Bonds will result in the City being liable to the TWDB for the stipulated damages agreed to by the Parties in Section 3 of this Agreement SECTION 3. BINDING COMMITMENT. The TWDB agrees to take all necessary steps to issue the TWDB Bonds for the purposes described in this Agreement and in the Resolution upon receipt of this Agreement, which shall be signed and delivered by the City to the Executive Administrator of the TWDB at least seventeen (17) days before the initiation of the pricing of the TWDB Bonds, as set forth in Attachment C. The City acknowledges that the schedule provided in Attachment C is a best estimate by the TWDB and is subject to change by the TWDB. The TWDB expressly reserves the rightto modify Attachment C at any time and shall provide the City with an updated Attachment C as soon as practicable upon any modification; provided that, if such modification of Attachment C occurs before the initiation of pricing of the TWDB Bonds and such modification results in an earlier scheduled pricing date, no such modification of Attachment C may result in the City having fewer than five (5) days between the receiptof the modified schedule and the TWDB postingthe Preliminary Official Statement for the TWDB Bonds. SECTION 4. BREACH OF AGREEMENT, LIQUIDATED DAMAGES. A. The Parties agree that the City may terminate this Agreement in writing with no penalty at any time up to fourteen (14) days before the initiation of the pricing of the TWDB Bonds, as set forth in Attachment C. B. The City understands and agrees that the City may terminate this Agreement in writing between thirteen (13) days and six (6) days prior to the initiation of the pricing of the TWDB Bonds (currently estimated to occur on September 25, 2026) as set forth in Attachment C, provided the City agrees to reimburse the TWDB from lawfully available funds of the City for its proportional share of transaction costs incurred by the TWDB, such as, but not limited to, any fees or costs related to any rating agency, financial advisor, legal counsel, or other similar party or related costs pertaining to the TWDB Bonds in an amount notto exceed $31,830 (Transaction Cost Payment). The City shall be obligated to pay such costs to the TWDB no later than March 4, 2027. DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 3 C. The City understands and agrees that the City may terminate this Agreement in writing within five (5) days prior to the initiation of the pricing of the TWDB Bonds as set forth in Attachment C and no later than 9:00 am Central Standard Time on the day before the TWDB Bond Pricing, provided the City agrees to pay to the TWDB from lawfully available funds 1.0 percent of the amount of the commitment authorized in Section 1 of this Agreement (Pre -pricing Termination Payment), and additionally shall reimburse the TWDB from lawfully available funds of the City its Transaction Cost Payment The City shall be obligated to pay such costs to the TWDB no later than March 4, 2027. The City understands and agrees that termination under this section will result in a total penalty amount of $321,830. D. The City understands and agrees that TWDB would suffer and incur severe and irreparable damages if the City Bonds are not issued and delivered. Failure to issue the City Bonds by the date specified in Attachment C. as contemplated in this Agreement, shall be a breach of this Agreement and the City shall pay, from lawfully available funds of the City, a "Post -pricing Termination Payment" to the TWDB. The Post -pricing Termination Payment shall be an amount equal to 5.0 percent of the amount of the commitment authorized in Section 1 of this Agreement The City shall pay the Post -pricing Termination Payment to the TWDB no later than March 4, 2027. The City shall also reimburse the TWDB from lawfully available funds of the City, its Transaction Cost Payment, plus the City's proportional share of the underwriters' discount incurred by the TWDB, no later than March 4, 2027. The City understands and agrees that failure by the City to issue the City Bonds by the date specified in Attachment C, will result in a total penalty amount pursuant to this section not to exceed $1,619,580. SECTION S. AMORTIZATION STRUCTURE. The City shall provide the TWDB a maturity schedule in the form set forth in Attachment B at the time of execution of this Agreement A final amortization structure will be required at least fourteen (14) days before the initiation of pricing of the TWDB Bonds in accordance with the provisions of this Agreement The par amount included in Attachment B may be revised, subject to approval by the Executive Administrator of the TWDB, at any time up to the fourteenth (14) day before the initiation of pricing of the TWDB Bonds with no penalty. The final amortization schedule adopted by the City as included in the City's Private Placement Memorandum and Bond Resolution must reflect the final amortization structure set forth in Attachment B. The City must provide the TWDB a final amortization schedule at least seven (7) days prior to adoption of City's Bond Resolution. To the extent the amortization schedule included in Attachment B does not match the amortization schedule included in the finally adopted bonds, the City will be subject to the damages described above in Section 4D. SECTION 6. CONTINGENCIES AND TERMINATION. A. The Parties agree thatthe TWDB's obligation to purchase the City's Bonds with the TWDB DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 4 Bond proceeds is contingent upon the TWDB receiving all legally required approvals for the issuance of the TWDB Bonds from the Legislative Budget Board, the Bond Review Board, and the Texas Attorney General. The TWDB's obligation to purchase the City's Bonds with the TWDB is also contingent upon the purchase and delivery of the TWDB Bond proceeds by the underwriters pursuant to the Bond Purchase Agreement relating to the TWDB Bonds. Accordingly, if any contingency described in the preceding paragraph above is unmet, the TWDB, upon delivery of written notice thereof to the City, may extend or terminate this Agreement together with all of its obligations and duties without incurring any cost, fee, or penalty for either the TWDB or the City. B. The Parties agree that the City's obligation to issue and deliver the City Bonds is contingent upon approval by the Texas Attorney General of the City Bonds. The City agrees to use its best efforts to obtain approval by the Texas Attorney General of the City Bonds to satisfy the closing requirements set forth in Section 2 of this Agreement To this end, the City agrees as follows: (1) City shall timely file the transcript of proceedings for the City Bonds with the Texas Attorney General in accordance with the schedule contained in Attachment C; (2) City shall comply with the requirements and conditions contained in the Resolution; (3) City shall provide the TWDB with a copy of the preliminary approval letter from the Texas Attorney General promptly upon receipt; (4) City shall provide the TWDB with a copy of its responses to the preliminary approval letter concurrently with the submission of such responses to the Texas Attorney General; and (5) City shall allow TWDB to brief the Texas Attorney General on any issues noted in the preliminary approval letter and initiate or participate in conferences with the Texas Attorney General related to the approval of the City Bonds. Accordingly, if, after the City employs its best efforts to obtain approval by the Texas Attorney General and such approval cannot be obtained by the date specified in Attachment C, the TWDB, as a matter of law, at its sole discretion, may terminate this Agreement and upon termination the City shall pay, from any of its lawfully available funds, the Post -pricing Termination Payment no later than March 4, 2027, as provided in Section 41). The City shall also reimburse the TWDB from lawfully available funds of the City its Transaction Cost Payment plus the City's proportional share of the underwriters' discount no later than March 4, 2027. The City understands and agrees that if the City does not obtain approval from the Texas Attorney General and issue its City Bonds by the date specified in Attachment C, it will be subject to total damages pursuant to this section not to exceed $1,619,580. DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 5 SECTION 7. REDEMPTION OF OUTSTANDING DEBT. Proceeds of the City Bonds shall not be used, in whole or in part, to redeem outstanding bonds, commercial paper, or other obligations issued by the City. The City agrees that it will not take or fail to take any action that will cause the TWDB Bonds to be considered to be advance refunding bonds under Section 149(d) of the Internal Revenue Code of 1986, as amended. SECTION 8. NOTIC[;S. All notices, agreements or other communications required by this Agreement will be given, and will be deemed given, when delivered in writing to the address, facsimile, or email of the identified Party or Parties set forth below: Texas Water Development Board Development Fund Manager P.O. Box 13231 Austin, Texas 78711-3231 Telephone (512) 475-4584 Facsimile (512) 475-2053 City of Georgetown Attn: <<E:NTITY CONTACT>>[insert title, not name] <<ENTITY ADDRESS>> Telephone: Facsimile: E-mail: SECTION 9. SEVERABILITY. In the event any provision of this Agreement is held illegal, invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate, render unenforceable or otherwise affect any other provisions. SECTION 10. AMENDMENTS. SUPPLEMENTS AND MODIFICATIONS. Other than the changes allowed under Section 3 and Section 5, this Agreement may be amended, supplemented, or modified only in a writing executed by duly authorized representatives of the Parties. SECTION 11. APPLICABLE LAW. This Agreement and any amendments will be governed by and construed in accordance with the laws of the State of Texas. SECTION 12. STATE AUDIT. By executing this Agreement, the City accepts the City of the Texas State Auditor's Office to conduct audits and investigations in