HomeMy WebLinkAboutAudit University Towers Memorandum
TO: Ginger Crosswy �
FM: Bill Davis ��" I
DT: 09/18/98
SUBJ: T.S.H.C.�FINANCIALSTATEMENTS
, Attached are 3 copies of the Year Ending(08/31/98)financial statements for
the Texas Student Housing Corporation properties located in Bryan and
College Station,Texas.
After adjustment and accruals are made,these are the statements that
Charlie Haynes firm will audit.
Would you please make proper distribution and as always,if there are any
questions,feel free to call me.
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T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
• FOR THE PERIOD ENDING AUGUST 31,1998
NET INCOME(LOSS)FROM OPERATIONS (54,935.85)
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 11,147.08
INCREASE IN SECURITY DEPOSITS 1,490.00
INCREASE IN OTHER PAYABLES 6,501.33
DECREASE IN DORM RECEIVABLE 413,711.99
INCREASE IN ACCTS PAYABLE 100,275.93
INCREASE IN DEFERRED INCOME 117,592.11
TOTAL SOURCES OF FUNDS 595,782.59
USES OF FUNDS:
�ECREASE IN DEFERRED INTEREST EXPENSE 1,655,168.00
INTERCO TRANSFERS . 25,530.42
DECREASE IN ACCRUED PAYROLL 18,421.62
INCREASE IN INVENTORY 19,261.13
INCREASE IN PREPAIDS 76522
TOTAL USES OF FUNDS 1,719,146.39
n NET INCREASE(DECREASE)IN CASH 61„�3 �,8p
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CASH ACCOUNTS:
BALANCE AT 07l31/98 BALANCE AT 08/31/98
DEPOSITORY—FNB CURRENT 18,252.52 39,007.66
DEPOSITORY—FNB EARLY 62,385.71 166,900.28
REPLACEMENT RESERVE—TCB 191,733.47 211,330.31
OPERATING—TCB 394,905.80 299,135.90
DEPOSITORY—TCB EARLY 1,660,467.96 447,448.37
PETTY CASH 1,6D0.00 1,600.00
DEPOSITORY-TCB CURRENT 244,209.74 284,768.88
TOTALS � 2,573,555.20 1,450,191.40
NETINCREASE(DECREASE) �r,,, �2 "363�0
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T.S.H.C.-UNIVERSITY TOWER '
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING AUGUST 31,1998
NET INCOME(LOSS)FROM OPERATIONS 1,042,351.11
SOURCES OF FUNDS:
INSURANCE SETTLEMENT 78,442.43
INCREASE IN ACCTS PAYABLE 176,899.62
INCREASE IN ACCRUED PAYROLL 2,140.98
INCREASE IN SECURITY�EPOSITS 2,599.44
INCREASE IN PROPERTY TAX PAYABLE 1,240.96
INCREASE IN DEFERRED INCOME 1,366,008.15
TOTAL SOURCES OF FUNDS 2,669,682.69
USES OF FUNDS:
DECREASE IN DEFERRED INTEREST EXPENSE 2,462,752.00
INCREASE IN DORM RECEIVABLE 722,548.39
INCREASE IN INVENTORY 16,109.32
INCREASE IN PREPAIDS 1,906.64
INCREASE IN PPBE 16,200.00
INTERCO TRANSFERS 85,550.71
TOTAL USES OF FUNDS 3,325,067.06
NET INCREASE(DECREASE)IN CASH �y��. �{F,5,,8;�p�
CASH ACCOUNTS:
BALANCE AT 08/31/97 BALANCE AT 08131/98
DEPOSITORY-FNB CURRENT 64,375.08 39,007.66
�EPOSITORY-FNB EARLY 7,401.57 166,900.28
REPLACEMENT RESERVE-TCB 42,011.98 211,330.31
OPERATING-TCB 140,770.63 299,135.90
DEPOSITORY-TCB EARLY 1,427,847.30 447,448.37
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 421,56921 284,768.88
TOTALS 2,105,575.77 1,450,191.40
NET INCREASE(DECREASE)�,"_,�,65,38,.3,7�
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TSHC-UNIVERSITY TOWER
FIXED ASSET ADDITIONS
1997l98
DATE VEN�OR DESCRIPTION AMOUNT Y-T-D
06/17 Bonded Lightening Protectlon Sys.,inc. Lightening protection syslem 16,200.00 16,200.00
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� T.S.H.C.•UNIVERSITY TOWER
BAIANCE SHEET
AUG31.98
-••----------•• PERIOD TO DATE ....................•-••------------ YEAR TO DATE .................
Actual % Budget X Actual X Budget X
ASSETS:
LURRENT ASSETS:
----------------------•--
DEPOSIT-1ST NATL-CURRENT 20755.14 .00 .00 .00 34007.66 .00 .00 .00
CASH CLFJIRING .00 .00 .00 .00 .00 .00 .00 .00
DEPOSIT-1ST NATL•EARLY 104514.57 .00 .40 .00 1669U0.28 .00 .00 .00
REPLACE RES. ACCT•T.C.B. 19596.84 .00 .00 .00 21133U.31 .00 .00 .00
OPERATING ACC.•TCB 95/96 •95769.90 .00 .QO .00 299135.90 .00 .00 .00
OPERATING ACC.•TC8 96/97 .00 .DO .00 .00 .00 .00 .00 .00
DEPOSIT•T.C.B.-EARLY -1213019.59 .00 .00 .00 447448.37 .00 .00 .00
PETTY CASH .00 .OD .00 .00 1600.00 .00 .00 .00
DEPOSIT•T.C.B.•CURRENT 40559.14 .OU .00 .00 284768.88 .00 .00 .00
DORM CTRCT REC. 97/98 -261.91 .00 .Oa .00 153884.25 .00 .00 .00
DIX2M CTRCT REC.96/97•U.T. .00 .00 .00 .00 46292.82 .00 .00 .00
DORM CTRCT REC.95/96•U.T. .00 .00 .00 .00 4900.20 .00 .0� .00
UORH CONTRACT REC.-98/99 •406444.56 .00 .00 .00 1957728.72 .00 .00 .00
GUEST LEDGER•U.T. -2516.78 .00 .00 .00 19970.46 .00 .00 .00
DIRECT BILL-U.T. -4465.85 .00 .00 .00 3737.09 .00 .00 .00
�ORM CON.REC.SUMM.96•U.T. . •22.89 .00 .00 .00 1529.84 .00 .00 .00
MISCELLANEOUS .OD .00 .00 .00 .00 .00 .00 .00
INYENTORY • FOOD •U.T. 19261.13 .00 .00 .00 37388.42 .00 .00 .00
PREPAID INSURANCE -U.T. 765.22 .00 .00 .00 25617.77 .00 .00 .00
PREPAID DEBIT CARDS .00 .00 .00 .00 .0� .00 .00 .00
........--'... ....... .......•--•-•- -----.. ....--------" --'---- -----......... .--•---
TOTAL CURRENT ASSETS: �1517049.44 .00 .00 .00 3701240.97 00 00 .00
PROP. PLANT&EpUIPiMENT:
------------------------'
BLDGS./IMPROVEMENTS-U.T. .00 .00 .00 .00 17800000.00 .00 00 .00
ACC DEPR•BLDGS. TOWER .00 .00 .00 .00 �440853.92 .00 .00 .00
BLDGS./IMPROVE. 5 QUADS .00 .00 .00 .00 390000.00 .OU .00 .00
ACCUM DEPREC • BLUG .00 .00 .00 .00 -9658.56 .0� .00 .00
MWCE READY-TOWER .00 .00 .00 .00 .00 .00 .00 .00
PERSONAL PROPERTY - U.T. .00 .00 .00 .00 1087000.00 .00 .00 .00
ACC DEPR-PER PROP. TOWER .00 .00 .00 .00 •85135.74 .00 .00 .00
PERSONAL PROPERTY•5 QUADS .00 .00 .00 .00 10000.00 .OU .00 .00
ACC DEPR.-PER PROP, QUADS .00 .00 .00 .00 -772.50 .00 .00 .00
FURN S FIX -U.T. .00 .00 .00 .00 237863.16 .OU .00 .00
ACC OEPR.•FURN/FIXIURES .00 .00 .00 .00 -2353.21 .00 .00 .00
MACHINERY 8 EQUIP. •U.T. .00 .00 .00 .00 117310.00 .00 .00 .00
LAND •U.T. .00 .00 .00 .00 1600000.00 .00 .00 .00
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T.S.N.C.•UNIVERSITY TOWER
BALANCE SHEET
AUG31,98
................ PERIOD TO UATE ...........--------------._......... YEAR TO DATE -•-----......_. .
Actual X Budget X Actual X Budget X
LAND• 5 QUAOS .00 .00 .00 .00 100000.00 .00 .00 .00
-------------- ------- -------------- ------- -------------- ------- ----------••-- ---•••-
TOTAL P,P d E: .00 .00 .00 .00 20803399.23 .00 .OD .00
OTHER ASSETS:
..........•-------------- '
EMPLOYEE ADVANCES .00 .00 .00 .00 .00 .00 .00 .DD
DUE FROM COLONY .00 .UO .00 .00 .00 .00 .00 .00
DUE FRON FORUM -7431.95 .00 .00 .00 .00 .00 .00 .OU
DEPOSITS -U.T. .00 .00 .00 .00 .00 .00 .00 .00
SUSPENSE .00 .00 .00 .00 .00 .00 .00 .00
-•---•........ ....... .............. .....•• ---------..... _...... ----•......... -----..
TOTAL OTHER ASSETS: •7431.95 .00 .00 .UD .00 .00 .00 .00
TOTAL ASSETS: -1524481.39 .00 .00 .OD 24504640.20 .00 .00 .00
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� T.S.H.C.•UNIVERSITY TOWER '
BALANCE SHEET
AUG31.98
................ PERIOD TO DATE ..._..............••-••............. YEAR TO DATE .......-----.....
Attual X Budget % Actual X Budget X
LIABILITIES:
CURRENT LIABILITIES:
•---•...........-•-------
ACCT PAYABLE TRADE - U.T. 100275.93 .00 .00 .00 342988.99 .00 .00 .00
DUE TO FORUM -600.00 .00 .00 .00 .00 .00 .00 .UO
FICA• EMPLOYEE 1954.95 .00 .00 .00 .00 .00 .00 .00
ACL.INTEREST•LODGECO NOTE .00 .00 .00 .00 1582000.00 .00 .00 .00
FICA- EMPLOYER 1954.95 .00 .00 .OU .00 .00 .00 .00
SUTA • EMPLOYER 403.96 .00 .00 .00 .00 .00 .00 .00
FUTA- EMPLDYER 103.41 .00 .00 .OD .00 .00 .00 .00
INS.REFUND PAYABLE-RHI .00 .00 .00 .OU 23974.83 .00 .00 .00
ADVANCE DEPOSITS •U.T. 385.00 .00 .00 .OD .00 .00 .00 .00
INSURANCE SETTLEMENT .00 .00 .00 .00 78442.43 .00 .00 .00
DORM TELEPHONE DEP.•U.T. 200.00 .00 .00 .00 612.01 .00 .00 .00
DORM SECURITY DEPOSITS lOD.00 .00 .00 .00 200.00 .00 .00 .00
GUEST HOUSE SECURITY DEP 805.00 .00 .00 .00 4322.43 .00 .00 .00
CHILD SUPPORT PAYABLE .00 .00 .00 .OD .00 .00 .00 .00
FED WITHHOL�ING TA7( 2084.06 .00 .00 .OD .00 00 .00 .00
N/P • SSRS (TV'S) .00 .00 .00 .00 .00 .00 .00 .00
N/P • SSRS (ALL STAR MECH .00 .00 .00 .00 .00 .00 .00 .00
N/P-SSRS (FURNITURE) .00 .00 .00 .00 .00 00 .UO .00
STATE OCCUPANCY TAX .00 .00 .00 .OU .00 .00 .00 .00
CITY OCCUPANCY TAX•U.T. .00 .00 .DO .00 .00 .00 .UO .00
REAL PROP. TAX PAY -U.T. 10860.66 .00 .00 .00 86885.28 .00 .00 .�0
PERSONAL PROP TAX PAY�U.T 286.42 .00 .00 .OU 2291.36 .00 .00 .00
DUE TO COLONY -32362.37 .00 .00 .00 -14665.55 .00 .00 .00
ACCRl1ED PAYROLL-U.T. �18421.62 .00 .00 .00 4259.42 .00 .00 .00
DEF.DORM INC(F)98/99 10031.16 .00 .00 .00 21393.64 .00 .00 .00
DEF. DORM INC(A)98/99 104311.80 .00 .00 .00 4646351.17 .00 .00 .00
DEF. DORM INC.(A) 97/98 .00 .00 .00 .00 .00 .00 .00 .00
DEF. DORM INC. (F) 97/98 .00 .00 .00 .00 .00 .00 .00 .00
DEFERRED INTEREST E7(PENSE -1655168.00 .00 .00 .00 •4447224.00 .00 .00 .00
DEF. DORM INL. SPR. 97 .00 .00 .00 .00 .00 .00 .00 .00
�EF.DORM INC. SUMMER 98 -7569.85 .00 .00 .00 .00 .00 .00 .00
DEF. PARKING 98/99 7525.00 .00 .00 .00 145200.00 .00 .00 .00
DEF. PARKING 97/98 .00 .00 .00 .00 .00 .00 .00 .00
DEF. ACTIVITY FEES 97/98 .00 .00 .00 .00 .00 .00 .00 .�0
DEF. ACTIVITY FEES 98/99 .00 .00 .00 .00 .QO .00 .00 .00
DEF PHONE 98/99 3294.00 .00 .00 .00 75780.00 .00 .00 .00
DEF PHONE 97/98 .DO .00 .00 .00 .00 .00 .00 .00
-------------- ------- --------'----- -.....- -•------------ ------- -'•-----...... ----•--
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T.S.H.C.•UNIVERSITY TOWER
BALANCE SHEET
AUG31.98
---••••-••----•• PERIOD TO DATE .............••---------•-•--------- YEAR TO�ATE ----•-----•••••..
Actual X Budget X Actual X Budget X
TOTAL CURRENT LIAB: •1469545.54 .00 .UO .00 2552812.01 .00 .00 .00
LONG TERM LIABILITIES:
......................... .
NOTE PAYABLE - U.T. .00 .00 .00 .00 24500000.00 .00 .UO .00
NOTE PAYABLE• 5 QUADS .00 .00 .00 .00 500000.00 .00 .OD .00
.._....•••-••• ------- -------------- -----•• •••.....•••... ....••• •.........---- --•....
TOTAL L.T. LIABILITIES: .00 .00 .00 .00 21D00000.00 .00 .00 .00
TOTAL LIABILITIES: -1469545.54 .00 .00 .00 23552812.01 .00 .00 .00
EQUITY:
CURRENT YR P/L - U.T. -54935.85 .00 .00 .00 1042351.11 .00 .00 .00
RETAINED EARNINGS - U.T. .00 .00 .00 .00 -90522.92 .00 .00 .00
•••••••....... ....... .............. ....... .............. ..•---- --------...... .......