connection with all state funds received pursuant to this Agreement The City must comply with any directive from the Texas State Auditor and will cooperate in any such investigation or audit The City agrees to provide the Texas State Auditor with access to any information the Texas State Auditor considers relevant to the investigation or audit SECTION 13. FORCE MAIEURE. Either Party to this Agreement may be excused from performance under this contractfor any period when performance is prevented as the result of an act of God, strike, war, civil disturbance, or epidemic, provided that the Party experiencing the event of Force Majeure has prudently and promptly acted to take any and all steps that are within the Party's control to ensure performance and to shorten the duration of the event of Force Majeure. The Party suffering an event of Force Majeure must provide notice of the event to the other Party as soon as practicable but not later than five business days after the event Subject to this provision, such nonperformance will not be deemed a breach or a ground for termination. DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 6 SECTION 14. EFFECTIVE DATE. This Agreement is effective as of the date of the last signature below. SECTION 15. BINDING AGREEMENT. The execution of this Agreementhas been authorized by the governing boards of both Parties. The individuals executing this Agreement have the legal City to bind each respective Party to the terms and conditions of this Agreement The respective commitments of the TWDB and the City set forth above is binding upon the TWDB and the City upon both Parties' execution of this Agreement [Remainder of Page Intentionally Left Blank] DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 7 EXECUTED in multiple counterparts, each of which shall be deemed to be an original. THE CITY OF GEORGETOWN By: Name: <<RESPONSIBLE OFFICIAL>> Tide: <<TITLE>> Date: DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreeoient Page 8 TEXAS WATER DEVELOPMENT BOARD M. Name: Bryan McMath Title: Executive Administrator Date: DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL The City of Georgetown Financing Agreement Page 9 ATTACHMENT A TWDB RESOLUTION NO. 26-087 Attachment A, Page 1 of A RESOLUTION OF THE TEXAS WATER DEVELOPMENT BOARD APPROVING AN APPLICATION FOR FINANCIAL ASSISTANCE TO THE CITY OF GEORGETOWN IN THE FORM OF A MULTI -YEAR COMMITMENT THROUGH THE PROPOSED PURCHASE OF $274,000,000 CITY OF GEORGETOWN, TEXAS UTILITY SYSTEM REVENUE BONDS, PROPOSED SERIES 2006 THROUGH PROPOSED SERIES 2028 (26-087) Recitals: The City of Georgetown (City), located in Williamson County, has filed an application for financial assistance in the amount of $274,000,000 to finance the planning, design, and construction of a water supply project to be located in Williamson, Bell, and Burnet Counties identified as Project No. 51106 (Project). The City qualifies for financial assistance from the Texas Water Development Board (TWDB) in the form of a multi -year commitment through the TWDB's proposed purchase of $274,000,000 City of Georgetown Texas Utility System Revenue Bonds, Proposed Series 2026 through Series 2028 (Obligations), together with all authorizing documents, as is more specifically set forth in the application and in recommendations of the Executive Administrator's staff. The City has offered a pledge of System Revenues as sufficient security for the repayment of the Obligations. The commitment is approved for funding under the TWDB's pre -design funding option, and initial and future releases of funds are subject to 31 TAC § 363.1307. Subject to the City's use of an approved debt service structure, the interest on and principal of the Obligations may be deferred for up to eight years. Subject to the City's use of an approved debt service structure, the interest rate subsidy applicable to each subsequent proposed series may be different than the interest rate subsidy available for State Fiscal Year 2026 and will be set through each financing agreement executed between the TWDB and the City. The interest rate subsidies as approved by the Board at its April 16, 2026 meeting, are based on assumptions necessary to generate an optimum debt service structure for the anticipated TWDB State Water Implementation Fund for Texas (SWIFT) bond issuance and are subject to modification as necessary to preserve and maintain the integrity of the SWIFT Program. The subsidies will be available to the City without regard to the source of funds. In accordance with Texas Water Code § 17.124, the TWDB has considered all matters required by law and in particular the following: The needs of the area to be served by the water supply project, the benefit of the water supply project to the area, the relationship of the water supply project to the Page 1 of 9 overall, statewide water needs, and the relationship of the water supply project to the approved regional and state water plans. 2. And the availability of revenue to the City, from all sources, for the ultimate repayment of the cost of the water supply project, including interest. Findings: The application and assistance applied for meet the requirements of Texas Water Code, Chapter 15, Subchapters G and H and 31 TAC Chapter 363, Subchapters A and M; or the requirements of Chapter 17, Subchapters D, E, and L, and the TWDB's rules set forth in 31 TAC Chapter 363, Subchapter A. 2. The Project is a recommended water management strategy project in the State Water Plan adopted pursuant to Texas Water Code § 16.051, in accordance with Texas Water Code § 15.474(a). 3. The public interest requires state assistance in the financing of this project, in accordance with Texas Water Code § 17.125(a)(1). 4. The City has adopted and implemented a water conservation plan in accordance with Texas Water Code § 16.4021 and 31 TAC § 363.1309(b)(1). 5. The City has completed its current water audit and filed it with the TWDB in accordance with Texas Water Code §§ 16.0121 and 16.0530) and 31 TAC § 358.6. NOW THEREFORE, based on these findings, the TWDB commits to the following: A commitment is made by the TWDB to the City of Georgetown, Texas for financial assistance in the amount of $274,000,000 from the State Water Implementation Revenue Fund for Texas or from the Financial Assistance Account of the Texas Water Development Fund II to be evidenced by the TWDB's proposed purchase of $274,000,000 City of Georgetown Texas Utility System Revenue Bonds, Proposed Series 2026 through Proposed Series 2029. 2. The TWDB will provide financial assistance to The City of Georgetown in the amount of $274,000,000 from the State Water Implementation Revenue Fund for Texas or from the Financial Assistance Account of the Texas Water Development Fund II to be evidenced by the TWDB's proposed purchase of one or more The City of Georgetown Texas Utility System Revenue Bonds as follows. a. $29,000,000 Proposed Series 2026, to expire on December 31, 2026; b. $17,000,000 Proposed Series 2026, to expire on December 31, 2026; c. $111,000,000 Proposed Series 2027, to expire on December 31, 2027; d. $117,000,000 Proposed Series 2028, to expire on December 31, 2028. 3. The Executive Administrator is authorized to determine the source account, whether the State Water Implementation Revenue Fund for Texas or the Financial Assistance Page 2 of 9 Account of the Texas Water Development Fund II for the initial series and each subsequent series. The commitment is subject to the following: Standard Conditions: This commitment is contingent on a future sale of bonds by the TWDB or on the availability of funds on hand as determined by the TWDB. 2. This commitment is contingent upon the issuance of a written approving opinion of the Attorney General of the State of Texas stating that the City has complied with all of the requirements of the laws under which the Obligations were issued; that the Obligations were issued in conformance with the Constitution and laws of the State of Texas; and that the Obligations are valid and binding obligations of the City. 3. This commitment is contingent upon the City's continued compliance with all applicable laws, rules, policies, and guidance as these may be amended from time to time to adapt to a change in law, in circumstances, or any other legal requirement. 4. This commitment is contingent upon the City executing a separate financing agreement, approved as to form and substance by the Executive Administrator, and submitting the executed agreement to the TWDB consistent with the terms and conditions described in it. 5. Interest rate subsidies for non -level debt service structure are subject to adjustment by the Executive Administrator. 6. The City shall use a paying agent/registrar in accordance with 31 TAC § 363.42(c)(2) and shall require the paying agent/registrar to provide a copy of all receipts documenting debt service payments to the TWDB and to the TWDB's designated Trustee. Required Obligation Conditions: 7. The Obligations must provide that the Obligations can be called for early redemption on any date beginning on or after the first interest payment date that is 10 years from the dated date of the Obligations, at a redemption price of par, together with accrued interest to the date fixed for redemption. 8. The Obligations must provide that the City will comply with all applicable TWDB laws and rules related to the use of the financial assistance. 9. The Obligations must provide that the City must comply with all conditions as specified in the final environmental finding of the Executive Administrator when issued, including the standard emergency discovery conditions for threatened and endangered species and cultural resources. Page 3 of 9 10. The Obligations must contain a provision requiring the City to maintain insurance coverage sufficient to protect the TWDB's interest in the project. 11. The Obligations must include a provision wherein the City, or an obligated person for whom financial or operating data is presented to the TWDB in the application for financial assistance either individually or in combination with other issuers of the City's Obligations or obligated persons, will, at a minimum, regardless of the amount of the Obligations, covenant to comply with requirements for continuing disclosure on an ongoing basis substantially in the manner required by the Securities and Exchange Commission (SEC) in 17 CFR § 240.15c2-12 (Rule 15c2-12) and determined as if the TWDB were a Participating Underwriter within the meaning of SEC rule 15c2-12, the continuing disclosure undertaking being for the benefit of the TWDB and the beneficial owners of the City's Obligations, if the TWDB sells or otherwise transfers the Obligations, and the beneficial owners of the TWDB's bonds if the City is an obligated person with respect to the bonds under SEC Rule 15c2-12. 12. The Obligations must require the City to levy a tax or maintain and collect sufficient rates and charges to produce system revenues in an amount necessary to meet the debt service requirements of all outstanding obligations and to maintain the funds established and required by the Obligations. 13. The Obligations must require the City to use any surplus financial assistance proceeds from the Obligations remaining after completion of the Project and completion of a final accounting in a manner approved by the Executive Administrator. 14. The Obligations must provide that the TWDB may exercise all remedies available to it in law or equity, and any provision of the Obligations that restricts or limits the TWDB's full exercise of these remedies shall be of no force and effect. 15. Financial assistance proceeds are public funds. Therefore, the Obligations must require that these proceeds be held at a designated state depository institution or other properly chartered and authorized institution in accordance with the Public Funds Investment Act, Government Code, Chapter 2256, and the Public Funds Collateral Act, Government Code, Chapter 2257. 16. Financial assistance proceeds shall not be used by the City when sampling, testing, removing, or disposing of contaminated soils or media at the Project site. The Obligations must provide that the City is solely responsible for liability resulting from acts or omissions of the City, its employees, contractors, or agents arising from the sampling, analysis, transport, storage, treatment, recycling, and disposition of any contaminated sewage sludge, contaminated sediments or contaminated media that may be generated by the City, its contractors, consultants, agents, officials, and employees as a result of activities relating to the Project to the extent permitted by law. 17. The Obligations must contain a provision that the TWDB will purchase the Obligations, acting through the TWDB's designated Trustee, and the Obligations shall Page 4 of 9 be registered in the name of Cede & Co. and closed in book -entry -only form in accordance with 31 TAC § 363.42(c)(1). 18. The City must abide by all applicable construction contract requirements related to the use of iron and steel products produced in the United States, as required by Texas Government Code, Chapter 2252, Subchapter G and Texas Water Code § 17.183. 19. The City must immediately notify TWDB in writing of any suit against it by the Attorney General of Texas under Texas Government Code § 2.103 and Texas Penal Code § 1.10(f), related to federal laws regulating firearms, firearm accessories, and firearm ammunition. 20. The Obligations must require the City to submit annually an audit prepared by a certified public accountant in accordance with generally accepted auditing standards. 21. The Obligations must include a provision that, if the collateral or credit pledged by the City securing the Obligations is rated by a nationally -recognized statistical rating agency, the City, or other obligated person, will not discontinue the rating issued by a nationally -recognized statistical rating agency until the underlying Obligations are retired or no longer held by TWDB. Tax -Exempt Conditions: 22. The Obligations must prohibit the City from using the proceeds of this financial assistance in a manner that would cause the Obligations to become "private activity bonds" within the meaning of section 141 of the Internal Revenue Code as amended (Code) and the Treasury Regulations promulgated under it (Regulations). 23. The Obligations must provide that no portion of the proceeds of the financial assistance will be used, directly or indirectly, in a manner that would cause the Obligations to be "arbitrage bonds" within the meaning of section 148(a) of the Code and Regulations, including to acquire or to replace funds that were used, directly or indirectly, to acquire Nonpurpose Investments, as defined in the Code and Regulations, that produce a yield materially higher than the yield on the TWDB's bonds issued to provide the financial assistance (Source Series Bonds), other than Nonpurpose Investments acquired with; a. proceeds of the TWDB's Source Series Bonds invested for a reasonable temporary period of up to three (3) years after the issue date of the Source Series Bonds until the proceeds are needed for the facilities to be financed; b. amounts invested in a bona fide debt service fund within the meaning of section 1.148-1(b) of the Regulations; and C. amounts deposited in any reasonably required reserve or replacement fund to the extent the amounts do not exceed the lesser of maximum annual debt service on the Obligations, 125% of average annual debt service on the Page 5 of 9 Obligations, or 10 percent of the stated principal amount (or, in the case of a discount, the issue price) of the Obligations. 24. The Obligations must require the City to take all necessary steps to comply with the requirement that amounts earned on the investment of gross proceeds of the Obligations be rebated to the federal government in order to satisfy the requirements of section 148 of the Code. The Obligations must provide that the City will: a. account for all Gross Proceeds, as defined in the Code and Regulations, (including all receipts, expenditures, and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures, and investments thereof) and retain all records of the accounting for at least six years after the final Computation Date. The City may, however, to the extent permitted by law, commingle Gross Proceeds of its financial assistance with other money of the City, provided that the City separately accounts for each receipt and expenditure of the Gross Proceeds and the obligations acquired with the Gross Proceeds; b. calculate the Rebate Amount, as defined in the Code and Regulations, with respect to its financial assistance, not less frequently than each Computation Date, in accordance with rules set forth in section 148(f) of the Code, section 1.148-3 of the Regulations, and the associated rulings. The City shall maintain a copy of the calculations for at least six years after the final Computation Date; C. pay to the United States the amount described in paragraph (b) above within 30 days after each Computation Date as additional consideration for providing financial assistance and in order to induce providing financial assistance by measures designed to ensure the excludability of the interest on the TWDB's Source Series Bonds from the gross income of the owners of TWDB's Bonds for federal income tax purposes; d. exercise reasonable diligence to ensure that no errors are made in the calculations required by paragraph (b) and, if an error is made, to discover and promptly correct the error within a reasonable amount of time, including payment to the United States of any interest and any penalty required by the Regulations. 25. The Obligations must include a provision prohibiting the City from taking any action that would cause the interest on the Obligations to be includable in gross income for federal income tax purposes. 26. The Obligations must provide that the City will not cause or permit the Obligations to be treated as "federally guaranteed" obligations within the meaning of section 149(b) of the Code. 27. The Obligations must contain a covenant that the City will refrain from using the proceeds of the Obligations to pay debt service on another issue of the borrower's Page 6of9 obligations in contravention of section 149(d) of the Code (related to "advance refundings"). 28. The Obligations must provide that neither the City nor a party related to it will acquire any of the TWDB's Source Series Bonds in an amount related to the amount of the Obligations to be acquired from the City by the TWDB. Pledge Conditions: 29. The Obligations must require the accumulation of a reserve fund of no less than average annual debt service requirements, to be accumulated in equal monthly installments over the initial sixty (60) months following the issuance of the Obligations. 30. The Obligations must contain a provision providing that additional revenue obligations may only be incurred if net system revenues are at least 1.25 times the average annual debt service requirements after giving effect to the additional obligations when net revenues are (a) determined from the last completed fiscal year or a 12 consecutive calendar month period ending not more than ninety (90) days preceding the adoption of the additional obligations as certified by a certified public accountant; or (b) the City certifies that the City is expected to continue to meet or exceed the net system revenue test with a minimum coverage of 1.25 times the average annual debt service requirement. An authorized representative of the City must provide the calculations, identifying reasonable assumptions, in a manner and format that is acceptable to the Executive Administrator. 31. The Obligations must provide that the pledged contract revenues from the City may not be pledged to the payment of any additional parity obligations of the City secured by a pledge of the same contract revenues unless the City demonstrates to the Executive Administrator's satisfaction that the pledged contract revenues will be sufficient for the repayment of all Obligations and additional parity obligations. 