TOTAL OWNERS' EQUITY: -54935.85 .00 .00 .00 951828.19 .00 .00 .00
TOTAL LIAB&OWN. EQUIN: •1524481.39 .00 .00 .00 24504640.20 _ .UO .00 .00
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TSHC -UNIVERSITY TOWER
VARIANCE ANALYSIS
AUGUST 1998
F=FAVORABLE
U=UNFAVORABLE
BUDGETED ACTUAL VARIANCE EXPLANATION
Net Income(Loss) 58,901 (54,936) (113,837) U
Revenues:
Hotel 2,531 2,531 F
Dorm: Full Year 177,508 213,421 35,913 F
Spring 0 F
Summer 6,188 (6,188) U
Admin/Prof fees 28,000 11,025 (16,975) U
Activity fees 0 F
Maint fees 43,000 (43,000) U
Parking 0 F
Other 260 260 F
Food 8 8 F
Telephone 0 0 0 F
Rental/other 8,900 8,695 (2Q5) U
Total Revenues: 263,596 235,940 (27,656) U
Payroll: Rooms 0 0 0 F
Dorm 30,445 42,353 (11,908) U overall payroll over budget
Food 16,458 11,426 5,032 F overall payroll under budget
A&G 5,784 6,862 (1,078) U
Maint 4,520 11,823 (7,303) U overall payroll over 6udget
- Total Payroll: 57,207 72,464 (15,257) U
Page 1 of 2
�►-_----
Expenses:Rooms 0 5,618 (5,618) U
Dorm 10,575 7,696 2,879 F
Food 9,750 5,424 4,326 F
Phone 8,864 13,091 (4,227) U
Other 0 0 0 F
A&G 10,170 15,991 (5,821) U computer upgrade and printers 2410U
otherexpenses 3411U
Maintenance 49,255 112,516 (63,261) U building repairs over budget 31492U
hvac repairs over budget 11088U
pool tables 2675U
carpeting over budget 3070U ,
key cards and repair 4961 U
parking lot repairs not budgeted 7961 U
contract cleaning not budgeted 10195U
other expenses 8181 F
Energy 26,400 25,450 950 F �
Fixed 20,808 20,960 (152) U
Mgmt.fees 11,666 11,666 0 F
Total Expenses: 147,488 218,412 (70,924) U
Net Income(Loss) 58,901 (54,936) (113,837) U
Page 2 of 2
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T.S.H.C.-UNIVERSITY TOWER
TREND ANALYSIS
Budgeted Actual Budgeted Actual Budgeted Actual Act.vs Budget
Budgeted Actual Operating Operating FixedlMgmt Fixed/Mgmt Net Profit I Net Profit/ Net Profit/
MONTH Revenues Revenues Expenses Expenses Expenses Expenses (Loss) (Loss) (Loss)
SEPT97 415,543 469,321 204,973 345,472 a) 32,474 32,534 178,096 91,315 (86,781)
OCT97 429,442 479,106 270,925 305,407 b) 32,474 32,629 186,043 141,070 (44,973J
NOV 97 416,293 451,216 195,223 280,948 c) 32,474 24,604 188,596 145,664 (42,932J
DEC 97 424,542 478,631 168,610 253,089 d) 32,474 29,045 223,458 196,497 (26,961)
JAN 98 437,643 471,902 162,323 167,260 32,474 31,996 242,846 272,646 29,800
FEB 98 409,363 442,483 200,025 205,518 32,474 31,710 176,864 205,255 28,391
MAR98 453,259 490,867 197,723 200,879 e) 32,474 3�,710 223,062 258,278 35,216
APR 98 438,353 495,053 201,575 233,219 32,474 31,840 204,304 229,994 25,690
MAY 98 183,860 166,163 152,123 192,660 32,474 32,636 (737) (59,133) (58,396)
JUNE 98 113,900 54,969 180,675 173,008 32,474 32,628 (99,249) (150,667) (51,418)
JULY98 179,900 77,214 175,698 278,112 32,474 32,733 (28,272) (233,631) (205,359)
AUG98 263,596 235,940 172,221 258,248 32,474 32,628 58,901 (54,936) (1i3,837)
TOTALS 4,165,�94 4,312,865 2,222,094 2,893,820 389,688 376,693 1,553,912 1,042,352 (511,560)
a)includes$7914 lightening damage expenses.
b)includes$13508 lightening damage expenses.
c)inciudes$4365 lightening damage expenses.
d)includes$27141 lightening damage expenses.
e)includes insurance reimbursement lightening damage$17970
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PROFIT AND LOSS STATEMENT
AUG31.98
--•................ PERIOD TO DATE -------.......----- .....--------------- YEAR TO DATE •----------.........
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REVENUES:
......................
3022 2531 -491 1.07 0 ROOMS 23691 33627 9936 .78 0
141751 224706 82954 95.24 254696 DORMITORY 4766316 3999763 -766553 92.74 3916712
6 8 2 .00 0 FOOD SALES - �ORM 242 1668 1426 .04 0
FOOD
0 0 0 .OU 0 BEVERAGE , 0 0 D .00 0
1806 0 -1806 .00 0 TELEPHONE 178213 168269 -9944 3.90 122182
9737 8695 -3042 3.69 6900 RENTALS AN�OiHER INCO 130725 109538 -21188 2.54 126800
.....--•... ........... ........... ...... ........... .-----••••• ........... .........._ ...... ...••------
156322 235940 79618 10�.00 263596 TOTAL INCOME 5099187 4312865 -786322 100.00 4165694
UEPARTMENTAL EXPENSES:
......................
•77 5618 5696 2.38 0 ROOMS 4626 14009 9383 .32 0
64017 50049 •13969 21.21 41020 DDRMITORY 634988 557777 •77211 12.93 513990
22980 16849 -6130 7.14 26208 FOOD 559856 649075 89219 15.05 562146
0 0 0 .00 0 BEVERAGE 0 0 0 .00 0
10264 13091 2827 5.55 8864 TELEPHONE 145744 182609 36865 4.23 144168
0 0 0 .00 0 RENTALS NVD OTHER INCO 68 0 � -68 .OU 0
........... ........... ........... ...... .........•• •--•--•--•- -----._.... ...-------- ...... ........---
97183 85607 -11576 36.28 76092 TOTAL�EPARTMENT EXPEN 1345282 14U3470 58188 32.54 1220304
�EPARTMENTAL PRDFITS:
' ......................
3099 •3087 -6186 •1.31 0 ROOMS 19065 19618 553 .45 0
77734 174657 96923 74.03 213676 UORMITORY 4131329 3441987 -689342 79.81 3402722
-22974 -16842 6132 •7.14 •26208 FOOD •559614 •647407 -87793 •15.01 -562146
0 0 0 .00 0 BEVERAGE 0 0 0 .00 0
-8458 •13091 •4633 •5.55 •8864 TELEPHONE 32469 •14340 -46809 •.33 -21986
9737 8695 -1042 3.69 8900 RENTALS AND OTHER INCO 130657 109538 •21119 2.54 126600
----------- ----------- ----------- ------ ----••••••• ------•--'- •-•------.. ...-------- ------ -.......---
59139 150333 91194 63.72 187504 TOTAL DEPARTMENT PROFI 3753906 2909395 •844510 67.46 2945390
UNDISTRIBUTED El(PENSES
------------�---••-•--
26884 22853 -4031 9.69 15954 AOMINI57RATIVE&GENER 224847 280303 55455 6.50 203730
138578 124338 •14240 52.70 53775 PROPERTY OPER. 8 MAINT 806967 863781 56814 20.03 448260
MARKETING
FRANCHISE FEES
29783 25450 •4333 10.79 26400 ENERGY 369422 346268 -23154 8.03 3498�U
•.......... ........... .••••------ -----. ..........• ----------- •--•-•----• ----'------ '----- -•........- -
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� T.S.H.L.•UNIVERSIN TOWER
PROFIT ANU LOSS STATEMENT
AUG31.98
................... PERIOD TO DATE ••---.............. --•---.............. YEAft TO DATE --.........----.....
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
195246 172641 •22605 73.17 96129 TOTAL UN�ISTRIBUTED 1401236 1490351 69115 34.56 1001790
--•........ .....•---.. ........... ...... ..._._...._ ........... ........... ........... -•---• ---------•-
•136107 •22308 113798 •9.46 91375 GROSS OPERATING PROFIT 2352670 1419044 •933625 32.90 1943600
11666 11666 0 4.94 11666 MANAGEMENT FEES 139992 139992 0 3.25 139992
-•--....... •----...... .-•-•------ ------ ---•--..... ........... ........... ........... ..---- -------•---
•147773 -33974 113798 -14.40 79709 INC BEFIXiE FIXEU CHARG 2212678 1279052 -933625 29.66 1803608
20868 20962 94 8.88 20806 FIXE�CHMGES 265803 236701 •29102 5.49 244696
........... ........... ........... ...... .•••••••-.. ..........- •••••••...- ----------- ------ --•—......
-166641 •54936 113705 -23.26 58901 NET INCOME BEFORE TAl(E 1946875 1042351 -904524 24.17 1553912
INCOME TAXES
........... ........... ........... ...... ....••••••• •---------- -------•--- ----------- ---•-- ----------•
-168641 •54936 113705 •23.26 58901 NET INLOME AFTER INC T 1946875 1042351 •904524 24.17 1553912
' T.S.H.C.•UNIYERSITY TOWER �
ROOM$DEPARTMENf PROFIT AND LOSS a
AUG31.98 �
------------------- PERIOD TO DATE ••--:--..._..-----. ...-------...------• YEAR TO DATE --'--....--•---••... i
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REVENUES:
----•-•......••••••---
0 0 0 .00 �TRANSIENT-REGUTAR •375 0 375 .00 0
0 0 0 .00 0 TRANSIEHT• SPECIAL EV 250 0 -250 .00 0
0 D 0 .00 0 GRWP - OTHER 0 0 0 .00 0
3022 2531 •491 100.00 0 q1EST HOUSE 23816 33627 9811 100.00 0
0 0 0 .00 0 EXTENDE�STAY 0 0 0 .00 0
•----...... ..•••••••-• -••••••••-- ------ --------•-• •-------... .....•••--- ----••----- ----.. ........---
3022 2531 •491 100.00 0 TOTAL INCOME 23691 33627 9936 100.00 0
DIRECT EXPENSES:
PAIROLL:
.....•••..............
0 � 0 D .00 0 EMPLOYEE MEALS 6 0 -6 .00 0
........... ...•------- -........._ ...••• .......---- .......---- ----••---- --....••••- --�--- �--....---�
0 0 0 .00 D TOTAL PAYROLL EXPENS 6 0 -6 .00 0
07HER EXPENSE:
----.....•••......----
0 922 - 922 36.44 0 CLEANING SUPPLIES 942 4187 3245 12.45 0
82 0 •82 .00 0 GUEST SUPPLIES 82 0 •82 .00 0
334 402 68 15.88 0 OPERATING SUPPLIES 3764 3524 -240 10.48 0
� 0 ^ 40 �40 1.57 0 LAUNDRY SUPPLIES � - 0 613 613 1.82 0
0 0 0 .00 0 DECORATIONS 1 414 413 1.23 0
- •492 0 492 .00 0 LINEN � •147 . 0 147 .00 0
0 4254 4254 168.06 0 UNIFORMS 176 4254 4076 12.65 0
0 0 0 .00 0 SATELLITE 0 0 0 .00 0
� 0 0 0 .00 0 CABLE N REHTAL 0 1066 1066 3.17 0
0 0 0 .00 0 O7HER PROMOTIONS 150 0 -150 .00 0
0 0 0 .00 0 HISLELlNJE0U5 -350 -50 300 -.15 0
•-------•-- --•........ ........... ...... ....•...... ........... ---------•- ------..... ...... ...........
-77 5618 5696 221.94 0 TOTAL OiHER EXPENSES 4619 14009 9390 41.66 0
----------- ----------- ----------- ------ ----------- ------....- ----....... ....------- ------ •-----.....
-77 5618 5696 221.94 0 TOTAL DIRECT EXPENSE 4626 14009 9383 41.66 0
3099 -3087 •6186****** 0 Gft055 PROFIT (LOSS) 19065 19618 553 58.34 0
. , ,�
, T.S.H.C.-UNIVERSIN TOWER
- �ORMITORY PROFIT ANU LOSS
AUq1.98
..................• PERIOD TO DATE ••----...__.....••• ---.....----........ YEAR TO DATE .............-•----•
Prior Year Actual Net Change X Budget Prior Year Actual Net Change % Budget
REVENUES:
--------•.............
0 0 0 .00 0 ROOM FULL YEAR 96/97 4040277 0 •4040277 .00 0
103704 213421 109716 94.98 177508 ROOM FULL YEAft 97/98 103704 3603408 3499704 90.09 3233707
. 0 0 ._ 0 .00 0 EARLY SIGN•UP CREDIT -1800 0 1800 .00 0
0 0 0 .00 0 ROOM • SPRING 0 0 0 .00 88200
0 0 0 .o0 6188 ROOM •SUPTiER 82133 0 •62133 .00 6250U
13530 11025 _ _ -2505 4.91 280U0 ADMIN E PROCESSING FEE 123008 170533 47525 4.26 14000D
2144 0 -2144 .00 0 ACTIVITY FEES 91516 70966 •20551 1.77 71125
18375 0 -18375 .00 43000 MAINTENANCE FEES 164630 6860 •157770 .17 210000
0 0 0 .00 0 LATE CHARGES 13985 7290 -6695 .16 0
3973 0 •3973 .00 U PARICING 143148 136767 -6382 3.42 111180
0 0 D .00 0 MISCELLANEOIIS INCOME 126 0 -126 .00 0
25 260 235 .12 0 MISCELUWEWS 5589 3940 -1650 .10 0
_...-•----- ----------- ----------- ------ ----------- ....--•---- --------••- •••••••••-- ---... ------.....
141751 224706 82954 100.00 254696 TOTAL INCOME 4766316 3999763 -766553 1U0.00 3916712
UIRECT EXPENSES: �
--------------•--•----
PAYROLL:
3317 4300 983 1.91 2666 DESK CLERK 32099 48496 16396 1.21 31992
1762 1836 74 .82 0 EXECUTIVE HOUSEKEEPER 19515 20479 964 .51 0
3552 340� -152 1.51 2916�ORM MANAGER 43821 34698 •9123 .87 34992
751 0 •751 .00 1463 SECRETMIAL - DORM 39561 -48 -39609 .00 17556
7623 9337 1715 4.16 5500 LEASING 55117 79975 24856 2.00 57200
27 600 573 .27 100 RECREATION 5124 5496 372 .14 2400
4456 50U1 545 2.23 5000 ROOM ATTENDANTS 57276 48877 -8399 1.22 55500
0 16 16 .O1 0 COMPUTER LAB 0 1671 1671 .04 0
8728 8500 -228 3.78 8500 SECURITY 92012 100651 8639 2.52 93000
4408 584 -3824 .26 1700 UTILITY WORKER 22775 9853 -12922 .25 20400
5565 4937 -629 2.20 0 PORTERS 58196 53948 -4248 1.35 0
4080 3803 -277 1.69 2600 PAYROLL TN(ES • FICA 32693 31018 -1675 .78 31200
115 0 •115 .00 0 EMPLOYEE MEALS 115 0 -115 .00 0
808 40 -767 .02 0 VACATION 3496 2766 -730 .07 0
----------- ----------- ---�------- ------ --......... ---.......- --------•-- ---------.. .....- -----------
45190 42353 -2837 18.85 30445 TOTAL PAYROLL EXPENSE 461799 437879 •23920 10.95 344240
2190 4559 2370 2.03 700�ORM ACTIVITIES 53312 50912 •2400 1.27 51000
0 332 332 .15 200 CLEANING SUPPLIES 2485 4224 1739 .11 2400
_�
. , �
' T.S.H.C.•UNIVERSITY TOWER
DORMITORY PROFIT AND LOSS x
AUG31,98 •
•••----------•--••• PERIOD TO DATE ................•••
....----•-----...... YEAR TO DATE -.....--•---.....---
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget ,
5977 24 •5953 .O1 2000 OPERATING SUPPLIES 34300 2711 •31369 .07 18400
93U 0 •930 .00 0�ECORATIONS 1732 2528 795 .06 2350
1004 0 -1004 .00 3000 PRINTING AND STATIONAR 20234 337 -19897 .O1 33500
800 0 -800 .00 0 CIW2ITABLE COMRI8UTI0 3129 0 •3129 .00 0
4954 192 •4762 .09 125 UNIFORMS 5624 244 -5380 .O1 1500
1052 300 -752 .13 2000 ADVERTISING OTHER 20332 153a9 •5023 .38 30000
0 0 0 .00 0 TELEMARKETING EXPENSE 233 0 •233 .00 0
315 224 -91 .1D 1000 ADVERTISING • PUBLICAT 11239 9100 •2140 .23 1200�
0 0 0 .00 0 ADVERTISING• RA�IO 0 850 850 .02 0
0 0 0 .00 0 OUTDOOR ADVERTISING 459 320 •139 .O1 U
0 0 0 .00 0 OTHER SALES PROMOTIONS 862 650 •212 .02 0
0 0 0 .00 100 TENANT RELATIONS 1217 185U 634 .05 1200
0 0 0 .00 0 PAGER RENTAL •1470 0 1470 .00 0
1435 1862 427 .83 145�CABLE N 17382 28755 11373 .72 17400
0 0 0 .OU 0 MISCELLANEWS 300 • -300 .00 0
172 203 31 .09 0 PAGER RENTAL ANU SERVI 2020 2108 88 .OS 0 -
........... ....•••••-- -.....----. ...... ..•-----... -----•...•• ----...---- ---•••••••• -••--- -----�-••--
64U17 50049 -13969 22.27 41020 TOTAL DIRECT EXPENSES 634988 557777 •77211 13.95 513990
.....-----• ••••••----• •••........ ...... ........... --•••••••-- -....-----. ......••••• ------ -----•-••--
, 77734 174657 96923 77.73 213676 Gf205S PROFIT(LOSS) 4131329 3441987 -689342 86.05 3402722
i ,�
. � •�
UNiVERSITY TOWER
HEADCOUNT-AUGUST
STUDENTS 3320
THEME NIGHT 1140
MOVE IN 1700
IN HOUSE CONSUMPTION 650
Breal�'ast 446
Lunch 746
Dinner 2073
Sack Lunch 55
�
�
' TSHC-University Tower
Food Cost of Sales Analysis
Month of August,1998 ,
Beginning Inventory 18127
Plus: Purchases 23663
Available For Use 41790
Less: In House Consumption 650
Theme Nights 2840
Ending Inventory 37388
Cost of Food Consumed 912
' T.S.H.C.•UNIVERSITY TOWER �
FOOD DEPARiMENT PROFIT ANU LOSS
AUG31.98
•••••.............. PERIOD TO DATE -----••------...••• ----------••------•- YEAR TO DATE -----............__.