32. Before closing, the City must submit executed contracts between the City and the contracting parties regarding the contract revenues pledged to the payment of the City's Obligations, in form and substance acceptable to the Executive Administrator. The contracts must include provisions consistent with the provisions of this Resolution regarding the contracting parties' annual audits, the setting of rates and charges, and collection of revenues sufficient to meet the City's debt service obligations and additional parity obligations. Conditions To Close Or For Release Of Funds: 33. Before closing, the City must submit documentation evidencing the adoption and implementation of sufficient system rates and charges or, if applicable, the levy of an interest and sinking tax rate sufficient for the repayment of all system debt service requirements. Page 7 of 9 34. Before closing, if not previously provided with the application, the City shall submit executed contracts for engineering and, if applicable, financial advisor and bond counsel for the Project that are satisfactory to the Executive Administrator. Fees to be reimbursed under the contracts must be reasonable in relation to the services performed, reflected in the contract, and acceptable to the Executive Administrator. 35. Before closing, when any portion of financial assistance is to be held in escrow or in trust, the City shall execute an escrow agreement or trust agreement, approved as to form and substance by the Executive Administrator, and shall submit that executed agreement to the TWDB. 36. Before closing, the City shall provide certification that the average weighted maturity of the Obligations purchased by the TWDB does not exceed 120% of the average reasonably expected economic life of the Project. 37. Before closing, the City shall submit to the escrow agent a closing memo signed by the Executive Administrator. 38. Before closing, the City's bond counsel must prepare a written opinion that states that the interest on the Obligations is excludable from gross income or is exempt from federal income taxation. Bond counsel may rely on covenants and representations of the City when rendering this opinion. 39. Before closing, the City's bond counsel must prepare a written opinion that states that the Obligations are not "private activity bonds." Bond counsel may rely on covenants and representations of the City when rendering this opinion. 40. The transcript must include a No Arbitrage Certificate or similar Federal Tax Certificate setting forth the City's reasonable expectations regarding the use, expenditure, and investment of the proceeds of the Obligations. 41. The transcript must include evidence that the information reporting requirements of section 149(e) of the Internal Revenue Code will be satisfied. This requirement may be satisfied by filing an IRS Form 8038 with the Internal Revenue Service. In addition, the applicable completed IRS Form 8038 or other evidence that the information reporting requirements of section 149(e) have been satisfied must be provided to the Executive Administrator within fourteen (14) days of closing. The Executive Administrator may withhold the release of funds for failure to comply. Special Conditions: 42. Before the release of funds for the costs of planning, engineering, architectural, legal, title, fiscal, economic investigation, studies, surveys, or designs for that portion of the Project that proposes surface water or groundwater development, the Executive Administrator must have either issued a written finding that the City has the right to use the water that the Project financed by the TWDB will provide or a written determination that a reasonable expectation exists that such a finding will be made before the release of funds for construction. Page 8of9 43. Before the release of construction funds for that portion of a Project that proposes surface water or groundwater development, the Executive Administrator must have issued a written finding that the City has the right to use the water that the Project financed by the TWDB will provide. APPROVED and ordered of record this the 23rd day of July 2026. ATTEST: Bryan McMath, Executive Administrator TEXAS WATER DEVELOPMENT BOARD L'Oreal Stepney, P.E., Chairw ian DATE SIGNED: 2 A S Z 0� Page 9 of 9 ATTACHMENT B Title of Borrower Bonds: $29,000,000 City of Georgetown Utility System Revenue Bonds, Series 2026B (Low Interest) Project Name: Lee -Bastrop County Groundwater project Project Number: 51106 Aggregate Principal Amount of Borrower Bonds: $29,000,000 Anticipated Closing Date: 11/10/2026 Dated Date: 11/10/2026 First Principal Payment Date: 8/15/2028 First Interest Payment Date: 2/15/2027 Maturity Schedule: Maturity Principal Amount Maturity Date Principal Payment Maturity Date Principal Payment 8/15/2028 $ 600,000 8/15/2043 $ 965,000 8/15/2029 615,000 8/15/2044 1,000,000 8/15/2030 630,000 8/15/2045 1,040,000 8/15/2031 645,000 8/15/2046 1,085,000 8/15/2032 665,000 8/15/2047 1,130,000 8/15/2033 685,000 8/15/2048 1,175,000 8/15/2034 705,000 8/15/2049 1,225,000 8/15/2035 730,000 8/15/2050 1,280,000 8/15/2036 750,000 8/15/2051 1,335,000 8/15/2037 775,000 8/15/2052 1,395,000 8/15/3038 805,000 8/15/2053 1,460,000 8/15/2039 830,000 8/15/2054 1,525,000 8/15/2040 865,000 8/15/2055 1,595,000 8/15/2041 895,000 8/15/2056 1,665,000 8/15/2042 930,000 *preliminary based on current rates provided by TWDB ATTACHMENT C FINANCING SCHEDULE* DATE ACTION 07 23 2026 TWDB approval of commitments 09/7/2026 Labor Dav Holiday** 09 4 2026 Financing agreement - last day to execute 19 calendar days prior to initiation of pricing) 09 9/2026 Financing agreement (Sec. 4A) - last day political subdivisions can terminate without penalty (14 calendar days prior to initiation of pricing) 09 9 2026 Financing agreement (Sec. 5) - last day political subdivisions can modify maturity schedule (14 calendar days prior to initiation of pricing) 09/17 2026 Financing agreement (Sec. 413) - last day political subdivisions can terminate with costs of issuance 6 calendar days prior to initiation of pricing 09/21/2026 Financing agreement (Sec. 4C) - before 9:00 a.m. CDT political subdivisions can terminate with costs of issuance and 1% penalty 1 calendar day prior to Dricin . 09 22 2026 TWDB bond pricing initiation (pre -pricing begins) 09/24/2026- 09 25 2026 TWDB bond pricing 10 1 2026 TWDB approves interest rates available to political subdivisions 10/9/2026 TWDB bond closing (political subdivisions must close within 56 calendar daysl 10/10/2026 to 12/11/2026 Closings on political subdivision obligations 10 12/2026 Columbus Day Holiday (TWDB open)** Various Political subdivisions adopt bond resolutions and/or master agreements Various Political subdivisions submit transcripts to Texas Attorney General in preparation of closing 11 11 2026 Veteran's Day Holiday** 11 26 2026 Thanksgiving Holiday" 11 27/2026 Thanksgiving Holida ** 12 11 2026 Last day to close on political subdivision obligations 12 11 2026 Financing agreement (Sec. 4D) - penalty applied to any political subdivision failing to issue debt Start of post- pricing termination payment period (includes costs of issuance, underwriters' discount and 5% penal 03 4 2027 Last due date for payment of penalties *Preliminary, subject to change **State agency holidays are reflected to show when TWDB is closed; they are counted towards deadlines. FINANCING AGREEMENT This FINANCING AGREEMENT (Agreement) is entered into between the TEXAS WATER DEVELOPMENT BOARD (TWDB), and the CITY OF GEORGETOWN (City). The TWDB and the City may be referred to as the "Party or the Parties" in this Agreement. RECITALS The TWDB adopted Resolution 26-087 (Attachment A referred to as the Resolution) on July 23, 2026, making a commitment to the City for financial assistance in a total amount of $274,000,000 (TWDB Commitment) from the State Water Implementation Revenue Fund for Texas (SWIRFT) or the Financial Assistance Account of the Development Fund II (DFund II) as the source account as determined by the Executive Administrator. Through this Agreement, the City intends to sell to the TWDB the City's $17,000,000 The City of Georgetown, Texas Utility System Revenue Bonds, Proposed Series 2026C (City Bonds) for the TWDB's financial assistance as further described in Attachment B. The SWIRFT is funded in part with proceeds of the expected issuance of TWDB's revenue bonds (SWIRFT Bonds), issued under authority of Texas Water Code §§ 15.472 and 15.475, and Texas Constitution, Article III, Section 49-d-13. The SWIRFT is funded, in part, with money received as repayment of financial assistance provided from the SWIRFT, under Texas Water Code § 15.472, which is used to pay the principal and interest on the SWIRFT Bonds, under Texas Water Code § 15.474, and Texas Constitution, Article III, Section 49-d-13(d) and (f). The SWIRFT Bonds are additionally secured by money made available under the terms of a bond enhancement agreement executed under authority of Texas Water Code §§ 15.434 and 15.435, and Texas Constitution, Article III, Section 49-d-12. DFund II is funded, in part, with proceeds of the expected issuance of TWDB's Water Financial Assistance Bonds authorized under Texas Water Code § 17.959 and Texas Constitution, Article III, Sections 49-d-8, 49-d-9, 49-d-11, and money received as repayment of financial assistance provided from DFund II used to pay the principal and interest on such Bonds. DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 1 The Resolution provides that funding the TWDB Commitment is contingent on future sales of SWIRFT Bonds designated by the TWDB or a future sale of DFunds 11 Bonds or on the availability of funds on hand. The Resolution authorizes the Executive Administrator of the TWDB to determine the source account, whether the SWIRFT or DFund II. The TWDB intends to provide financial assistance from the SWIRFT to the City with proceeds of SWIRFT Bonds or from DFund II Bonds to the City. The TWDB and the City desire to enter into this Agreement