Prior Year Actual Net Change X 8udget Prior Year Actual Net Change x Budget
REVENUES:
•••••.................
6 8 2 100.0� 0 FOOD SALES • DORH 242 1668 1426 100.00 0
..•••...... ........... .•••••----- --.... ..........._ ........... ........... ........... ...... ....._.....
6 8 z ioo.00 o TOTAL_INCOt� 242 1668 1426 100.00 - 0
DIRECT EXPENSES:
PAYROLL:
...................... .
2997 3391 394****** 4958 FOOD SERVICE MANAGEMEN 46029 41385 •4644**"**k 59496
5025 3621 •1404 t*****— 4000 COOKS 64365 102724 36359*****" 61200
2006 2740 735*****• 4000 CAFETERIA 49128 60753 11624**"*** 68500
1423 693 •730*"'*** 3000 DISHWASFIERS 37883 41381 3498***"'"'" 46000
1083 980 •102*****" 500 PAYROLL TAXES • FICA 15152 18855 3703*****k 22100
0 0 0 .00 0 EMPLOYEE MEALS 1620 0 •1620 .00 0
0 0 0 .00 0 4ACATION 1038 770 -268 46.18 0
......••--- -•......... ........... ...... ........... '------.._. .._......_. .....--•-•- ------ -�----...._
12533 11426 -1108****"k 16458 TOTAL PAYROLL EXPENS 215216 265868 50653 ****** 257296
07HER EXPENSES:
......................
2031 912 -1120****** 7000 COST OF FOOD SALES - D 273594 314064 40470 ****** 266500
0 1700 1700*****k 0 THEME NIGHT 5495 5670 175 339.89 0
916 331 •585****** 600 CLEANING SUPPLIES 12793 11437 •1356 685.61 9200
1884 1452 �432****** 1600 OPERATING SUPPLIES 24248 3U325 6076 ****** 22000
4789 674 �4115**'**• 500 KITGHEN SUPPLIES 25419 19448 -5971 ****** 5600
0 0 U .00 0 UTENSILS 0 54 54 3 26 0
26 0 �26 00 0 UECORATIONS 26 22 -5 1 29 0
0 0 0 .00 0 LICENSE 6 PERMITS 75 75 0 4.50 75
0 0 0 .00 0 CHINA 364 0 -364 .00 0
0 0 0 .00 0 GLASSWARE 139 0 •139 00 0
3U0 0 -300 00 0 LINEN 768 0 -768 .UO 400
499 6 •493 80.00 50 UNIFORMS 990 6 -984 .36 1075
0 0 0 .00 0�ECORATIONS 3 0 •3 .OU 0
0 350 350****** 0 EQUIPMENT RENTAL 255 1792 1537 107.44 0
0 0 0 .00 0 MISCELLANEWS 471 314 •158 18.81 0
........... ......•---- ----...---- ------ ----------- ------..... ........... ---........ ...... .----------
1a446 5424 -5023*****k 9750 TOTAL OTNER EXPENSES 344641 383207 38566 ****** 304850
........... ........... ........... ...... ........... ........... ----------' ---•------- ---'-- --.........
22980 16849 -6130*****k 26208 TOTAL DIRECT EXPENSE 559856 649075 89219 ****** 562146
•-----••--- ----------• .........-- ------ ----...---- ----------- ---------- --- ------ �----- -------....
•22974 •16842 6132****** •26208 GROSS PROFIT (LOSS) •559614 -647407 •87793 ****** -562146
. . �
T.S.H.C.•UNIVERSITY TOWER
TELEPHONE DEPT PROFIT ANO LOSS
AUG31.98
..--••---------... PERIOD TO DATE ------------------- .................... YEAR TO DATE •---------------....
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REVENUES:
--------------------'-
D 0 0 .00 0 LONG DISTANCE REVENUE 105093 109563 4469 65.11 6073D
1769 0 -1769 .00 D DORH PHONE SERVICE 71338 56086 -13252 34.52 61452
37 0 •37 .OD 0 C�t�1I55I0NS 1782 621 •1161 .37 0
........... .........•• -----•-•--- ....-- --......... ........... ..------.. ........... __.... -------....
1806 0 -1806 .00 0 TOTAL INCOME 178213 168269 •9944 100.00 122182
DIRECT EXPENSES: -
••-----.......•••••...
8244 7637 •607 .00 7000 LOCAL CALLS 77432 96700 19267 57.47 93000
365 1233 868 .00 600 LONG DISTANCE EXPENSE 54601 65654 11054 39.02 36000
575 656 81 .00 400 LONG DISTANCE 800 EXPE 4763 5448 685 3.24 4800
88 130 41 .00 100 LONG�ISTANCE FAX EXPE 937 910 •27 .54 120U
0 764 764 .00 764 LONG DISTANCE TIE LINE 4399 9167 4768 5.45 9168
226 366 140 .00 0 LONG DISTANCE CALL. CA 1186 2426 1240 1.44 0 .
764 0 •764 .00 0 LONG DISTANCE T•1 LINE 764 0 -764 .00 0
•••••-•---- ----------• --------... ...... ........... ..._...---- ........... .......---- -..... ---........
� 10264 10786 522 .00 8864 TDTAL COST OF CALLS 144082 180304 36222 307.15 144168
0 2305 2305 .00 0 EQUIPMENT PURCHASES 204 2305 2101 1.37 0
0 0 D .00 0 SYSTEM MM1INTENANCE ' 1451 0 •1451 .00 0
0 0 0 .00 0 HARDWARE REPAIR 7 0 -� •7 .00 0
'----------- ----------- -------•--- ...... ......---•- ------••-._ ........... '••...---- --••-- ---........
10264 13091 2827 .00 8864 TOTAL�IRECT EXPENSES 145744 182609 � 36865 108.52 144168
..••------- ----------- ----------- ------ ----------- -----•�---- ----------- •.......... ..---- -...-------
•8456 -13091 -4633 .00 -8864 GROSS PROFIT(LOSS) 32469 •14340 -46809 -8.52 -21986
. • • �
T.S.H.C.-UNIVERSITY TOWER I
RENTALS AND OTHFR INCOME
AUG31.98
................... PERIOD TO DATE --......_.......... .......-•-•----••--• YEAR TO DATE ---..............._.
Prior Year Actual Net Charge X Budget Prior Year Actual Net Change X Budget
REYENUES:
...............•--•-•-
10 0 •10 .00 0 KEY CHARGE 20 U •20 .00 0
5900 5900 0 67.85 590D COtR1ERCIAL RENTALS 70800 70800 0 64.64 70800
0 0 0 .00 0 BRYAN COCA COLA 0 572 572 .52 0
209 0 -209 .00 0 4ENDING 7119 5302 •1816 4.84 0
0 0 0 .00 600 WASFiERS 8�RYERS 15984 12921 -3063 11.80 27200
3303 2526 •777 29.05 2400 INTEREST INCOME 30982 18329 -12654 16.73 28800
0 0 0 .00 0 MISCELLANEWS INCOME 1477 9 •1468 .O1 0
315 269 •46 3.09 0 MISCELLANEWS 4342 1605 -2737 1.47 0
---••...... ........... ....•----•• •----- ----....... .•••••••... ........... ........... ...... ---•-----•-
9737 8695 •1042 100.00 8900 TOTAL INCOME 130725 109536 -21186 100.00 . 126800
PAYROLL:
......................
•.......... ........... ........... ...••• ••....••'-- ..._....... ------••--- -------•--- ------ --------...
TOTAL PAYROLL
DIRECT EXPENSES:
----------------------
0 0 0 .00 0 MISCELLANEOUS 68 0 -68 .00 0
.......-•-- ----------- ----------- ------ ---------— ......_._.. ........... ........... ...... -�---------
0 0 0 .00 0 TOTAL DIRECT EXPENSES 68 0 -68 .00 0
�--------- ----------- ----------- ----•- --......... ----------- --------—- �----- -—- ----- ----�-�----
9737 8695 •1042 300.00 8900 GROSS PROFIT(LOSS) 130657 109538 -21119 100.00 126800
' ' �
. �
;
" T.S.H.C.-UNI4ERSITY TOWER
ADMINSTRATIVE AN�GENERAL
AUG31,98
................... PERIOD TO DATE --...__....•----... ----...........••--- YEAR TO DATE ----��----._......._
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
PAYROLL:
......................
5771 5549 -222 2.35 4832 ACCOUNTING 37414 6493U 27516 1.51 58000
577 591 14 .25 502 PAYROLL TAXES - FICA 2942 5111 2169 .12 6024
0 0 0 .00 0 EMPLOYEE MEALS 124 142 18 .00 0
70 140 70 .06 0 VACATION 1143 2063 920 .OS 0
612 582 •30 .25 450 HEALTN INSURANCE 4139 6740 2601 .16 5400
----------- ----------- ---------•- •..... ...•----... ........... ----------- ......----- ...... -•--•------
7030 6862 -168 2.91 5764 TOTAL PAYROLL 45763 78987 33224 1.83 69424
OTHER EXPENSE: •
•---.....••••.....---•
63 0 -63 .00 50 EXPRE55 MAIL 205 517 312 .O1 600
2789 16 -2772 .O1 700 POSTAGE 10294 27976 17682 .65 8400
628 1736 1108 .74 100 PRINTING 8 STATIONARY 1615 27164 25549 .63 1200
0 - 0 0 .00 0 SHIPPING&HAN�LING 0 265 265 .O1 _ 0
20 0 -20 .00 250�ONATIONS 196 250 52 .O1 3000
3813 2410 •1403 1.02 1000 COMPUTER SOFiWARE/SUPP 30842 15749 -15093 .37 . 12000
1548 1345 -203 .57 1100 PAYROLL TAXES - SUTA 15390 16773 1383 .39 13200
361 345 •16 .15 300 PAYROLL TAXES • FUTA 4176 4471 295 .10 3600
2194 2172 •22 .92 1225 OPERATING SUPPLIES 19107 23644 4737 .55 14716
181 336 154 .14 250 ADVERTISING-NEWSPAPER 3114 1054 -2060 .02 3000
450 22 -428 .O1 0 COMPUTER SUPPORT 9163 4720 •4443 .11 0
0 216 216 .09 0 UNIFORMS 0 276 276 .O1 0
219 222 2 .09 30 TRAVEL 6 ENTERTAINMENT 506 1093 587 .03 360
0 0 0 .00 100 DUES AND SUBSCRIPTIONS 1251 1273 22 .03 ' 1200
0 11 11 .00 0 DECORATIONS 0 163 163 .00 250
465 300 -165 .13 0 LICENSES AND PERMITS 465 598 133 .O1 0
1798 2167 370 .92 300 CREDIT G+RD COMMISSION 5874 12217 6343 .28 3600
0 0 U .00 0 SECURITY SERVICE 0 0 0 .OU 0
� 205 205 0 .09 205 SAFEfY CONSULTANT 2604 2461 -142 .06 2460
1195 1176 -19 .50 2000 LEG4L FEES 15315 14282 •1033 .33 24000
0 0 0 .00 0 ACCTING/PROF FEES 3711 3290 -421 .08 0
31 0 -31 .00 0 CASH OVER/SHORT 111 -1 -112 .00 0
0 0 0 .OU 0 BAO DEBTS 5756 0 •5756 .00 0
0 0 ' 0 .OU 0 OTHER PROMOTIONS 817 500 •317 .O1 �
0 87 87 .04 0 LOSS 8 DAMAGE • 339 1730 1391 .04 0
0 0 0 .00 100 EMPLOYEE MEDICAL COSTS 1232 2067 ' 835 .05 1200
0 0 0 .00 0 TELEPHONE 20 0 -20 .00 0
271 100 •171 .04 80 AUTO EXPENSE • MILEAGE 1073 1299 226 .a3 960
1155 1754 599 .74 780 AUTO EXPENSE • SHUTTLE 12167 7947 -4219 .18 ' 9360
151 221 70 .09 200 PAYROLL PROCESSING 2923 3746 823 .09 2400
. .�
T.S.H.C.•UNIVERSITY TOWER - �
1
ADMINSTRATI4E AND GENERAL i
AUG31.98
•••••.............. PERIOD TO DATE •••••••••••••...... ........--•-------•• YEM TO DATE ....----............
Prior Year Actual Net Lhange X Budget Prior Year Actual Net Change X Budget
209 273 64 .12 200 BN7K CFIARC£S 2656 4859 2203 .11 24�0
0 0 0 .00 0 CREDIT ChRD CHMGEBALK 0 2494 2494 .O6 0
0 0 0 .00 0 AUDIT FEES 10885 0 •10885 .00 12000
427 0 •427 .00 100 EMPLOYEE RELATIONS 4272 3607— -665 .OB 1200
1067 936 •130 .40 1100 EpUIPMEHf RENTAL 10948 14298 3350 .33 13200
0 0 0 .00 0 SECURITY 45 15 -30 .OD 0
615 ' -59 -674 -.02 0 MISCELlANE0U5 2011 318 -1693 .U1 0
•••••••.... ..........• --•---..... ...... ..........- ---•--••••• ••••••••••. ........... ...... ...........
19855 15991 -3863 6.78 30170 TOTAL OTHER EXPENSE 179084 201316 22232 4.67 134306
26884 22853 -4031 9.69 15954 TOTAL DEPARTMENT EXPEN 224847 280303 55455 6.50 20373U
, �- 1
T.S.H.C.•UNIVERSITY TOWER "
PROPERTY OPERATIONS&MAINTENANCE
AUG31,98 •
--••............... PERIOD TO�ATE -•--••------------- •---................ YEAR TO DATE ........--�----••---
Prior Year Actual Net Change . X Budget Prior Year Actual Net Change X Budget
PAYROLL:
....................•-
2562 2690 128 1.14 0 MAINTENANCE SUPERVISOR 12773 30083 17310 .70 0
5751 7747 1995 3.28 4200 Ml1INTENANCE 53188 53889 701 1.25 50400
824 1044 220 .44 320 PAYROLL TAXES - FICA 5105 6507 1402 .15 3640
D 0 0 .00 0 EMPLOYEE MEALS 101 17 -84 .00 0
634 343 -291 .15 0 VACATION 1291 1407 116 .03 0
........... ........••- -----••---- ------ ••••......• ••••••..... ........... ...----.... _..... ...........
9771 11823 2052 5.01 4520 TOTAL PAYROLL 72457 91902 19445 2.13 54240
OTHER EXPENSE:
..-------•--..........
0 154 154 .07 0 SIGNAGE 888 5357 4469 .12 U
191 123 -69 .OS 200 OPERATING SUPPLIES 1696 2956 1260 .07 2400
14606 0 •14606 .00 0 CABLE/SATELITE T.V. 29846 9499 -20347 .22 a
2260 0 -2260 .00 0 CONTRACT LABOR 4662 0 -4662 .00 0
0 0 0 .00 0 REPAIRS • LWNC� 505 0 •505 .00 0
4339 38572 34233 16.35 7080 REPAIRS • BUILDING 68219 116479 48260 2.70 56920
0 0 0 .00 0 REPAIRS• KITCHEN 0 1185 1185 .03 0
35 0 •35 .00 0 REPAIRS• LAUNURY 485 123 •362 .00 0
, 528 368 •160 .16 1100 REPAIRS• PIUh�ING 25475 15365 •10110 .36 15200
0 17 17 .O1 0 REPAIRS - AUTOMOBILES 953 2208 1254 .OS 0
0 0 0 .00 0 REPAIRS• OfFICE MACHIN 0 � 125 125 .00 0
945 0 •945 .00 600 REPAIRS•APPLIANCES 13651 18220 4569 .42 7200
� 1888 1040 -848 .44 0 REPAIRS• TELEPHONE 13826 10052 •3773 .23 0
27026 18088 •8938 7.67 7840 REPAIRS• HVAC 145344 185879 40535 4.31 66600
' 0 0 0 .00 0 HVAC-NEW UNITS 194 0 •194 .00 0
37 530 ' 492 .22 300 KEYS\LOCKS 4138 4876 738 .11 3600
1869 854 -1014 .36 3650 MM1INT. SUPPLIES 20806 9321 -11485 .22 25800
517 4961 4444 2.10 2500 SECURITY SYSTEM MAINT. 30666 24565 •6100 .57 34U00
13720 207 -13513 .09 416U ELECT/MECH 77464 57266 -20197 1.33 31920
8009 1631 -6378 .69 0 FIRE SYSTEM MNINTENNJC 16461 28780 12320 .67 0
913 947 34 .40 925 ELEVATORS 14915 � 14660 -255 .34 11100
8160 7961 ' •199 3.37. 0 PARKING LOT 54355 19963 -34392 .46 0
9266 6686 -2580 2.83 5000 FURN/FIX 28444 55379 26935 1.28 41000
500 2716 2216 1.15 730 GNDS/LANDSCAPING 4281 7904 3623 .18 8760
10284 5534 -4750 2.35 7000 PAINTING 70394 71107 713 1.65 36000
1757 2663 906 1.13 1400 WASTE REMOYAL 15693 22486 6795 .52 16800
514 632 119 .27 1200 SWIh41ING POOL 3962 5420 1457 .13 5400
571 0 -571 .00 400 PEST CONTROL 6162 5502 -660 .13 4800
631 68 -563 .03 0 EpUIPMENT RENTAL 7609 8574 965 .20 0
15546 8070 •7476 3.42 5000 CARPET CLEANING/REPLAC 44063 31532 -12531 .73 24000
. • • �
T.S.H.C.•UNIVERSITY TOWER
PROPERTY OPERATIONS 8 M4INTEtUWCE
AUG31.98
................... PERIOD TO DATE -.........••••••••• •---•--------•------ YEAR TO DATE .........---..._...
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
15 3 •12 .00 0 MISCELLANEOUS 12385 3210 •9176 .07 0
0 0 0 .00 0 HVAC\NEW UNITS 0 0 0 .00 0
4245 10195 5950 4.32 0 CONTRACT CLEANING 14483 27242 12759 .63 0
435 494 60 .21 210 UNIFOIiMS 2486 6642 4155 .15 2520
........... ........... ..•••--.... ...... ........••• ----------- -•------•-- ----------- ------ -----------
128807 112516 -16292 47.69 49255 TOTAL OTHER EXPENSE 734510 771878 37369 17.90 394020
...-••••••• ••••••-•... ........... ...... ......••••• ••••••••••• ........... ........... •••... ...........
138578 124338 -14240 52.70 53775 TOTAL DEPARTMENT EXPEN 806967 863781 56814 20.03 448260
� ' • T.S.H.C.-UNIVERSITY TOWER �
t
ENERGY
AUG31.98
•••--••---...---�-- PERIOD TO OATE ••.................
...••••............. YEAR TO DATE -......----........_
Pnor Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
22246 19379 -2868 8.21 20000 ELECTRICITY • U.T. 237448 229976 •7472 5.33 245400
611 622 11 .26 1200 GAS • U.T. 27118 20929 •6190 .49 29000
4896 3735 -1161 1.58 4100 WATER AND SEWER • U.T. 88088 82079 -6009 1.90 57900
1426 1144 -282 .48 800 ELECTRICITY - 4 PLEX 9806 7364 •2445 .17 11500
604 570 -34 .24 300 WATER d SEWER - 4 PLEX 6959 592D -1039 .14 6000
--•--..._.. .---••••••• •••••••--.. ._.... .••••-----• •---•...... ----•----'- ---......•• ------ --------••-
29783 25450 •4333 10.79 26400 TOTAL ENERGY EXPENSE 369422 346268 -23154 8.03 34980�
. . .�
T.S.N.C.-UNIVERSITY TOWER
FIXED CHARC�S
AUG31.98
................... PERIOD TO DATE ...........---.....
...................• YEAR TO DATE ---........_..._..._
Prior Year Actuat Net Change % Budget Prior Year Actual Net Change % Bud t
9e
9177 9815 637 4.16 9300 INSURANCE•PROP./LIAB. 118386 99850 •18536 2.32 109200
10710 10861 151 4.60 10710 REI1L PROPERTY TA7( 136447 127262 -9185 2.95 126520
282 286 4 .12 300 PERSONAL PROPERTY TAXE 3766 3429 -337 .08 3600
0 0 0 .00 0 TELECOFlNNTCATION TAX 618 571 •47 .O1 0
699 0 •699 .00 698 INSURANCE•E.E.I. 6586 5589 •997 .13 8376
0 0 0 .00 0 INTEREST EXPENSE 0 0 0 .00 0
......••••. ........... ..••••••••• ••-••• .........T. ._....•-•-- ••••••---.. ..---••••.. __.... ........•--
20866 20962 94 8.88 20808 TOTAL FIXED CHARGES 2658U3 236701 •29102 5.49 249696
� `! *. �
T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENUING AUGUST 31,1996
NET INCOME(LOSS)FROM OPERATIONS (58,313.22)
SOURCES OF FUNDS:
INCREASE IN ACCTS PAYABLE 29,184.56
INCREASE IN OTHER PAYABLES 1,096.11
INCREASE IN PROPERTY TAX PAYABLE 2,466.58
INCREASE IN DEFERRED DORM INCOME 253,237.15
TOTAL SOURCES OF FUNDS 227,g7�,�g
USES OF FUNDS:
DECREASE IN ACCRUED PAYROLL 2,331.50
INTERCO TRANSFERS 8,510.74
INCREASE IN DORM RECEIVABLES 129,010.29
DECREASE IN N/P-GALC "' 703.41
INCREASE IN INVENTORY 4,748.97
INCREASE IN PREPAIDS �17,zg
-TOTAL USES OF FUNDS 145,42220
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
' BALANCE AT 07/31/98 BALANCE AT OS/31/98
DEPOSITORY-FNB CURRENT 2,810.08 2,545.01
DEPOSITORY-FNB EARLY 5,823.07 48,978.16
REPLACEMENT RESERVE-TCB (140,000.00) (140,OOO.DO)
OPERATING-TCB , , 85,277.25 87,636.21
DEPOSITORY-TCB CURRENT (103,369.00) ° (145,369.00)
DEPOSITORY-TCB EARLY 260,999.71 339,999.71
PETIY CASH 400.00 400.00
TOTALS 111,941.11 194,190.09
NET INCREASE(DECREASE)�82 2,8:9.8�
. .
i
T.S.H.C.-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING AUGUST 31,1998
NET INCOME(LOSS)FROM OPERATIONS 2,636.19
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 64426
INTERCO TRANSFERS 5,695.71
INCREASE IN ACCRUED PAYROLL 537.86
INCREASE IN PROPERTY TAX PAYABLE 780.40
INCREASE IN DEFERRED DORM INCOME 150,201.2D
INCREASE IN ACCTS PAYABLE 34,016.68
TOTAL SOURCES OF FUNDS 194,512.32
USES OF FUNDS:
DECREASE IN N/P-GALC 8,440.92
INCREASE IN INVENTORY 4,355.25
INCREASE IN DORM RECEIVABLES 791,471.32
DECREASE IN OTHER PAYABLES 2,030.74
TOTAL USES OF FUNDS 206,298 23
NET INCREASE(DECREASE)IN CASH (i �1,�9t)
CASH ACCOUNTS:
BALANCE AT 08/31l97 BALANCE AT 08131/98
DEPOSITORY-FNB CURRENT 45,215.87 2,545.01
DEPOSITORY-FNB EARLY 4521 48,978 16
REPLACEMENT RESERVE-TCB (36,000.00) (140,000.00)
OPERATING-TCB 56,984.21 - 87,636.21
DEPOSITORY-TCB CURRENT (150,369.00) (145,369.00)
DEPOSITORY-TCB EARLY 289,699.71 339,999.71
PETTY CASH 400.00 400.00
TOTALS 205,976.00 194,190.09
NET INCREASE(DECREASE)�( ,_`85,91)
� � '
" � T.S.H.C.-THE FOf2UM
BALANCE SHEET
AUG31.98
....--•--------- PERIOD TO DATE ............................•----... YEAR TO�ATE ---....------••--
Actual X Budget X Actual X Budget %
ASSETS:
CURRENT/SSETS:
......................••-
DEPOSIT-1ST NATL-CURRENT •265.07 .00 .00 .00 2545.01 .00 .00 .00
CASH CLEARIN6 .00 .OU .00 .00 .00 .�0 .00 .00
DEPOSIT-1ST NATL•EARLY 43155.09 .00 .00 .00 46978.16 .DO .00 .OU
REPLACE RES. ACCT.•T.C.B. .00 .00 .DO .00 •140000.00 .00 .00 .0�
OPERATING ACC.-TCB 96/97 2358.96 .00 .00 .00 87636.21 .00 .OU .00
OPERATING ACC.•TCB 96/97 .00 .00 .00 .00 .00 .00 .00 .00
DEPOSIT-T.C.B.•CURRENT •42000.00 .00 .00 .00 -145369.00 .0� .00 .00
UEPOSIT-T.C.B.•EHRLY 79000.00 .�0 .00 .00 339999.71 .00 .00 .00
PE7lY CASH .00 .00 .00 .00 100.00 .00 .00 .00
CASH • CHANGE Fl4CHINE .00 .00 .00 .00 300.00 .00 .00 .00
DORM CTRCT. REC. 97/98 -980.22 .00 .00 .00 53885.17 .00 .00 .00
DORM REC. 96/97•FORUM .00 .00 .00 .00 6473.46 .00 .00 .00 i
DORM REC. 95/96•FORUM .00 .00 .00 .00 2620.94 .OD .00 .00
ODRM CONTRP,CT REC.-98/99 129990.51 .00 .OD .00 512049.41 .00 .00 .00
INVENTORY - FOOD-FORUM 4748.97 .00 .00 .00 11786.53 .00 .00 .00
PREPAID INSURANCE-FORUM 117.29 .00 .DO .00 3753.33"" .00 .00 .00
.............. ....... .............. ......• --------...... .....-• -----------... .......
TOTAL CURRENT ASSETS: 216125.53 .OD .00 .00 784760.93 .00 .00 .00
PROP. PLANT 8 EpUIPTMENT: '
....................'---•
BUILDINGS/IMPROVEMENTS .00 .00 .00 .00 2460000.OU .00 .00 .00
ACCUM DEPREC - 6L�G-FORUM .00 .00 .00 .00 -60927.46 .OU .00 .00
PERSONAL PROPERTY .00 .00 .00 .00 157560.72 .00 .00 .00
ACC DEPR•PERSONAL�PROP .00 .00 .00 .00 •12580.98 .OD .00 .00
LAND•FORUM .00 .00 .00 .00 400000.00 .OD .00 .00
---------•---- •------ -------------- ------- -------------- --••--- --------•••••- --•---�
TOTAL P.P&E: .00 .00 .OU .00 2944052.28 .00 .00 .OU
O1HER ASSETS:
.........••-------•------
DUE FROM TOWER 5750.88 .00 .00 .00 6752.00 .00 .00 .00
SUSPENSE .00 .00 .00 .00 � .00 .00 .00 .00
--'........... ....... .............. '----- -----.....--- ------- ....-----'---- ------•
TOTAL O1HER ASSETS: 5750.88 .00 .00 .00 6752.00 .00 .00 .00
TOTAL ASSETS: 221876.41 .00 .00 .00 3735565.21 .00 .00 .00
�
� T.S.H.C.•THE FORUM
BALMlCE SHEET
AUG31,98
....••--......__ PERIOD TO DATE •••••••••........................... YEAR TO DATE ••--•--••••--....
Actual X Budget X Actual X Budget X
LIABILITIES:
CURRENT LIABILITIES:
•••-••••••••••••••-•••--•
ACCT PAY TW1�E•FORUM 29184.56 .00 .00 .00 56880.77 .OU .00 .00
FICA- EMPLOYEE 323.25 .00 .00 .00 .00 .00 .00 .OU
ACC.INTEREST•LODGECO NOTE .00 .00 .00 .00 226000.00 .00 .00 .00
FICA • EMPLOYER 323.25 .00 .00 .OU .00 .00 .00 .00
SUTA • EMPLOYER 112.84 .OU .00 .00 .00 .00 .00 .00
FUTA - EMPLOYER 33.61 .00 .00 .00 .00 .00 .00 .00
DUE TO UNIVERSIiY TOWER •2759.86 .00 .00 .00 .00 .00 .00 .00
S�A .00 .00 .00 .00 .00 .00 .00 .00
F�A .00 .00 .00 .00 .00 .00 .00 .00
OORM TELEPHDNE UEP•FORUH 50.00 .00 .00 .00 50.00 .00 .DO .0a
CHILD SUPPORT PAYABLE .00 .00 .00 .00 .00 .00 .00 .00
FED WITHDIDING TAX 252.96 .00 .00 .00 .00 .00 .00 .00
INS. REFUN�PAYABLE-SSRS .00 .DO .00 .00 5731.75 .00 .00 .00
REAL PRO TAX PAY•FORUM 2435.66 .00 .00 .00 19485.28 .00 .00 .UO
PER PROP TAX PAY-fORUM 30.92 .00 .00 .00 247.36 .00 .00 .00
SSRS FEES PAYABLE-FORUM .00 .00 .00 .00 .00 .00 .00 .00
ACCURED PAYROLL•FORUM •2331.50 .00 .00 .00 959.80 .00 .00 .00
DEF.UORM INC(F)98/99 -315.95 .00 .00 .00 11284.05 .00 .0� .00
DEF. OORM INC(A)98/99 239554.10 .0� .00 .00 846809.55 .00 .00 .00
DEF DORM INC.(A) 97/98 .00 .00 .00 .00 .00 .00 .00 .00
OEF. DORM INC. (F) 97/98 .00 .00 .00 .00 .00 .00 .00 .�D
UEFERRED INTEREST EXPENSE .00 .00 .DO .00 -270012.00 .00 .00 .00
�EF. DORM INC(SPR)97 .00 00 .00 .00 .00 .00 .00 .00
DEF. PARKING 98/99 8275.00 .00 .00 00 22150.00 .00 .00 .00
DEF. PARKING 97/98 .00 .00 .00 00 .00 .00 00 .00
DEF. ACTIVITY FEES 97/98 .00 .00 .00 .00 .00 .00 .00 .00
DEF. ACTIVITY FEES 98/99 .00 .00 .00 .00 .00 .00 .00 00
�EF. PHONE 98/99 5724.00 .00 .DO .00 20034.00 .00 00 .00
DEF PHONE 97/98 .00 .00 .00 .00 .00 .00 .00 .0�
.............. ....... .•�---.......- ----•-� -----....----- ----.-• ........--'--- -------
T07AL CURRENT LIAB: 280893.04 .00 .00 .00 939620.56 .00 .00 .00
LONG TERM LIABILITIES:
..............••-----....