to set forth the obligations of the Parties with respect to the TWDB providing financial assistance to the City. NOW, THEREFORE, for and in consideration of the promises and the mutual covenants contained in this Agreement, the TWDB and the City agree as follows: AGREEMENT SECTION 1. MUTUAL COMMITMENT. As further described in the Resolution, the TWDB committed to provide financial assistance to the City and the City hereby commits to borrow from the TWDB an amount not to exceed $274,000,000 from the SWIRFT or DFund II (collectively or individually the TWDB Bonds) to be evidenced by the issuance and delivery of City Bonds to the TWDB consistent with the terms and conditions described in this Agreement, Attachment A, Attachment B, and Attachment C. The City agrees that the Executive Administrator of the TWDB will determine the source account, whether the SWIRFT or the DFund II. SECTION 2. TRANSACTION SCHEDULE AND EARLY REDEMPTION. By execution of this Agreement, the City acknowledges and represents that it has a current need for financial assistance from the TWDB and will take all necessary steps to issue and deliver the City Bonds to evidence the TWDB Commitment described in Section 1. The City further acknowledges and understands that the TWDB is entering into this Agreement for the sole purpose of issuing TWDB Bonds to fund the TWDB commitment described in the Resolution and in this Agreement. The City acknowledges that the TWDB Bonds, the subject of this Agreement, are being issued for the purpose of funding the City's requested financial assistance. With respect to the City Bonds and the TWDB Bonds, the Parties agree to structure such public securities in a manner that will allow for substantially similar terms, redemption provisions, and related matters to allow the TWDB to timely pay the debt service on the TWDB Bonds. The foregoing notwithstanding, the TWDB consents to early redemption, or prepayment of the City Bonds, as provided for in this Agreement and the Resolution. The City Bonds may be prepaid by the City on any date beginning on or after the first scheduled interest payment date that occurs no earlier than 10 years from the dated date of the City DRAFT DELIBERATWE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 2 Bonds. To confirm the terms of the City Bonds and the TWDB Bonds, the City shall execute this Agreement. To mutually assure the performance of the Parties under this Agreement, the Parties agree that the issuance and delivery of the TWDB Bonds and the issuance and delivery of the City's Bonds to TWDB must occur not more than sixty-four (64) days apart as reflected in Attachment C. Failure by the City to issue and deliver to the TWDB the City's Bonds will result in the City being liable to the TWDB for the stipulated damages agreed to by the Parties in Section 3 of this Agreement. SECTION 3. BINDING COMMITMENT. The TWDB agrees to take all necessary steps to issue the TWDB Bonds for the purposes described in this Agreement and in the Resolution upon receipt of this Agreement, which shall be signed and delivered by the City to the Executive Administrator of the TWDB at least seventeen (17) days before the initiation of the pricing of the TWDB Bonds, as set forth in Attachment C. The City acknowledges that the schedule provided in Attachment C is a best estimate by the TWDB and is subject to change by the TWDB. The TWDB expressly reserves the right to modify Attachment C at any time and shall provide the City with an updated Attachment C as soon as practicable upon any modification; provided that, if such modification of Attachment C occurs before the initiation of pricing of the TWDB Bonds and such modification results in an earlier scheduled pricing date, no such modification of Attachment C may result in the City having fewer than five (5) days between the receipt of the modified schedule and the TWDB posting the Preliminary Official Statement for the TWDB Bonds. SECTION 4. BREACH OF AGREEMENT, LIQUIDATED DAMAGES, A. The Parties agree that the City may terminate this Agreement in writing with no penalty at any time up to fourteen (14) days before the initiation of the pricing of the TWDB Bonds, as set forth in Attachment C. B. The City understands and agrees that the City may terminate this Agreement in writing between thirteen (13) days and six (6) days prior to the initiation of the pricing of the TWDB Bonds (currently estimated to occur on September 25, 2026) as set forth in Attachment C, provided the City agrees to reimburse the TWDB from lawfully available funds of the City for its proportional share of transaction costs incurred by the TWDB, such as, but not limited to, any fees or costs related to any rating agency, financial advisor, legal counsel, or other similar party or related costs pertaining to the TWDB Bonds in an amount not to exceed $18,659 (Transaction Cost Payment). The City shall be obligated to pay such costs to the TWDB no later than March 4, 2027. C. The City understands and agrees that the City may terminate this Agreement in writing within five (5) days prior to the initiation of the pricing of the TWDB Bonds as set forth in Attachment C and no later than 9:00 am Central Standard Time on the day before the TWDB Bond Pricing, provided the City agrees to pay to the TWDB from DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 3 lawfully available funds 1.0 percent of the amount of the commitment authorized in Section 1 of this Agreement (Pre -pricing Termination Payment), and additionally shall reimburse the TWDB from lawfully available funds of the City its Transaction Cost Payment. The City shall be obligated to pay such costs to the TWDB no later than March 4, 2027. The City understands and agrees that termination under this section will result in a total penalty amount of $188,659. D. The City understands and agrees that TWDB would suffer and incur severe and irreparable damages if the City Bonds are not issued and delivered. Failure to issue the City Bonds by the date specified in Attachment C, as contemplated in this Agreement, shall be a breach of this Agreement and the City shall pay, from lawfully available funds of the City, a "Post -pricing Termination Payment" to the TWDB. The Post -pricing Termination Payment shall be an amount equal to 5.0 percent of the amount of the commitment authorized in Section 1 of this Agreement. The City shall pay the Post -pricing Termination Payment to the TWDB no later than March 4, 2027. The City shall also reimburse the TWDB from lawfully available funds of the City, its Transaction Cost Payment, plus the City's proportional share of the underwriters' discount incurred by the TWDB, no later than March 4, 2027. The City understands and agrees that failure by the City to issue the City Bonds by the date specified in Attachment C, will result in a total penalty amount pursuant to this section not to exceed $949,409. SECTION 5. AMORTIZATION STRUCTURE. The City shall provide the TWDB a maturity schedule in the form set forth in Attachment B at the time of execution of this Agreement. A final amortization structure will be required at least fourteen (14) days before the initiation of pricing of the TWDB Bonds in accordance with the provisions of this Agreement. The par amount included in Attachment B may be revised, subject to approval by the Executive Administrator of the TWDB, at any time up to the fourteenth (14) day before the initiation of pricing of the TWDB Bonds with no penalty. The final amortization schedule adopted by the City as included in the City's Private Placement Memorandum and Bond Resolution must reflect the final amortization structure set forth in Attachment B. The City must provide the TWDB a final amortization schedule at least seven (7) days prior to adoption of City's Bond Resolution. To the extent the amortization schedule included in Attachment B does not match the amortization schedule included in the finally adopted bonds, the City will be subject to the damages described above in Section 4D. SECTION 6. CONTINGENCIES AND TERMINATION. A. The Parties agree that the TWDB's obligation to purchase the City's Bonds with the TWDB Bond proceeds is contingent upon the TWDB receiving all legally required approvals for the issuance of the TWDB Bonds from the Legislative Budget Board, the Bond Review Board, and the Texas Attorney General. The TWDB's obligation to purchase the City's Bonds with the TWDB is also contingent upon the purchase and delivery of the TWDB DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 4 Bond proceeds by the underwriters pursuant to the Bond Purchase Agreement relating to the TWDB Bonds. Accordingly, if any contingency described in the preceding paragraph above is unmet, the TWDB, upon delivery of written notice thereof to the City, may extend or terminate this Agreement together with all of its obligations and duties without incurring any cost, fee, or penalty for either the TWDB or the City. B. The Parties agree that the City's obligation to issue and deliver the City Bonds is contingent upon approval by the Texas Attorney General of the City Bonds. The City agrees to use its best efforts to obtain approval by the Texas Attorney General of the City Bonds to satisfy the closing requirements set forth in Section 2 of this Agreement. To this end, the City agrees as follows: (1) City shall timely file the transcript of proceedings for the City Bonds with the Texas Attorney General in accordance with the schedule contained in Attachment C; (2) City shall comply with the requirements and conditions contained in the Resolution; (3) City shall provide the TWDB with a copy of the preliminary approval letter from the Texas Attorney General promptly upon receipt; (4) City shall provide the TWDB with a copy of its responses to the preliminary approval letter concurrently with the submission of such responses to the Texas Attorney General; and (5) City shall allow TWDB to brief the Texas Attorney General on any issues noted in the preliminary approval letter and initiate or participate in conferences with