NOTE PAYABLE .00 .00 .00 .00 3000000.00 .00 .00 .00
GREAT AMER. LEASING CORP. -703.41 .00 .00 .UO 1374.85 00 .00 .0�
....-'-------- ------- -------------- ----'-• •-•-----•----- ....... .......------- -'--...
TOTAL L.T. IIABILITIES: -703.41 .00 .00 .00 3001374.85 .00 .00 .00
, ,'-� �
� T.S.H.C.-THE FORUM '
BAINVCE SHEET �
A11G31,98
--------------•- PERIOD TO DATE ---....---...........-••••---•--•--- YEAR TO DATE --••---•......_..
Actual X Budget X Actual X Budget X
TOTAL LIABILITIES: 280189.63 .00 .00 .0� 3940995.41 .00 .OD .00
EUUITY:
CURRENT YR P/L • FORUM •58313.22 .00 .00 .00 2636.19 .00 .00 .00
CAPITAL ACCOUNT • FORUM .00 .00 .00 .00 •208U66.39 .00 .00 .00
..••••........ ....... .............. ....... ••••••-•...... ......- ••-•--�--..... ......_
TOTAL OWNERS' EQUITY: -58313.22 .00 .00 .�0 •20543D.20 .00 .DO .00
TOTAL LIAB&OWN. EQUITY: 221876.41 .00 .00 .00 3735565.21 .00 .00 .00
' • ,
TSHC -THE FORUM
VARIANCE ANALYSIS
AUGUST 1998
F=FAVORABLE
U=UNFAVORABLE
BUDGETED ACTUAL VARIANCE EXPLANATION
N etlncome(Loss) (24,241) (58,313) (34,072) U
Revenues:
Dorm: Full year 24,027 24,027 F
spring 0 F
admin/proffee 8,400 1�,800 2,400 F
activity fees 0 F
maint.fees 12,600 (12,600) U
other/parking 590 590 F
Phone 25 25 F
Other 80 80 F
Total Revenue: 21,000 35,522 14,522 F
Payroll: Dorm 8,620 10,445 (1,825) U
Food 1,510 2,577 (1,067) U
Maint. 0 2,951 (2,951) U
Total Payroll: �b� �97� �3j U
Expenses: Dorm 5,100 4,993 107 F
Food 0 3,191 (3,191) U
Phone 3,720 3,377 343 F
� Page 1 of 2
�
Rentals and Other 0 0 0 F
A&G 1,505 2,872 (1,367) U
Maintenance 10,409 46,554 (36,145) U building repairs over budget 3197U
contract cleaning not budgeted 1736U
plumbing repairs over budget 2122U
parking lot repairs not budgeted 2055U
mattresses 4632U
kitchenware 11624U
painting 5324U
otherexpenses 5455U
Energy 7,660 10,654 (2,994) U
Fixed 4,425 3,929 496 F
Mgmt.fee 2,292 2,292 0 F ,
Total Expenses: 35,111 77,862 (42,751) U
Net Income(Loss) (24,241) (58,313) (34,072) U
, � Page 2 of 2
�--
T.S.H.C.-THE FORUM
TREND ANALYSIS
Budgeted Actual Budgeted Actual Budgeted Actual Act.vs 8udget
Budgeted Actual Operating Operating Fixed/Mgmt Fixed/Mgmt Net Profit I Net Profit I Net Profit/
MONTH Revenues Revenues Expenses Expenses Expenses Expenses (Loss) (Loss) (Loss)
SEPT97 107,801 95,867 70,194 86,259 6,717 6,580 30,890 3,028 (27,862)
OCT 97 111,396 100,283 70,494 67,341 6,717 6,580 34,185 26,362 (7,823)
NOV 97 107,801 98,848 68,144 85,215 6,717 6,580 32,940 7,053 (25,887)
DEC 97 111,396 107,687 52,352 58,034 6,717 6,328 52,327 43,325 (9,002J
JAN 98 111,396 103,480 52,902 52,902 6,717 7,618 51,777 42,960 (8,817)
FEB 98 100,697 96,645 67,844 68,934 6,717 6,556 26,136 21,155 (4,981)
MAR98 111,396 104,858 69,444 72,141 6,717 6,425 35,235 26,292 (8,943)
APR 98 107,801 111,174 69,344 77,274 6,717 6,442 31,740 27,398 (4,342)
MAY 98 40,241 33,343 50,588 49,660 6,717 6,221 (17,064) (22,538) (5,474)
JUNE98 23,500 4,811 40,824 43,227 6,717 6,221 (24,041) (44,637) (20,596)
JULY98 43,000 7,738 37,924 70,966 6,717 6,221 (1,641) (69,449) (67,808)
AUG98 21,000 35,522 38,524 87,614 6,717 6,221 (24,241) (58,313) (34,072)
TOTALS 997,425 900,196 688,578 819,567 80,604 77,993 228,243 2,636 (225,607J
. , i
� T.S.H.C.-iHE FORUM
PROFIT AND LO55 STATEMENT
AUG31.98
................... PERIOD TO DATE .......------------ •••••............... YEAR TO DATE -....----••---......
Prior Year Actual Net Change X 8udget Prior Year Actual Net Change Y Budget
REVENUES:
......................
ROOMS
13280 35417 22136 99.70 21000�ORHITOftY 837331 853620 16289 94.83 953745
0 0 0 .00 0 FOOD 0 141 141 .02 0
BEVERAGE
0 25 25 .07 0 TELEPHONE 39647 41685 2238 4.65 39304
40 80 40 .23 0 RENTALS AND OTHER INCO 4398 4549 151 .51 4376
........... ........... ........... ...... ........••• ----------- ------..... .-•---...-- ••••.. ...........
13320 35522 22201 100.00 21000 TOTAL INCOME 881377 900195 18819 100.00 997425
DEPAfiTMENTAL EXPENSES:
._...----••-..........
ROOMS
15174 15438 264 43.46 13720 DORMITORY 174637 161136 •13501 17.9D 168740
4483 5768 1284 16.24 1510 FOOD 196760 210883 12123 23.43 242860
BEVERAGE
3311 3377 67 9.51 3720 TELEPHONE 50223 60451 10229 6.72 62640
0 0 0 .00 0 RENTALS AND OTHER INCO 0 - .00 0
----------- ----------- •---..._... ...... .........-- --•-...-••• ........... ..-�------- ----- -----------
22968 24583 1615 69.21 18950 TOTAL DEPARTMENT EXPEN 423620 432470 8850 48.04 474240
� DEPARTMENTAL PROFITS:
-------------•--------
' ROOHS
-1894 19979 21872 56.24 7280 UORHITORY 662694 692484 29790 76.93 785005 Y
-4483 -5768 -1284 •16.24 -1510 FOOU •198760 •210742 -11982 -23.41 -24286U
BEVERAC�
-3311 •3353 -42 -9.44 -3720 TELEPHONE -10575 -18566 -7991 •2.06 -23336
40 80 40 .23 0 RENTALS ANU OTHER INCO 4398 4549 151 .51 4376
----------- ----------- ----------- •----- ---------•• ----------- -------.... ...•-•..... ...... ......-----
-9648 10939 20586 30.79 2050 TOTAL DEPARIMENT PROFI 457757 467725 9968 51.96 523185
UNDISTRIBUTED E%PENSES
......................
3519 2872 -647 8.09 1505 ADMINISTRATIUE S GENER 25968 35823 9854 3.98 24460
12309 49505 37196 139.37 10409 PROPERTY OPER. &MAINT 126302 249432 123130 27.71 93908
MARKETING
FRANCHISE FEES
8684 10654 1969 29.99 7660 ENERGY � 96310 101840 5530 11.31 � 95970
•---------- •••-------- ----------- •-•--- ----------• �---------- ----....... -'--'--'-' ---... --------..
24513 63031 38518 177.44 19574 TOTAL UNDISTRIBUTED 248580 387095 138515 43.00 214338
�
� T.S.H.C.•THE FOftUM
i
, PROFIT AND LOSS STATEMENT
AUG31,96
............••--••• PERIOD TO DATE ....••............. .................... YEAR TO UATE -•--•••••--..._.....
I Pnor Year Actual Net Change X Budget Pnor Year Actual Net Change X Budget
....•••••.. ........... ........... ...... ..•-•-••••• ....._...._ ........... •-•-••••••• ._.... ........_..
i -34161 -52092 -17932*�*•*k •17524 GROSS OPERATING PROFIT 209177 80630 •128546 8.96 308847
2292 2292 0 6.45 2292 MANAGEt£NT FEES 27504 27504 0 3.06 27504
..........- -••........ ........... ...... ........... ........... ........_._ .....•••••• •••--. ...---••••-
-36453 •54384 •17932*****" •19816 INC BEFORE FIXED CNARG 181673 53126 •128546 5.90 281343
9085 3929 •5157 11.06 4425 FIXED CFIARGES 52991 50490 -2500 5.61 53100
-•-----••.. ........... ........... ...... ........... ........... ........••• ••......... ...... .-----...._
•45538 •58313 •12775****** -24241 NET INCOME BEFOI2E TAXE 128682 2636 •126046 .29 226243
INCOME TAXES
........... ........... ........••• ...... ......••••• ••......••• ••••••••••• ••........- ------ -------•••-
•45538 •56313 -12775****** -24241 NET INCOME AFTER INC T 128682 2636 •126046 .29 228243
f
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i
�
4
I
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. , t
!
T.S.H.C.•THE FOf2UM
DORMITORY PROFIT ANU LOSS
AUG31.98
..........-•••••••- PERIOD TO DATE •--•...............
.................... YEAR TO DATE ....-------•...•--•
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REVENUES:
•••••••...............
0 24027 24027 67.84 0 ROOM FULL YEAft 97/98 0 763271 763271 89.42 813370
425 0 -425 .00 0 DORM FULL YEAR 96/97 712609 2 •712607 .00 D
0 0 0 .00 0 EARLY SIGN•UP DISCOUNT •2100 0 2100 .00 0
5100 1D800 5700 30.49 8400 A�MIN&PROCESSING FEE 34550 41643 7093 4.88 40000
0 0 0 .00 0 ACTIVITY fEES 20358 22127 1769 2.59 20375
7563 0 •7563 .00 12600 MAINTENANCE FEES 48954 1439 •47515 .17 60000
0 590 590 1.67 0 LATE CHARGES 1740 2177 438 .26 0
175 0 •175 .00 0 PARKING 19947 22321 2374 2.61 20000
0 0 0 .00 0 CABLE N 0 0 0 .00 0
18 0 -18 .00 0 HISCELLANEWS 669 601 •88 .07 0
0 0 0 .00 0 OTHER INCOME 344 38 •306 .00 D
0 0 0 .OD 0 SALES TAJ(REFUND 240 0 -240 .00 0
........... ........•-- ---.....••• •----- ---------.. ....-----•• ----.....-- ---•------. ...... --------...
13280 35417 22136 100.00 23000 TOTAL INCOME 837331 853620 16289 100.00 953745
DIRECT EXPENSES:
---...•---------------
PAYROLL:
1592 888 •704 2.51 1070 DORM MANA6ER 12762 13U79 318 1.53 12840
2393 2509 116 7.08 2000 LEASING 23696 17206 -6490 2.02 22000
293 0 •293 .00 lU0 ROOM ATiENDANTS 7676 6086 •1590 .71 8900
0 0 0 .00 0 COMPUTER LAB 0 1663 1663 .19 0
4756 5324 567 15.03 4300 SECURITY 55868 52070 -3796 6.10 51600
0 312 312 .88 0 UTILITY WORKER/PORTER 1512 1978 466 .23 2700
876 851 •25 2.40 700 PAYROLL TAXES 7803 7046 -757 .83 8400
367 440 73 1.24 350 SUTA PAYROLL EXPENSE 4417 4890 473 .57 4200
94 121 28 .34 100 FUTA PAYROLL EXPENSE 1231 1354 123 .16 � 120U
0 0 0 .00 0 VACATION 769 460 �309 .OS 0
-------•••• ----------- ----------- ----- -•......---
---•......- ----'------ ----------- --"'- -'---......
10372 10445 74 Z9.49 8620 TOTAL PAYROLL EXPENSE 115733 105833 •9900 12.40 111840
514 1233 719 3.48 500 DORM ACTIVITIES 13985 15252 1267 1.79 14400
0 933 933 2.64 0 CLEANING SUPPLIES 353 2233 1880 .26 0
12 1081 1068 3.05 300 OPERATING SUPPLIES 5007 4145 -862 .49 5400
300 0 •300 .00 0 OECORATIONS 363 472 109 .06 700
597 0 -597 .00 900 PRINTING&STATIONARY 9182 108 •9074 .O1 8800
0 0 0 .00 D CHARITABLE CONTRIBUTIO 150 0 -150 .00 0
, . �
' T.S.H.C.•THE FORUM
OORMITORY PROFIT AN�LOSS
AUGi1,98
................... PERIOD TO DATE ...-------....._... •---....._.......... YEM TO DATE ......---........._.
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X ' Budget
1631 0 •1631 .OD 0 UNIFORMS 1631 -70 -17U1 •.O1 0
250 lOD •150 .28 1600 ADVERTISING OTHER 6240 2622 •3618 .31 6000
101 107 5 .30 300 ADVERTISING • PUBIICAT 3411 4263 852 .5D 3600
0 D 0 .00 0 OUiU00R ADVERTISING 0 32U 320 .04 0
0 0 0 .00 0 OTHER SALES PROMOTIONS 161 4443 4283 .52 0
12 0 •12 .00 0 TENANT RELATIONS 224 37 •187 .00 0
0 0 0 .DO 0 LAUNDRY SERVICE 56 0 -56 .00 0
1384 1539 155 4.35 1500 CABLE N 17991 21445 3454 2.51 18000
0 0 0 .DO 0 MISCELLANEOUS 150 32 •117 .00 0
........... ........... ........... ...... .........•• ---•-•••••• --------... ........... ---... .......-•--
15174 15438 264 43.59 13720 TOTAL DIRECT EXPENSES 174637 161136 •13501 18.88 16874�
........... .....�----. ...-------- ...... ........._. ----...---- ........... .....-••••• •----. ..----••••-
•1894 19979 21872 56.41 7280 Gfi055 PROFIT(LOSS) 662694 692484 2979D 81.12 785005
• . 1
THE FORUM
HEADCOUNT-AUGUST
STUDENTS 452
MOVE IN 750
IN HOUSE CONSLTIvII'TION ---
Breakfast 98
Lunch 154
Dinner 185
Sack Lunch 15
TSHC-FORUM
Food Cost of Sales Analysis
Month of August,1998
Beginning Inventory 7,002
Plus: Purchases 7,297
Available For Use 14,299
Less: In House Consumption 0
Theme Nite Credit 750
Ending Inventory 11,789
Cost of Food Consumed 1,760
�
� T.S.H.C.•THE FORUM
FOOD OEPARTMENT PROfIT AND LOSS
A11G31.98
................... PERIOD TO�ATE -----.............. ...••••---...----... YEAR TO UATE •------•••--•--••-•-
Prior Year Actual Net Change X Budget Prior Year Actual Net Change S Budget
REVENUES:
••.......--•••••......