the Texas Attorney General related to the approval of the City Bonds. Accordingly, if, after the City employs its best efforts to obtain approval by the Texas Attorney General and such approval cannot be obtained by the date specified in Attachment C, the TWDB, as a matter of law, at its sole discretion, may terminate this Agreement and upon termination the City shall pay, from any of its lawfully available funds, the Post -pricing Termination Payment no later than March 4, 2027, as provided in Section 41). The City shall also reimburse the TWDB from lawfully available funds of the City its Transaction Cost Payment plus the City's proportional share of the underwriters' discount no later than March 4, 2027. The City understands and agrees that if the City does not obtain approval from the Texas Attorney General and issue its City Bonds by the date specified in Attachment C, it will be subject to total damages pursuant to this section not to exceed $949,409. SECTION 7. REDEMPTION OF OUTSTANDING DEBT. Proceeds of the City Bonds shall not be used, in whole or in part, to redeem outstanding bonds, commercial paper, or other obligations issued by the City. The City agrees that it will not take or fail to take any action that will cause the TWDB Bonds to be considered to be advance refunding bonds under DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 5 Section 149(d) of the Internal Revenue Code of 1986, as amended. SECTION 8. NOTICES. All notices, agreements or other communications required by this Agreement will be given, and will be deemed given, when delivered in writing to the address, facsimile, or email of the identified Party or Parties set forth below: Texas Water Development Board Development Fund Manager P.O. Box 13231 Austin, Texas 78711-3231 Telephone (512) 475-4584 Facsimile (512) 475-2053 City of Georgetown Attn: <<ENTITY CON ACT>>[insert title, not name] <<ENTITY ADDRESS>> Telephone: Facsimile: E-mail: SECTION 9. SEVERABILITY. In the event any provision of this Agreement is held illegal, invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate, render unenforceable or otherwise affect any other provisions. SECTION 10.AMENUMENTS.SUPPLEMENTS AND MODIFICATIONS. Other than the changes allowed under Section 3 and Section 5, this Agreement may be amended, supplemented, or modified only in a writing executed by duly authorized representatives of the Parties. SECTION 11. APPLICABLE LAW. This Agreement and any amendments will be governed by and construed in accordance with the laws of the State of Texas. SECTION 12. STATE AUDIT. By executing this Agreement, the City accepts the City of the Texas State Auditor's Office to conduct audits and investigations in connection with all state funds received pursuant to this Agreement. The City must comply with any directive from the Texas State Auditor and will cooperate in any such investigation or audit. The City agrees to provide the Texas State Auditor with access to any information the Texas State Auditor considers relevant to the investigation or audit. SECTION 13. FORCE MAJEURE. Either Party to this Agreement may be excused from performance under this contract for any period when performance is prevented as the result of an act of God, strike, war, civil disturbance, or epidemic, provided that the Party experiencing the event of Force Majeure has prudently and promptly acted to take any and all steps that are within the Party's control to ensure performance and to shorten the duration of the event of Force Majeure. The Party suffering an event of Force Majeure must provide notice of the event to the other Party as soon as practicable but not later than five business days after the event. Subject to this provision, such nonperformance will not be deemed a breach or a ground for termination. SECTION 14. EFFECTIVE DATE. This Agreement is effective as of the date of the last signature below. DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 6 SECTION 15. BINDING AGREEMENT. The execution of this Agreement has been authorized by the governing boards of both Parties. The individuals executing this Agreement have the legal City to bind each respective Party to the terms and conditions of this Agreement. The respective commitments of the TWDB and the City set forth above is binding upon the TWDB and the City upon both Parties' execution of this Agreement. [Remainder of Page Intentionally Left Blank] DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 7 EXECUTED in multiple counterparts, each of which shall be deemed to be an original. THE CITY OF GEORGETOWN By: Name: <<RESPONSIBLE OFFICIAL>> Title: <<TITLE>> Date: DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME of ENTITY> Financing Agreement Page 8 TEXAS WATER DEVELOPMENT BOARD Name: Bryan McMath Title: Executive Administrator Date: DRAFT DELIBERATIVE DOCUMENT CONFIDENTIAL <<LEGAL NAME OF ENTITY>> Financing Agreement Page 9 ATTACHMENT A TWDB RESOLUTION NO.26-087 Attachment A, Page 1 of A RESOLUTION OF THE TEXAS WATER DEVELOPMENT BOARD APPROVING AN APPLICATION FOR FINANCIAL ASSISTANCE TO THE CITY OF GEORGETOWN IN THE FORM OF A MULTI -YEAR COMMITMENT THROUGH THE PROPOSED PURCHASE OF $274,000,000 CITY OF GEORGETOWN, TEXAS UTILITY SYSTEM REVENUE BONDS, PROPOSED SERIES 2006 THROUGH PROPOSED SERIES 2028 (26-087) Recitals: The City of Georgetown (City), located in Williamson County, has filed an application for financial assistance in the amount of $274,000,000 to finance the planning, design, and construction of a water supply project to be located in Williamson, Bell, and Burnet Counties identified as Project No. 51106 (Project). The City qualifies for financial assistance from the Texas Water Development Board (TWDB) in the form of a multi -year commitment through the TWDB's proposed purchase of $274,000,000 City of Georgetown Texas Utility System Revenue Bonds, Proposed Series 2026 through Series 2028 (Obligations), together with all authorizing documents, as is more specifically set forth in the application and in recommendations of the Executive Administrator's staff. The City has offered a pledge of System Revenues as sufficient security for the repayment of the Obligations. The commitment is approved for funding under the TWDB's pre -design funding option, and initial and future releases of funds are subject to 31 TAC § 363.1307. Subject to the City's use of an approved debt service structure, the interest on and principal of the Obligations may be deferred for up to eight years. Subject to the City's use of an approved debt service structure, the interest rate subsidy applicable to each subsequent proposed series may be different than the interest rate subsidy available for State Fiscal Year 2026 and will be set through each financing agreement executed between the TWDB and the City. The interest rate subsidies as approved by the Board at its April 16, 2026 meeting, are based on assumptions necessary to generate an optimum debt service structure for the anticipated TWDB State Water Implementation Fund for Texas (SWIFT) bond issuance and are subject to modification as necessary to preserve and maintain the integrity of the SWIFT Program. The subsidies will be available to the City without regard to the source of funds. In accordance with Texas Water Code § 17.124, the TWDB has considered all matters required by law and in particular the following: The needs of the area to be served by the water supply project, the benefit of the water supply project to the area, the relationship of the water supply project to the Page 1 of 9 overall, statewide water needs, and the relationship of the water supply project to the approved regional and state water plans. 2. And the availability of revenue to the City, from all sources, for the ultimate repayment of the cost of the water supply project, including interest. Findings: The application and assistance applied for meet the requirements of Texas Water Code, Chapter 15, Subchapters G and H and 31 TAC Chapter 363, Subchapters A and M; or the requirements of Chapter 17, Subchapters D, E, and L, and the TWDB's rules set forth in 31 TAC Chapter 363, Subchapter A. 2. The Project is a recommended water management strategy project in the State Water Plan adopted pursuant to Texas Water Code § 16.051, in accordance with Texas Water Code § 15.474(a). 3. The public interest requires state assistance in the financing of this project, in accordance with Texas Water Code § 17.125(a)(1). 4. The City has adopted and implemented a water conservation plan in accordance with Texas Water Code § 16.4021 and 31 TAC § 363.1309(b)(1). 5. The City has completed its current water audit and filed it with the TWDB in accordance with Texas Water Code §§ 16.0121 and 16.0530) and 31 TAC § 358.6. NOW THEREFORE, based on these findings, the TWDB commits to the following: A commitment is made by the TWDB to the City of Georgetown, Texas for financial assistance in the amount of $274,000,000 from the State Water Implementation Revenue Fund for Texas or from the Financial Assistance Account of the Texas Water Development Fund II to be evidenced by the TWDB's proposed purchase of $274,000,000 City of Georgetown Texas Utility System Revenue Bonds, Proposed Series 2026 through Proposed Series 2029. 2. The TWDB will provide financial assistance to The City of Georgetown in the amount of $274,000,000 from the State Water Implementation Revenue Fund for Texas or from the Financial Assistance Account of the Texas Water Development Fund II to be evidenced by the TWDB's proposed purchase of one or more The City of Georgetown Texas Utility System Revenue Bonds as follows. a. $29,000,000 Proposed Series 2026, to expire on December 31, 2026; b. $17,000,000 Proposed Series 2026, to expire on December 31, 2026; c. $111,000,000 Proposed Series 2027, to expire on December 31, 2027; d. $117,000,000 Proposed Series 2028, to expire on December 31, 2028. 