0 0 0 .00 0 F00�SALES • DORM 0 141 141 100.00 0
........... ...••••.... ..__._....- ••-••• ......._... ........••• ••••--..... _......•-•• ---••- ---••---••-
0 0 0 .00 0 TOTAL INCOHE 0 141 141 100.00 0
UIRECT EXPENSES:
PAYROLL:
...................•--
. 763 663 -100 .00 1390 FOOD SERVICE MANAGEMEN 9863 13236 3373*'**�** 16680
994 886 •106 .00 0 COOKS 32222 26751 -5471"-�**** • 31700
905 311 -593 .00 0 CAFETERIA 20299 19504 •795****** 41320
16 552 535 .00 0 DISHWASHERS 15443 19777 4334*****• 19780
194 162 •32 .00 120 FOOD FICA 5943 6102 159****** 7560
0 0 0 .00 0 EMPLOYEE MEALS 480 0 •480 .00 0
0 0 0 .00 0 VACATION 0 450 450 319.36 0
........... ....••----- •••.....--- ------ ........... ...------.. .....----•• ----....... ...--- ----••-----
2873 2577 •296 .00 1510 TOTAL PAYROLL EXPENS 84250 85820 1569****** 117040
OTHER El(PENSES:
•.....................
� 390 1760 1370 .00 0 COST OF FOOD SALES 94977 104401 9423****** 106620
� 0 750 750 .00 �THEME NIGHT � 0 750 75D 532.29 0
0 230 230 .00 0 CLEANING SUPPLIES 2967 ' 3142 175****** 2700
353 254 -99 .00 0 OPERATING SUPPLIES 9268 7592 •1676"***** 8625
868 147 -721 .00 0 KITCHEN SUPPLIES 5474 8514 3040*****k 5760 '
0 0 0 .00 0 UTENSILS 0 0 0 .00 0
0 0 0 .00 0 CHINA 414 0 -414 .00 0
� 0 0 0 .0� 0 LINEN 289 0 -289 .00 1125
0 0 0 .00 0 LAUNDRY SERVICE 144 8 •136 5.68 0
0 50 50 .00 0 EQUIPMENT RENTAL 639 407 -232 289.12 990
0 0 0 .00 0 MISCELLANEOUS 335 '250 -86 177.09 0
----------- ---••-----. .....----•• ----.. ....----••- ....-----•- -.-••••••-- ---•-----'- --.... ...........
1611 3191 158U .00 0 TOTAL OTHER EXPENSES 114509 125063 10554 ****** 125820
--.......-- -•----•.... .-'---••--- ------ ---------• --•-•----.. ....----••- ---........ ...... ....._.....
4483 5768 1284 .00 1510 TOTAI DIRECT EXPENSE 198760 210883 12123 *�"-�-��"*� 242860
...••----•• ----------- ----'--'--- •----- ---------.. �-•-------. ....------- -.........- •---.. ...........
-4483 -5768 �1284 .00 -1510 GROSS PROFIT (LOSS) •198760 •210742 -11982***"'�"� -242860
. ,1
- T.S.H.C.-THE FORUM
TELEPHONE OEPT PROFIT AND LOSS
AUG31.98
................... PERIOD TO DATE -------............ ........----........ YEAR TO DATE -�-------...........
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REVENUES:
••••••................
0 0 0 .00 0 LONG DISTAFlCE REVENUE 21689 23226 1537 55.45 217�0
0 0 0 .00 0 UORM PHONE SERVICE 17407 18267 861 43.61 17604
0 25 25 1U0.00 0 COF8IISSIONS 552 392 •160 .94 0
•-•--•-•••• •••••...... ..........• ------ ........... ••••••••••• •---------- --•--....-• ••.... .--•••-----
0 25 25 100.00 0 TOTAL INCOME 39647 41885 2236 100.00 39304
DIRECT EXPENSES:
...................•--
3057 3171 115**"*** 3000 LOCAL CALLS 28145 37962 9817 90.63 36000
16 -161 -176***"*k 600 LONG DISTANCE EXPENSE 21022 20576 •444 49.13 � 25200
238 367 129*"'*** 120 LONG DISTANCE 800 EXPE 1055 1864 808 4.45 1440
0 0 0 .00 0 LONG DISTANCE TIE LINE 0 47 47 .11 0
----------- ----------- --------'-- -----• ----..._... -------...- ----------- ----....... ...... ------••---
3311 3377 67****** 3720 TOTAL COST OF CALLS 50223 60451 10229 144.33 62640
0 0 0 .00 0 EQUIPMENT LEASE 0 0 0 .00 0
-----—-... .-----�--�. ........... ...... ........... ----------. ........... .......-•-- --�--- ------.....
3311 3377 67**"*** 3720 TOTAL DIRECT EXPENSES 50223 60451 10229 144.33 62640
--------�.. ........... ........... ...�-- --------•-- .........-- ---------- ----------- ------ --...------
•3311 •3353 �42*"*'** -3720 GROSS PROFIT(LOSS) �10575 -16566 -7991 �44.33 -23336
. . �
� T.S.H.C.•THE FORUM
RENTALS 1WD OTHER INCOME
AUG31.98
------••---------- PERI00 TO DATE ................... ....----.......----- YEAR TO DATE ...-----•--.........
Pnor Year Actual Net Change X Budget Prior Year Actual Net Change % 8udget
REVENUES:
---••--•---------•--..
40 SO 40 100.00 0 BRYAN COCA COLA 980 935 •45 20.55 0
0 0 0 .00 0 VENDING 41 3 -38 .O6 1000
0 0 0 .00 0 WASHERS 8�RYERS 3377 3612 235 79.39 3376
........... ........... .......•••• •-•••• ........... ........... .........•• -•---...... ...... ...........
40 80 40 100.00 0 TOTAL INCOME 4398 4549 151 100.00 4376
PAYROLL•
. ....------••--•...•••-
........... ....•------ ------••••• ••.... ........... ........... ........_.. ........... ...... ------...._
TOTAL PAYROLL
DIRECT EXPENSES:
---•------------------
0 0 0 .00 0 MISCELLANEWS 0 • .00 0 ..�
.......•••• ......•••.. ......••••• ••...- -------•••• ----------• ---........ -•----..... -•.... ...........
0 0 0 .00 0 TOTAL�IRECT EXPENSES 0 • .00 0
------•--•. ........... ........... ...... ........... .....---•-• ----------- ----------- ---... ..------••- .
40 80 40 10U.00 0 GROSS PROFIT(LOSS) 4398 4549 151 100.00 4376
. . j
. T.S.H.C.•THE FORUM
ADMINSTRATIVE AND(�NERAL
AUG31.98
•••••••............ PERIOD TO DATE ................... ..---.•••••••....... YEAR TO DATE -..---••--..........
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
PAYROLI: �
.............••••••••-
_.........- -•••••••... .....•..... ...... ........... ._......... ....••••••• ---._...--- •••••• ••.........
TOTAL PAYROLL
O1HER EXPENSE:
...._..•-••••••.......
0 0 0 .00 0 EXPRESS HAIL 13 0 •13 .00 0
146 693 547 1.95 0 PRINTING 8 STATIONARY 419 12153 11734 1.35 2000
20 0 -20 .00 0 DONATIONS 120 250 130 .03 0
1779 0 •1779 .00 100 COMPUTER SOf7WARE/SUPP 3725 3277 -448 .36 1200
0 0 U .00 0 LICENSES&PERMITS 235 75 •160 .O1 0
30 30 0 .OB 0 PAGER RENTAL 8 SERVICE 330 270 -60 .03 0
423 697 274 1.96 175 OPERATING SUPPLIES 2494 3930 1437 .44 210D
19 0 •19 .OD 200 POSTAGE 1445 5606 4161 .62 240D
56 92 36 .26 75 ADVERTISING-NEWSPAPER 421 740 318 .08 900
0 0 0 .00 0 UNIFORMS 0 20 20 .00 0
U 0 0 .00 0 DECORATIONS 265 42 •223 .00 0
77 77 0 .22 90 SAFEfY CONSULTANi 1017 928 -89 .10 1080
168 168 0 .47 200 LEGAL FEES 1922 2016 94 .22 2400
0 0 0 .00 0 ACCTING/PROF FEES 500 1093 593 .12 0
0 0 0 .00 0 CASH SHORT/OVER 102 •51 -153 -.O1 0
0 0 0 .00 0 07HER PROMOTIONS 723 0 •723 .0� � 0
0 0 0 .00 0 LOSS d DAMAGE 3 0 •3 .00 0
0 0 0 .00 0 EMPLOYEE MEDICAL LOSTS 0 62 62 .O1 0
0 781 781 2.20 0 AUTO EXPENSE • MILEAGE 87 781 695 .09 0
31 53 22 .15 75 PAYROLL PROCESSING 846 1033 187 .11 900
-20 •20 •.06 25 BANK CHARGES 187 159 -28 .02 300
0 U D .00 0 AUDIT FEES 2621 0 •2621 .00 4400
68 111 44 .31 0 EMPLOYEE RELATIONS 2021 675 -1346 .OB 0
0 0 a .o0 65 PAGER RENTAL 30 0 -30 .00 780
• 130 189 59 .53 500 EQUIPMENT RENTAL 5319 2637 •2683 .29 6000
573 0 •573 .00 0 MISCELLANEOUS 1123 127 -996 .O1 D
......----- ••--------- --------•-- -----. ......••--- ......----- ----------- ........... ...... ...........
3519 2872 •647 8.09 1505 TOTAL OiHER EXPENSE 25968 35823 9654 3.98 2446U
3519 2872 -647 8.09 1505 TOTAL DEPARTMENT EXPEN 25968 35823 9854 3.98 24460
. , �
• T.S.H.C.-THE FORUM
PROPERTY OPERATIONS&WIINTENANCE
AUG31.98
---••••....••••-... PERIO�TO DATE .......--•--------- ...............•---- YEAR TO DATE ---•----••....----•-
Prior Year Actual Net Change X Budget Prior Year Actual Net Change S 8udget
PAYROLL:
......................
0 2704 2704 7.61 0 MAINTENANCE D 17942 17942 1.99 0
0 247 247 .70 0 ENGINEER FICA 0 1365 1365 .15 0
........... .......•••• ••••-•••••- ...... .........__ •••.....--- ....•••••.. .....--•--- -•.... ---...••••-
0 2951 2951 8.31 0 TOTAL PAYROLL 0 19308 19308 2.14 0
OTHER EXPENSE:
..•••••••••---........
0 800 800 2.25 0 SIGNP,GE 0 351J 3517 .39 0
90 191 1D1 .54 100 OPERATING SUPPLIES 1058 1765 707 .20 1200
0 0 0 .00 0 CABLE/SATELITE N 0 6633 6633 .74 0
0 1736 1736 4.89 0 CONTRACT CLEANING 4753 4840 87 .54 0
0 4197 4197 11.81 3000 REPAIRS- BUILDINGS 11274 32360 21085 3.59 12000
0 0 0 .00 0 REPAIRS• KITCHEN 822 254 -568 .03 0
277 2322 2045 6.54 200 REPAIRS- PLUt�ING 2037 7344 5307 .82 2400 -
0 0 0 .OD 0 REPAIRS - APPLIANCES 2720 10505 7785 1.17 3500
168 340 173 .96 0 REPAIRS• TELEPHONE 3916 1213 -2703 .13 0
1993 38 -1955 .11 300D REPAIRS• HVAC 34905 30112 -4793 3.35 33000 �•
394 394 1.11 0 KEYS\LOCKS 3727 1304 •2423 .14 2100•'
� 42 236 194 .66 0 MAINTENANCE SUPPLIES 737 4173 3436 .46 0 -
I 2017 0 -2017 .00 200 SECURITY SYSTEM MAINT. 7087 2413 -4674 .27 2400
' 0 744 744 2.10 0 ELECTRICAL&MECHANICA 4905 14174 9269 1.57 0
240 532 293 1.50 300 FIRE SYSTEM MAINTENANC 4380 4005 -375 .44 3600
1a10 2055 1045 5.79 0 PARICING LOT 1737 ^2977 1239 .33 0 �
3012 19871 16859 55.94 0 FURNITURE&FIXTURES 4192 35670 31478 3.96 0 '`
650 2860 2210 8.05 300 GROUNDS E LANDSCAPING 3975 8473 4498 .94 360U �•
342 5324 4982 14.99 2500 PAINTING 10351 11238 887 1.25 7500 -
226 2695 2469 7.59 1019 WASTE REMOVAL 11055 14869 3813 1.65 12228
167 20 •147 .06 100 SWIP&4ING POOL 1236 1251 15 .14 600
174 174 0 .49 190 PEST CONTROL 2088 2095 7 .23 2280
U 54 54 .15 0 EQUIPTMENT RENTAL 783 1209 425 .13 0
110 1463 1353 4.12 1500 CARPET CLEAN/REPLALE 5194 26999 21805 3.00 7500
-4 480 484 1.35 0 MISCELLANEOUS 1797 667 •1129 .07 0
1392 0 •1392 .00 0 HVAC\NEW UNITS 1392 0 �1392 .00 0
11 28 16 .08 0 UNIFORMS 182 65 �117 .O1 0
------••-�- ----------- -------••-- ----•. ......----- ----------- --------.. ....------- -..... .......----
12309 46554 34245 131.06 10409 TOTAL OTHER EXPENSE 126302 230124 103822 25.56 93908
'---------- ----------- �---....... .----- ---•-•----- ----•------ -.....•-'-- -•--------- ----•- -------....
12309 49505 37196 139.37 10409 TOTAL DEPARTMENT EXPEN 126302 249432 123130 27.71 93908
,
' T.S.H.C.-THE FORUM
ENERGY
AUG31.98
................... PERIOU TO DATE ......_.--••••-•---
••••..............•• YEAR TO DATE ...........----.....
Prior Year Actual Net Change % Budget Prior Year Actual Net Change X Budget
8325 9537 1212 26.85 6500 ELECTRIC 79230 82372 3141 9.15 78000
292 363 72 1.02 660 G45 8460 8156 -305 .91 7920
67 753 686 2.12 500 WATER&SEHER 8619 11313 2694 1.26 10050
•.......... ........... ..••••••••• ...-•- ••....-•••• ...-------. ..-----.... ........••- -•••.. .---...._..