3. The Executive Administrator is authorized to determine the source account, whether the State Water Implementation Revenue Fund for Texas or the Financial Assistance Page 2 of 9 Account of the Texas Water Development Fund II for the initial series and each subsequent series. The commitment is subject to the following: Standard Conditions: This commitment is contingent on a future sale of bonds by the TWDB or on the availability of funds on hand as determined by the TWDB. 2. This commitment is contingent upon the issuance of a written approving opinion of the Attorney General of the State of Texas stating that the City has complied with all of the requirements of the laws under which the Obligations were issued; that the Obligations were issued in conformance with the Constitution and laws of the State of Texas; and that the Obligations are valid and binding obligations of the City. 3. This commitment is contingent upon the City's continued compliance with all applicable laws, rules, policies, and guidance as these may be amended from time to time to adapt to a change in law, in circumstances, or any other legal requirement. 4. This commitment is contingent upon the City executing a separate financing agreement, approved as to form and substance by the Executive Administrator, and submitting the executed agreement to the TWDB consistent with the terms and conditions described in it. 5. Interest rate subsidies for non -level debt service structure are subject to adjustment by the Executive Administrator. 6. The City shall use a paying agent/registrar in accordance with 31 TAC § 363.42(c)(2) and shall require the paying agent/registrar to provide a copy of all receipts documenting debt service payments to the TWDB and to the TWDB's designated Trustee. Required Obligation Conditions: 7. The Obligations must provide that the Obligations can be called for early redemption on any date beginning on or after the first interest payment date that is 10 years from the dated date of the Obligations, at a redemption price of par, together with accrued interest to the date fixed for redemption. 8. The Obligations must provide that the City will comply with all applicable TWDB laws and rules related to the use of the financial assistance. 9. The Obligations must provide that the City must comply with all conditions as specified in the final environmental finding of the Executive Administrator when issued, including the standard emergency discovery conditions for threatened and endangered species and cultural resources. Page 3 of 9 10. The Obligations must contain a provision requiring the City to maintain insurance coverage sufficient to protect the TWDB's interest in the project. 11. The Obligations must include a provision wherein the City, or an obligated person for whom financial or operating data is presented to the TWDB in the application for financial assistance either individually or in combination with other issuers of the City's Obligations or obligated persons, will, at a minimum, regardless of the amount of the Obligations, covenant to comply with requirements for continuing disclosure on an ongoing basis substantially in the manner required by the Securities and Exchange Commission (SEC) in 17 CFR § 240.15c2-12 (Rule 15c2-12) and determined as if the TWDB were a Participating Underwriter within the meaning of SEC rule 15c2-12, the continuing disclosure undertaking being for the benefit of the TWDB and the beneficial owners of the City's Obligations, if the TWDB sells or otherwise transfers the Obligations, and the beneficial owners of the TWDB's bonds if the City is an obligated person with respect to the bonds under SEC Rule 15c2-12. 12. The Obligations must require the City to levy a tax or maintain and collect sufficient rates and charges to produce system revenues in an amount necessary to meet the debt service requirements of all outstanding obligations and to maintain the funds established and required by the Obligations. 13. The Obligations must require the City to use any surplus financial assistance proceeds from the Obligations remaining after completion of the Project and completion of a final accounting in a manner approved by the Executive Administrator. 14. The Obligations must provide that the TWDB may exercise all remedies available to it in law or equity, and any provision of the Obligations that restricts or limits the TWDB's full exercise of these remedies shall be of no force and effect. 15. Financial assistance proceeds are public funds. Therefore, the Obligations must require that these proceeds be held at a designated state depository institution or other properly chartered and authorized institution in accordance with the Public Funds Investment Act, Government Code, Chapter 2256, and the Public Funds Collateral Act, Government Code, Chapter 2257. 16. Financial assistance proceeds shall not be used by the City when sampling, testing, removing, or disposing of contaminated soils or media at the Project site. The Obligations must provide that the City is solely responsible for liability resulting from acts or omissions of the City, its employees, contractors, or agents arising from the sampling, analysis, transport, storage, treatment, recycling, and disposition of any contaminated sewage sludge, contaminated sediments or contaminated media that may be generated by the City, its contractors, consultants, agents, officials, and employees as a result of activities relating to the Project to the extent permitted by law. 17. The Obligations must contain a provision that the TWDB will purchase the Obligations, acting through the TWDB's designated Trustee, and the Obligations shall Page 4 of 9 be registered in the name of Cede & Co. and closed in book -entry -only form in accordance with 31 TAC § 363.42(c)(1). 18. The City must abide by all applicable construction contract requirements related to the use of iron and steel products produced in the United States, as required by Texas Government Code, Chapter 2252, Subchapter G and Texas Water Code § 17.183. 19. The City must immediately notify TWDB in writing of any suit against it by the Attorney General of Texas under Texas Government Code § 2.103 and Texas Penal Code § 1.10(f), related to federal laws regulating firearms, firearm accessories, and firearm ammunition. 20. The Obligations must require the City to submit annually an audit prepared by a certified public accountant in accordance with generally accepted auditing standards. 21. The Obligations must include a provision that, if the collateral or credit pledged by the City securing the Obligations is rated by a nationally -recognized statistical rating agency, the City, or other obligated person, will not discontinue the rating issued by a nationally -recognized statistical rating agency until the underlying Obligations are retired or no longer held by TWDB. Tax -Exempt Conditions: 22. The Obligations must prohibit the City from using the proceeds of this financial assistance in a manner that would cause the Obligations to become "private activity bonds" within the meaning of section 141 of the Internal Revenue Code as amended (Code) and the Treasury Regulations promulgated under it (Regulations). 23. The Obligations must provide that no portion of the proceeds of the financial assistance will be used, directly or indirectly, in a manner that would cause the Obligations to be "arbitrage bonds" within the meaning of section 148(a) of the Code and Regulations, including to acquire or to replace funds that were used, directly or indirectly, to acquire Nonpurpose Investments, as defined in the Code and Regulations, that produce a yield materially higher than the yield on the TWDB's bonds issued to provide the financial assistance (Source Series Bonds), other than Nonpurpose Investments acquired with; a. proceeds of the TWDB's Source Series Bonds invested for a reasonable temporary period of up to three (3) years after the issue date of the Source Series Bonds until the proceeds are needed for the facilities to be financed; b. amounts invested in a bona fide debt service fund within the meaning of section 1.148-1(b) of the Regulations; and C. amounts deposited in any reasonably required reserve or replacement fund to the extent the amounts do not exceed the lesser of maximum annual debt service on the Obligations, 125% of average annual debt service on the Page 5 of 9 Obligations, or 10 percent of the stated principal amount (or, in the case of a discount, the issue price) of the Obligations. 24. The Obligations must require the City to take all necessary steps to comply with the requirement that amounts earned on the investment of gross proceeds of the Obligations be rebated to the federal government in order to satisfy the requirements of section 148 of the Code. The Obligations must provide that the City will: a. account for all Gross Proceeds, as defined in the Code and Regulations, (including all receipts, expenditures, and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures, and investments thereof) and retain all records of the accounting for at least six years after the final Computation Date. The City may, however, to the extent permitted by law, commingle Gross Proceeds of its financial assistance with other money of the City, provided that the City separately accounts for each receipt and expenditure of the Gross Proceeds and the obligations acquired with the Gross Proceeds; b. calculate the Rebate Amount, as defined in the Code and Regulations, with respect to its financial assistance, not less frequently than each Computation Date, in accordance with rules set forth in section 148(f) of the Code, section 1.148-3 of the Regulations, and the associated rulings. The City shall maintain a copy of the calculations for at least six years after the final Computation Date; C. pay to the United States the amount described in paragraph (b) above within 30 days after each Computation Date as additional consideration for providing financial assistance and in order to induce providing financial assistance by measures designed to ensure the excludability of the interest on the TWDB's Source Series Bonds from the gross income of the owners of TWDB's Bonds for federal income tax purposes; d. exercise reasonable diligence to ensure that no errors are made in the calculations required by paragraph (b) and, if an error is made, to discover and promptly correct the error within a reasonable amount of time, including payment to the United States of any interest and any penalty required by the Regulations. 25. The Obligations must include a provision prohibiting the City from taking any action that would cause the interest on the Obligations to be includable in gross income for federal income tax purposes. 26. The Obligations must provide that the City will not cause or permit the Obligations to be treated as "federally guaranteed" obligations within the meaning of section 149(b) of the Code. 27. The Obligations must contain a covenant that the City will refrain from using the proceeds of the Obligations to pay debt service on another issue of the borrower's Page 6 of 9 obligations in contravention of section 149(d) of the Code (related to "advance refundings"). 28. The Obligations must provide that neither the City nor a party related to it will acquire any of the TWDB's Source Series Bonds in an amount related to the amount of the Obligations to be acquired from the City by the TWDB. Pledge Conditions: 29. The Obligations must require the accumulation of a reserve fund of no less than average annual debt service requirements, to be accumulated in equal monthly installments over the initial sixty (60) months following the issuance of the Obligations. 30. The Obligations must contain a provision providing that additional revenue obligations may only be incurred if net system revenues are at least 1.25 times the average annual debt service requirements after giving effect to the additional obligations when net revenues are (a) determined from the last completed fiscal year or a 12 consecutive calendar month period ending not more than ninety (90) days preceding the adoption of the additional obligations as certified by a certified public accountant; or (b) the City certifies that the City is expected to continue to meet or exceed the net system revenue test with a minimum coverage of 1.25 times the average annual debt service requirement. An authorized representative of the City must provide the calculations, identifying reasonable assumptions, in a manner and format that is acceptable to the Executive Administrator. 31. The Obligations must provide that the pledged contract revenues from the City may not be pledged to the payment of any additional parity obligations of the City secured by a pledge of the same contract revenues unless the City demonstrates to the Executive Administrator's satisfaction that the pledged contract revenues will be sufficient for the repayment of all Obligations and additional parity obligations. 32. Before closing, the City must submit executed contracts between the City and the contracting parties regarding the contract revenues pledged to the payment of the City's Obligations, in form and substance acceptable to the Executive Administrator. The contracts must include provisions consistent with the provisions of this Resolution regarding the contracting parties' annual audits, the setting of rates and charges, and collection of revenues sufficient to meet the City's debt service obligations and additional parity obligations. Conditions To Close Or For Release Of Funds: 33. Before closing, the City must submit documentation evidencing the adoption and implementation of sufficient system rates and charges or, if applicable, the levy of an interest and sinking tax rate sufficient for the repayment of all system debt service requirements. Page 7 of 9 34. Before closing, if not previously provided with the application, the City shall submit executed contracts for engineering and, if applicable, financial advisor and bond counsel for the Project that are satisfactory to the Executive Administrator. Fees to be reimbursed under the contracts must be reasonable in relation to the services performed, reflected in the contract, and acceptable to the Executive Administrator. 35. Before closing, when any portion of financial assistance is to be held in escrow or in trust, the City shall execute an escrow agreement or trust agreement, approved as to form and substance by the Executive Administrator, and shall submit that executed agreement to the TWDB. 36. Before closing, the City shall provide certification that the average weighted maturity of the Obligations purchased by the TWDB does not exceed 120% of the average reasonably expected economic life of the Project. 37. Before closing, the City shall submit to the escrow agent a closing memo signed by the Executive Administrator. 38. Before closing, the City's bond counsel must prepare a written opinion that states that the interest on the Obligations is excludable from gross income or is exempt from federal income taxation. Bond counsel may rely on covenants and representations of the City when rendering this opinion. 39. Before closing, the City's bond counsel must prepare a written opinion that states that the Obligations are not "private activity bonds." Bond counsel may rely on covenants and representations of the City when rendering this opinion. 40. The transcript must include a No Arbitrage Certificate or similar Federal Tax Certificate setting forth the City's reasonable expectations regarding the use, expenditure, and investment of the proceeds of the Obligations. 41. The transcript must include evidence that the information reporting requirements of section 149(e) of the Internal Revenue Code will be satisfied. This requirement may be satisfied by filing an IRS Form 8038 with the Internal Revenue Service. In addition, the applicable completed IRS Form 8038 or other evidence that the information reporting requirements of section 149(e) have been satisfied must be provided to the Executive Administrator within fourteen (14) days of closing. The Executive Administrator may withhold the release of funds for failure to comply. Special Conditions: 42. Before the release of funds for the costs of planning, engineering, architectural, legal, title, fiscal, economic investigation, studies, surveys, or designs for that portion of the Project that proposes surface water or groundwater development, the Executive Administrator must have either issued a written finding that the City has the right to use the water that the Project financed by the TWDB will provide or a written determination that a reasonable expectation exists that such a finding will be made before the release of funds for construction. Page 8 of 9 43. Before the release of construction funds for that portion of a Project that proposes surface water or groundwater development, the Executive Administrator must have issued a written finding that the City has the right to use the water that the Project financed by the TWDB will provide. APPROVED and ordered of record this the 23rd day of July 2026. ATTEST: Bryan McMath, Executive Administrator TEXAS WATER DEVELOPMENT BOARD L'Oreal Stepney, P.E., Chairw iian DATE SIGNED: Page 9 of 9 ATTACHMENT B Title of Borrower Bonds: $17,000,000 City of Georgetown Utility System Revenue Bonds, Series 2026C (Deferred) Project Name: Lee -Bastrop County Groundwater project Project Number: 51106 Aggregate Principal Amount of Borrower Bonds: $17,000,000 Anticipated Closing Date: 11/10/2026 Dated Date: 11/10/2026 First Principal Payment Date: 8/15/2031 First Interest Payment Date: 2/15/2031 Maturity Schedule: Maturity Principal Amount Maturity Date Principal Payment Maturity Date Principal Payment 8/15/2031 $ 375,000 8/15/2044 $ 620,000 8/15/2032 385,000 8/15/2045 645,000 8/15/2033 400,000 8/15/2046 675,000 8/15/2034 410,000 8/15/2047 710,000 8/15/2035 425,000 8/15/2048 745,000 8/15/2036 445,000 8/15/2049 780,000 8/15/2037 460,000 8/15/2050 820,000 8/15/3038 480,000 8/15/2051 865,000 8/15/2039 500,000 8/15/2052 905,000 8/15/2040 520,000 8/15/2053 955,000 8/15/2041 545,000 8/15/2054 1,005,000 8/15/2042 565,000 8/15/2055 1,060,000 8/15/2043 590,000 8/15/2056 1,115,000 *preliminary based on current rates provided by TWDB ATTACHMENT C FINANCING SCHEDULE* DATE ACTION TWDB approval of commitments 07 23 2026 09 7 2026 Labor Day Holiday** Financing agreement - last day to execute 09/4/2026 19 calendar days prior to initiation ofpricing) Financing agreement (Sec. 4A) - last day political subdivisions can terminate without penalty 09/9/2026 14 calendar days prior to initiation ofpricing) Financing agreement (Sec. 5) - last day political subdivisions can modify maturity schedule 09 9 2026 14 calendar days prior to initiation of nricin Financing agreement (Sec. 413) - last day political subdivisions can terminate with costs 09 17 2026 of issuance 6 calendar days prior to initiation of pricing) Financing agreement (Sec. 4C) - before 9:00 a.m. CDT political subdivisions can 09 21 2026 terminate with costs of issuance and 1% penalty (1 calendar day prior to pricing). 09 22 2026 TWDB bond pricing initiation (pre -pricing begins) 09/24/2026- 09 25 2026 TWDB bond pricing 10 1 2026 TWDB approves interest rates available to political subdivisions 10 9 2026 TWDB bond closing (political subdivisions must close within 56 calendar days) 10/10/2026 to 12 11 2026 Closings on political subdivision obligations 10 12 2026 Columbus Day Holiday TWDB open)" Various Political subdivisions adopt bond resolutions and/or master agreements Political subdivisions submit transcripts to Texas Attorney General in preparation of Various closing Veteran's Day Holida ** Thanks iving Holida ** Thanksgiving Holiday" 11 11 2026 11 26 2026 11 27 2026 12 11 2026 Last day to close on political subdivision obligations Financing agreement (Sec. 4D) - penalty applied to any political subdivision failing to issue debt Start of post - pricing termination payment period (includes costs of issuance, 12 11 2026 underwriters' discount and 5% penalty) Last due date for payment of penalties 03 4/2027 *Preliminary, subject to change "State agency holidays are reflected to show when TWDB is closed; they are counted towards deadlines.