6664 10654 1969 29.99 7660 TOTAL ENERGY EXPENSE 96310 101640 5530 11.31 95970
. . , �
' T.S.H.C.-THE FORUM
FIXED CHAfiCfS
AUG31.98
................... PERIOD TO DATE ...---..........---
...........-----... YEAR TO OATE ---...._..--••---•--
Prior Year Actual Net Change X Budget Prior Year pctual Net Change k Budget
5169 1447 -3722 4.07 1700 INSURANCE-PROP./LIAB. 20566 18120 •2447 2.D1 20400
2339 2436 96 6.86 2340 REAL PROPERTY TAX 279U5 29999 2094 3.33 28080
•1010 47 1057 .13 180 PERSONAL PROPERTY TAXE 714 701 •13 .OB 2160
893 0 •893 .00 D TELE./SIILES TAX 977 38 •939 .00 Q
2U4 0 •204 .00 205 INSURANCE-E.E.I. 1337 1632 295 .18 2460
0 0 0 .00 0 INTEREST EXPENSE 0 0 0 .00 0
0 0 0 .OU 0 DEPREC • BLDG 0 0 0 .00 0
0 0 0 .00 0 DEPREC - PERSONAL PROP o 0 0 .00 0
0 0 0 .00 0 DEPREC - FURN&FIXTUR 0 0 0 .DO 0
1490 0 •1490 .00 0 IMFJtEST EXP•GR. AMERI 149U 0 -1490 .OD 0
........... .....••---- -........._ ...... ...---...._ •-----..... ...•----... ..._..••••• •----- .....-----•
9085 3929 -5157 11.06 4425 TOTAL FIXED CHARGES 52991 50490 -2500 5.61 53100
'1 ]
T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING AUGUST 31,1998
NET INCOME(LOSS)FROM OPERATIONS (20,457.21)
SOURCES OF FUNDS:
INCREASE IN OTHER PAYABLES ggg,7g
INCREASE IN PREPAID RENTS 474.83
INCREASE IN SECURITY DEPOSITS 750.00
DECREASE IN RENTS RECEIVABLE 2,570.34
INCREASE IN ACCTS PAYABLE ig,7pp,gg
INCREASE IN PROPERTY TAX PAYABLE 9,689.84
TOTAL SOURCES OF FUNDS 12,635.47
USES OF FUNDS:
INTERCO TRANSFERS 19,359.26
DECREASE IN ACCRUEO PAYROLL 2,413.88
INCREASE IN PREPAIDS 165.09
TOTAL USES OF FUNDS 21,938.23
NET INCREASE(DECREASE)IN CASH ,, p2_
CASH ACCOUNTS:
BALANCE AT 07/31/98 BALANCE AT 08/31/98
DEPOSITORY-FNB CURRENT 9,020.96 21,241.39
DEPOSITORY-FNB EARLY 0.00 0.00 •
REPLACEMENT RESERVE-TCB 12,952.17 18,476.56
OPERATING-TCB 104,021.08 95,486.54
DEPOSITORY-TCB CURRENT 88,246.54 69,733.35
DEPOSITORY-TCB EARLY 82.89 83.04
PE'T"fl'CASH 0.00 0.00
TOTALS 214,323.64 205,020.88
NET WCREASE(DECREASE)�.�,{9.3�,2 �
r ,
T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE �
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING AUGUST 31,1998
NET INCOME(LOSS)FROM OPERATIONS 430,629.46
SOURCES OF FUNDS:
INCREASE IN ACCTS PAYABLE 23,036.05
INCREASE IN PREPAID RENTS 23,059.87
DECREASE IN RENTS RECEIVABLE 2,928.50
INCREASE IN DEFERRED DORM INCOME 174,000.00
INCREASE IN ACCRUED PAYROLL 277.16
TOTAL SOURCES OF FUNDS 653,931.04
USES OF FUNDS:
DECREASE IN DEFERRED INTEREST EXPENSE 387,927.00
INCREASE IN PREPAIDS 2,267.58
INTERCO TRANSFERS 111,263.56
DECREASE IN PROPERTY TAX PAYABLE 6,573.28
DECREASE IN OTHER PAYABLES 4,479.24
DECREASE IN SECURITY DEPOSITS 3,612.67
TOTAL USES OF FUNDS 516,123.33
NET INCREASE(DECREASE)IN CASH I,'3;7$O7.l3' ,
CASH ACCOUNTS:
BALANCE AT 08/31/97 BALANCE AT OS131/98
DEPOSITORY-FNB CURRENT 4,303.60 21,241.39
DEPOSITORY-FNB EARLY 0 00 0.00
REPLACEMENT RESERVE-TCB (3,918.71) 18,476.56
OPERATING-TCB 61,338.83 95,486.54
DEPOSITORY-TCB CURRENT (4,424.10j 69,733.35
DEPOSITORY-TCB EARLY 9,913.55 83.04
PETIY CASH 0.00 0.00
TOTALS 67,213.17 205,020.88
NET INCREASE(DECREASE)�3_7,8.e,� 1�
T.S.H.C.•COLONY APTS.
APARTMENT BALANCE SHEET
AUG31,98
_....••-........ PERIOD TO�ATE .................................... YEAR TO DATE ._....-----•••••-
Actual X Budget X Actual X Budget k
ASSETS
•••-•----------------•--•
CURRENT ASSETS:
�EPOSIT•15T NATL-CURRENT 12220.43 .00 .00 .00 21241.39 .00 .00 .00
CASH CLEARING .00 .00 .00 .00 .00 .00 .00 .00
DEPOSIT-15T NATL-EAfiLY .00 .00 .00 .00 .00 .00 .00 .00
REPLACE. RES. ACCT-T.C.B. 5524.39 .00 .00 .00 18476.56 .00 .00 .00
OPERATING ACC.-TCB 95/96 •8534.54 .00 .00 .00 95466.54 .00 .00 .00
OPERATING ACC.-TCB 96/97 .00 .00 .00 .00 .00 .00 .00 .00
DEPOSIT-T.C.B.•CURRENT -18513.19 .00 .00 .00 69733.35 .00 .UO .00
DEPOSIT•T.C.B.•EARLY .15 .00 .00 .00 83.04 .00 .00 .00
PE1lY CASH .00 .00 .00 .00 .00 .00 .00 .00
ACCTS REC•RETURNED CHECKS .OU .00 .00 .00 .00 .0� .00 .00
ACCT REC • APT RENTS -2570.34 .00 .00 .00 10831.37 .00 .�0 .00
PREPAID INSURANCE 165.09 .00 .00 .00 5919.15 .00 .OU .00
•••••......... ....... .•.........--- -----•• ------........ ...-•-- ••-------..... .......
TOTAL CURRENT ASSETS -11708.01 .00 .00 .00 221771.40 .00 .00 .00 "
+ PROPERTY AND EQUIPMENT:
BLDG/IMPROVE•COLONY APTS .00 .�0 .00 .00 3520000.00 .00 .00 .00 "�
ACC UEP•BLDG. COLONY .00 .00 .00 .00 -95280.00 .00 .00 .00
BLDG/IMPROVE-10 QUADS .00 .00 .00 .00 78000D.00 .OU .00 .00 �
ACC DEP•BLDG. qUADS , .00 .00 .00 .00 -21113.68 .OU .00 .00
MAKE READY-APAfiTMENTS .00 .00 .00 .00 .00 .00 .00 .00 .
MAKE READY-QUADS .00 .00 .00 .00 .00 .00 .00 .00
PERSONAL PROP-C�LONY APTS .00 .00 .00 .00 24000.OU .00 .00 .00 �•
� ACC DEP-PER PROP. COLONY .00 .00 .00 .00 •2537.36 .00 .00 .00 �
PERSONAL PROP-10 QUA�S .00 .00 .00 .00 20000.00 .00 .00 .00 .�,
ACC DEP-PER PROP. QUADS .00 .00 .00 .00 � -1567.60 .00 00 .00
LAND-COLONY APARTMENTS .00 .00 .00 .00 450000.00 .00 .00 .00
w+�-ia Quaos .00 .00 .ao .00 z00000.ao .00 .00 .00
-------------- ••••••• ------------.. ....... -----��------- --..... ..------------ -------
TOTAL PROPERTY AND EQUIP .00 .00 .00 .00 4873501.36 .00 .00 .00
OTHER ASSETS:
SUSPENSE .OU .0� .00 .00 .00 .00 .00 .00
� DUE FROM TOWER 19359.26 .00 .00 .00 230853.95 .00 .00 .00
.............. .••---- .....--•------ ------ .....--------• ----... ...-------.... ....---
TOTAL OTHER ASSETS 19359.26 .00 .00 .00 230853.95 .00 .00 .OU
....--'-----•• ------- ------'-•--'-- ------• •------------ .....-- ---'---------- --.....
TOTAL ASSETS 7651.25 .00 .00 .00 5326126.71 .00 .00 .00
T.S.H.C.•COLONY APTS.
APARTMENT BALANCE SHEET
AUG31.98
'••--•-•------•• PERIOD TO DATE ..........................•••••..... YEAR TO DATE ...._.....---....
Actual X Budget % Actual X Budget X
LIABILITIES 8 CAPITAL
••••••-••••...•••••••••••
CURRENT LIABILITIES:
ACCT PAYABLE TRADE 18720.88 .00 .00 .DO 49580.10 .00 .00 .00
FICA• EMPLOYEE 266.51 .00 .00 .00 .00 .00 .00, .00
ACC. INTEREST-ROSSCO NOTE .00 .00 .00 .00 153464.00 .00 .00 .00
EMPLOYER FICA 266.51 .00 .0� .00 .00 .00 .00 .00
SUTA• EMPLOYER 66.26 .00 .00 .00 .00 .00 .00 .00
FUTA • EMPLOYER 17.66 .UO .00 .00 .00 .00 .00 .00
INS REFUND PAYABLE RHI .00 .DO .00 .00 11514.38 .00 .00 .00
FED WITHOLOING TAX 269.85 .00 .00 .00 .00 .00 .00 .00
REAL PROPERTY TAX PAYA9LE 9543.20 .UO .00 .OD 76345.60 .00 .00 .00
PERSONAL PROP TA%PAYABLE 146.64 .00 .00 .OD 1173.12 .00 .00 .00
PREPAID RENTS 474.83 .00 .00 .00 23�59.87 .00 .00 .00
SECURITY OEPOSITS 750.00 .00 .00 .00 43696.33 .00 .00 .00
CHILD SUPPORT PAYABLE .00 .00 .OU .00 .00 .00 .00 .00
DUE TO TOWER .00 .00 .00 .00 .00 .00 .00 .00
ACCRUED PAYROLL •2413.88 .00 .00 .00 473.85 .00 .00 .00
DEFERRED INTEREST EXPENSE .00 .00 .00 .00 •853443.00 .00 .00 00
DEF. DORM REVENUE-98/99 .00 .00 .00 .OU 174000.00 .00 .00 00
DEF. DORM REVENUE-97/98 .00 .00 .00 .00 .00 .00 .00 .00
DEF. ACTIVITY FEE•96/97 .00 .00 .00 .00 .00 .00 .00 .00
-------------- ------- -------------- ------- -------------- ----�-- --�-------- -- ---....
TOTAL CURRENT LIABILITIES 28108.46 .00 .00 .0� -320133.75 .00 .�0 00
LONG TERM LIABILITIES
NDTE PAYABLE-COLONY APTS .00 .OD .00 .00 4000000.00 .00 .00 .00
NDTE PAYAHLE•10 QUADS .00 .OU .00 .00 1000000.00 .00 .00 .00
-'------------ -----' -------------• ------- -----......... ....... .....--------- -------
TOTAL LDNG TERM LIAB. .00 .00 .00 .00 5000000.00 00 .00 .00
CAP[TAL:
CURRENT YR P/L •20457.21 .00 .00 .00 430629.46 .00 .00 .00
RETAINED EARNINGS .00 .00 .00 .00 215631.00 .00 .00 .00
------------•. ....... .............. ....... .........'---- ....--- ------------ •'----'
TOTAL CAPITAL -20457.21 .00 .00 .OD 646260.46 .00 .00 .OU
-------------- ------- -------'--.... ....... .............. ....... ..........---- .......
TOTAL LIAB S CAPITAL 7651.25 .00 .OU .00 5326126.71 .00 .00 00
TSHC-COLONY APARTMENTS -
VARIANCE ANALYSIS
AUGUST 1998
F=FAVORABLE
U=UNFAVORABLE
BUDGETED ACTUAL VARIANCE EXPLANATION
Net Income(Loss) 23,571 (20,457) (44,028) U
Revenues 93,767 89,006 (4,761)U �
Expenses:
Payroll 9,551 9,608 (57) U ,
Make Ready 2,000 14,323 (12,323) U carpeting
Apt.Operating Exp. 18,650 45,235 (26,585) U refinish tubs and counter tops 6965U
paricing lot repairs 2176U
refridgerator 1367U
desks and chairs 5423U `
painting 2536U
pest control-termite treatment 6443U
otherexpenses 1675U
4-Plex Operating Exp. 5,130 3,740 1,390 F
A&G 3,455 4,024 (569) U
Advertising 2,350 4,076 (1,726)U
Energy 13,550 13,809 (259) U
Fixed Expenses 12,800 11,938 862 F
Management Fees 2,710 2,710 0 F
TOTAL EXPENSES 70,196 109,463 (39,267)U
TOTAL PROFIT(LOSS) 23,571 (2a,457) (44,028) U ~
T.S.H.C.-COLONY APARTMENTS
TREND ANALYSIS
Budgeted Actual Budgeted Actual Budgeted Actual Act.vs Budget
Budgeted Actual Operating Operating FixedlMgmt Fixed/Mgmt Net Profit I Net Profit/ Net Pro(t/
MONTH Revenues Revenues Expenses Expenses Expenses Expenses (Lass) (Loss) (Loss)
SEPT97 135,309 132,011 47,074 59,112 15,510 16,172 72,725 56,727 (i5,998)
OCT97 135,898 13D,251 45,974 36,627 15,510 16,172 74,414 77,452 3,038
NOV 97 135,309 137,198 43,039 50,772 15,510 16,172 76,760 70,254 (6,506)
DEC 97 135,898 125,567 41,889 49,296 15,510 15,451 78,499 60,820 (17,679)
JAN 98 135,898 127,071 43,124 54,749 15,510 3,986 77,264 68,336 (8,928)
FEB 98 134,132 124,933 41,439 48,811 15,510 15,297 77,183 60,825 (16,358)
MAR 98 135,898 131,474 43,239 78,127 15,510 14,892 77,149 38,455 (38,694)
APR98 135,309 129,841 46,439 63,310 15,510 14,892 73,360 51,639 (21,721)
MAY 98 122,362 108,757 65,631 57,277 15,510 14,648 41,221 36,832 (4,389)
JUNE 98 93,767 75,822 65,537 96,119 15,510 14,648 12,720 (34,945) (47,665J
JULY98 93,767 84,521 63,542 105,179 15,510 14,648 14,715 (35,306) (50,021)
AUG 98 93,767 89,006 54,686 94,815 15,510 14,648 23,571 (20,457) (44,028)
TOTALS 1,487,314 1,396,452 601,613 794,194 186,120 171,626 699,581 430,632 (268,949J
T.S.N.C.•COLONY APTS.
APARTMENT PROFIT AND LOSS
AUG31.98
.....-••........••• PERI00 TO DATE ................... .-•••••............. YEAR TO DATE --....---•........--
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
REUENUES:
......................
78032 65904 -12129 74.04 74448 SCHE�ULED RENT 1072846 996802 •76044 71.38 1107414
•41 1783 1823 2.0� 300 OTHER INCOME 6947 8999 2051 .64 5400
-2005 •1657 348 •1.66 •1861 LOSS DUE TO OLO LEASES •6028 •18965 •12937 •1.36 -27687
20084 19359 -724 21.75 19530 EXTEN�ED STAY 140256 234178 93921 16.77 234360
0 241a 2410 2.71 250 MAINTENANCE FEES 2596 13840 11245 .99 3000
674 730 56 .82 300 LATE CHARGES 7634 7180 -454 .51 6300
0 0 0 .00 0 VEN�ING INCOME 11 0 -11 .00 0
0 0 0 .00 0 4PLEX (FULL YEAR)97/98 0 147125 147125 10.54 147127
0 0 0 .00 0 4•PLEX (FULL YR) 96/97 215367 0 •215367 .00 0
197 0 •197 .00 0 BRYAN COCA COLA 197 82 •115 .O1 0
851 477 -374 .54 B00 WASHERS AND DRYERS 8193 7212 -981 .52 11400
0 0 0 .00 0 SALES TAX REFUND 3256 0 -3256 .00 0
........... ........... ........... ...... .........•• •.......... .......---. ..._....--- ------ --.........
97792 89006 -8786 100.00 93767 TOTAL INCOME 1451274 1396452 •54822 100.00 1487314
EXPENSES:
„ PAYROLL:
......................
D 0 0 .00 0 MAINTENANCE SUPERVISOR 0 0 0 .00 0 �,
2035 0 -2035 .00 1700 APARTMENT MANAGER 15515 10865 •4650 .78 20400 ���-
4667 4792 125 5.38 3500 LEASING 28423 41250 12827 2.95 33500
. 1678 1900 222 2.14 2000 MAINTENANCE 15283 22515 7231 1.61 1620�
0 1421 1421 1.60 0 HWSEKEEPING 0 11944 11944 .86 0
0 0 0 .00 0 UTILITY WORICER 0' 741 741 .OS� 0 ��
" 846 837 •12 .94 595 PAYROLL TAXES - FICA 5432 7153 1721 .51 5539 '
210 0 •210 .00 ' 0 VACATION 894 840 •54 .06 0
. 92 409 317 .46 150�HOUSE ATTENDAN'f 10470 5429 •5042 .39 10900
0 0 0 .00 0 ADVERTISING-OTHER 4090 � 1951 -2139 .14 0
255 194 -60 .22 186 SUTA PAYROLL TAX EXPEN 1589 2228 638 .16 1634
71 56 -15 .06 66 FUTA PAYROLL TAX EXPEN 443 600 157 .04 540
0 0 0 .00 0 INS • EMPLOYEE ACCIDEN 0 0 0 .00 0
-......... ........... .•----•---- --•--- ------••--- -----'----- -----...... ........... ..••-- -------•---
9856 96U8 •248 10.80 9551 TOTAL PAYROLL EXPENSE 82141 105515 23374 7.56 88713
MAKE READY:
---'..................
9568 0 -9568 .00 500 PAINTING 14633 247 -14386 .02 2500
12724 , 14323 1598 16.09 1500 CARPET CLEAN/REPLACEME 56882 42937 •13945 3.07 37000
3300 0 -3300 .00 0 WALLCOVERING/TILE 3300 0 -3300 .00 0
83 0 �83 .00 0 CLEANING SUPPLIES 168 0 -168 .00 0
. 0 � 0 0 .00 0 MISCELLANEWS 141 0 -141 .00 0
T.S.H.C.-LOLONY APTS.
APARTMENT PROFIT ANO LOSS
AUG31.98
•••••••••.......... PERIOD TO DATE •••................ .................... YEAR TO DATE ._...._...._........
Prior Year Actual Net Change X Budget Prior Year Actual Net Change X Budget
........... ........... ..........• ••.... ........--- •••.......• ••---•--... ........... ....__ ....--••---
25675 14323 -11353 16.09 2000 TOTAL MAKE READY EXPEN 75125 43184 •31941 3.09 39500
OPERATING EXPENSES:APT
......................
0 0 0 .00 0 SIGNAC� 0 0 0 .00 0
24 98 73 .11 100 OPERATING SUPPLIES 622 1731 1109 .12 1200
39 212 173 .24 0 CLEANING SUPPLIES 398 1018 621 .07 0
0 0 0 .00 0 EXTENDED STAY E%PENSES 400 0 •aoo .o0 0
1030 0 -1030 .00 0 CONTRACT LNBOR 1030 0 •1030 .00 0
3525 2730 -795 3.07 lU��CONTRACT CLEANING 9158 8865 •293 .63 8600
5514 17402 11889 19.55 4UU0 REPAIRS- BUILDING 68517 103727 35210 7.43 47500
337 650 313 .73 150�REPAIRS- PLUMBING 22599 49899 2730D 3.57 15000
0 0 0 .00 0 REPAIRS -AUTOMDBILES 45 0 -45 .0� 0
0 0 0 .00 0 REPAIRS- OFFICE MACHIN 15 0 •15 .0� 0
2450 124 •2326 .14 650 REPAIRS -APPLIANCES 9995 3168 -6827 .23 780U
214 1265 1051 1.42 0 REPAIRS - ROOF 449 4506 4057 .32 0
870 0 •870 .00 0 REPAIRS• TELEPHONE 1393 431 -962 .03 0
2907 2189 •718 2.46 1000 REPAIRS- HVAC 39283 35410 -3873 2.54 28000
14 69 55 .OB 150 UNIFORMS 1064 2407 1343 .17 1800
1242 1298 56 1.46 200 KEYS\LOCKS 2841 6179 3338 .44 2200
199 1339 1140 1.50 700 MNINTENANCE SUPPLIES 4437 8650 4213 .62 8900
0 0 0 .00 0 SECURITY SYSTEM MAINT. 0 0 0 .00 0
253 431 178 .48 1500 ELEC7RICAL AND MELHANI 2659 10023 7364 .72 10500
209 0 -209 .00 0 FIRE SYSTEM MAINTENANC 270 576 306 04 0
0 2176 2176 2.44 0 PARKING LOT 4495 6056 1561 .43 0
1182 9271 8089 10.42 300U FURNITURES AND FIXIURE 15195 50434 35239 3.61 26000
1957 1617 �340 1.82 19U0 GRWN�S AND LANDSCAPIN 23423 23239 -184 1.66 22600
4769 2536 •2233 2.85 8U0 PAINTING 24259 24966 706 1.79 9600
368 571 203 .64 225 WASTE REMOVAL 2871 4266 1395 .31 2700
180 707 527 .79 1500 SWIFPIING POOL/GROUNDS 7022 8329 1307 .60 7600
425 425 0 .48 425 PEST CONTROL 6060 11398 5338 .82 5100
0 0 0 .00 0 EOUIPMENT RENTAL 766 771 5 .06 0
9 125 116 .14 0 HISCELLANEOUS 1757 372 -1385 .03 0
0 0 0 .00 0 HVAC\NEW UNITS 0 0 0 .00 0
'.......... ....••••--- ----------- -•---- -....------ --......... ........... .....-----. ....-- --------..
27717 45235 17518 50.82 1865D TOTAL APT. OPER. EXPEN 251022 366421 115399 26.24 205300
OPERATING EXPENSE:4-PL
---------------'------
0 0 0 .00 1000 19 MEAL PLAN 8935 5004 -3932 .36 10700
665 0 •665 .00 100 OPERATING SUPPLIES 2276 1027 •1249 .07 1200
T.S.H.C.-COLONY APTS.
APARTMENT PROFIT AND LOSS
AUG31.98
............••••••• PERIOD TO DATE ................... ....__..........---• YEAR TO�ATE --...••---......_...
Prior Year Actual Net Change % Budget Prior Year Actual Net Change % Budget
120 455 335 .51 0 CONTRACT CLEANING 330 805 475 .06 0
310 664 354 .75 1000 REPAIRS - BUILDING 310 5111 4801 .37 7500
0 0 0 .00 0 REPAIRS - PLUMBING 0 569 569 .04 2000
645 0 •645 .00 0 REPAIRS • H4AC 1026 2462 1436 .18 0
0 0 0 .00 D MAINTENANCE SUPPLIES 0 22 22 .UO 0
0 0 0 .00 0 ELECTRICAL 6 MECHANICA 1842 0 •1842 .00 0
0 477 477 .54 0 FURNITURE S FIXTURES 201 11211 11011 .80 4000
D 0 0 .00 0 PAINTING 362 2286 1924 .16 0
0 0 0 .00 250 WASTE REMOVAL 1277 0 -1277 .00 3U00
0 0 0 .00 160 PEST CON1Ti0L 2980 600 •2180 .06 192D
0 0 0 .00 1820 M/R PAINTING 0 567 567 .04 6820
78 0 •78 .00 0 M/R CMPEf LLEAN/REPLA 138 2184 2047 .16 7000
0 0 0 .00 0 M/R CLEANING SUPPLIES 35 311 276 .02 0
764 1353 589 1.52 400 CABLE T.V. 5212 11664 6452 .64 aaoo
561 791 229 .89 400 TELEPHONE 5136 9248 4112 .66 4800
0 0 0 .00 0 M/R MISCELUWEIXIS 0 0 0 .00 0
•••••••...- -•-•-•••--- ---------- ------ ----------- ........... ......----- --�-----... ...... _.....----- ,.
� 3143 3740 597 4.20 5130 TOTAL OPER EXP:4•PLEX 30058 53269 23211 3.81 53740 ,
� ADMIN 6 6EN EXPENSES:
......................
48 96 48 .11 50 POSTAGE 2545 367 •2178 .03 600
� 281 0 -281 .00 0 PRINTING AND STATIONAR 3685 4909 1225 .35 4300
0 0 0 .00 100 OFFICE SUPPLIES 1147 372 •775 .03 1200
405 , 1288 883 1.45 300 OPERATING SUPPLIES 8707 .•3274 -5432 .23 3100.•'
461 0 •461 .00 1500 ADVERTISING•NEWSPAPER 12190 320 -11670 .02 11500
20 0 •20 .00 0 DONATIONS/SCHLORSHIPS 4306 � 250 •4056 .02 0� ,
0 0 0 .OU 100 COMPUTER SOFTWARE/SUPP 7376 1539 •5637 .11 1200
0 82 82 .09 0 TENANT RELATIONS 2071 2358 287 .17 0 ,
D 229 229 .26 0 TRAVEL 8 ENTERTAINMENT 0 335 335 .02 0
0 0 0 .00 100 DUES&SUBSCRIPTIONS 1170 1135 -35 .08 1200
429 441 12 .50 400 TELEPHONE 4895 4874 -21 .35 4400
0 100 100 .11 0 LICENSES AND PERMITS 0 633 633 .05 0 �
43 43 0 .05 50 SAFETY CONSULTANT 549 519 •30 .04 600
280 280 0 .31 250 LEGAL FEES 3133 3360 227 .24 3000
0 ' 0 0 .00 0 ACCOUNTING/PROFESSIONA 86D 710 -150 .OS 0
0 0 0 .00 0 CASH OVER/SHORT • 0 .00 0
0 0 0 .00 0 OhIER PROMOTIONS 1032 0 -1032 .00 0
353 50 •303 .06 0 LOSS 8�AFl4GE 258 1500 1241 .11 D
0 32 32 .04 0 EMPLOYEE MEDICAL LOSTS 0 511 511 .04 0
D 781 781 .88 0 AUTO EXPENSE • MILEAGE 41 781 740 .06 0
20 38 18 .04 25 PAYR�LL PROCESSING 286 496 210 .04 300
' T.S.H.C.-COLONY APTS.
APPRTMENT PROFIT AND LO55
AUG31.98
....-•............. PERIOD TO DATE..........._....... •••...•••.....__.... YEAR TO DATE -............_......
Prior Year Actual Net Change X Budget Prior Year Actual Net Change % Budget
263 299 37 .34 200 BANK CHARGES 2845 4346 1501 .31 2400
0 0 0 .00 0 AUDIT FEES 2314 4222 1908 .30 3606
0 100 100 .11 100 EMPLOYEE/TENANT RELATI 1596 388 -1208 .03 1200
195 164 •31 .18 280 EpUIPMENT RENTAL 2483 2567 84 .18 3360
2 0 -2 .00 0 HISCELLANEWS 252 35 •217 .00 0
---•------- ---•....... ........... ...... ........... ••••••..... ........... ------..... --•... -------....
2802 4024 1222 4.52 3455 TOTAL ADMIN EXPENSES 63741 39801 •23940 2.85 41960
AOVERTISING: �
•--•..................
0 0 0 .00 0 CHARITABLE CONTRIBUTIO 150 0 •150 .00 0
0 100 100 .11 0/�VERTISING O1HER 768 1967 1198 .14 4800
840 744 -96 .64 500 PUBLICATIONS 5604 12600 6996 .90 6000
0 0 0 .00 0 RADIO 0 2860 2860 .20 0
0 0 0 .OD 0 PRINT MATERIAL 0 2614 2614 .19 0
1509 3232 1723 3.63 1850 OTHER SALES PROMOTIONS 23997 33552 9555 2.40 22200
0 0 0 .00 0 MISCELUUJEOUS 7 0 -7 .00 0
----------- ----------- ----------- -••--- ........... .........-- ----------- ---------�- -•--•• ---�-------
2348 4076 1728 4.58 2350 TOTAL ADVERTISING 30526 53592 23066 3.84 33000
ENERGY EXPENSES:
--��-----------------
2785 2858 72 3.21 1800 ELECTRIC - 4 PLEX 18489 21731 3242 1.56 21600
1262 1215 -47 1.37 1100 WATER AND SEWER • 4 PL 10689 16894 6205 1.21 13200
7165 7075 •90 7.95 7000 ELECTRIC 60726 65928 5202 4.72 70000
91 81 -10 .09 150 GAS 1933 1354 -579 10 1800
2493 2560 88 2.90 3500 WATER AND SEWER 32557 26503 •6054 1.90 32600
------'--" ........... ........... ...... ........"- '---------- ------'---• ------'---- --'--- ----...----
13796 13609 12 15.51 13550 TOTAL ENERGY EXPENSE 124394 132410 8016 9.46 139400
-----•'-'-' ----'------ ----------- ------ -"----.... ........•-- ----------- --'--.....- --'--- ----'----'
12453 -5809 �18262 -6.53 39081 GfiOSS OPERATING PROFIT 794268 602259 -192009 43.13 885701
FII(EU CHARGES:
......................
8549 2246 •6301 2.53 3245 INSURANCE 36889 29404 •7485 2 11 38940
16791 9543 -7248 10.72 9410 REAL PROPERTY TAX 120500 108200 -12299 7.75 112920
416 147 -270 .16 145 PERSONAL PROPERTY TAXE 2115 1504 -610 .11 1740
0 0 0 .00 0 INTEREST EXPENSE 0 0 0 .00 0
----------- �---------- ----------- ------ �-��----�-- -�--------- ------�--•. ........... --�--- ---.....--
25756 11938 -13818 13.41 12800 TOTAL FIXED LHARGES 159504 139109 -20395 9.96 153600
2710 2710 U 3.04 2710 MANAGEMENT FEES 32520 32520 0 2.33 32520
T.S.H.C.•fALONY APTS.
APARTMENT PROFIT AND LOSS
AUG31.98
................... PERI00 TO�ATE ._................. •••••••••••---...--- YEAR TO DATE -........._.......--
Prior Year Act�al Net Change X Budget Prior Year Actual Net Change X � Budget
•---••••... ••••••••••• ••••••••••• ••.... .........•- ••..._.__.. ........... ....---._.. ._..•• -•••--•-•••
•16013 •20457 •4444 •22.98 23571 INCOME BEF INCOME TAXE 602244 430629 -171615 30.84 699581
.....--•••• ••••••••••• ••••••••••• ••••.. ........... ••••••••-.. .•-••••-•-- -•••••..... ...... ....._...•-
•16013 •20457 •4444 -22.98 23571 NET INCOME AFTER TAI(ES 602244 430629 -171615 30.84 699581
Y •
� EN : -
•Complqe flems 1 and/ar 2 fw addNonel earvicea. ��^.+�WISh t0 f9C61Ve iF19
a •comp�efe neme s,<e,ena an. following services(tar en
p •P�int your nama entl eddrase on the revarea of Mh fam so Msl we aen ntum Wa eMfe fe9):
card to yau. a
j •Attach Nle b`m to the haM d Ihe mallp4ca.w on tha 6ack II epace doee not 1.❑Addf9SSBB'9 Addl659
�� .wP nte�aenrm aecet�Raqusuxr on�he me��p�a�e ba�ow ma enlde numoec 2.0 RasMcted Dellvery N
.The Felien Re�Mpt xiB stww to whom IM entde was Celivaretl end the tlate
� aahwred. Consutt postrnaster for fee. �
� 3.Article Addressed to: 4e.Artide Number
Madison]oint Ven[ure P 1]5 327 750 E
a Mr.Manny Farahani 4b.Servlce Type 8
� Mr.Pe[er Barlin ❑Registered �Certffled ¢
c/o ASC Management,Inc. ❑�press Mall ❑ Insured �
3724 Jefferson,Suite 306 ❑qe qece� for Memhendlse ❑COD '
Austic� TX 78'731 7.g�t o II ely�/ �� �
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S.Recelvd�y:(PrintNeme) 8. ressee' Address(Ontyi/requesle �
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— PS Fortn ,December 1994 1�2585-91-8-0179 Domestic Return Receipt
r
�h UNRED STATES POSTAL SERVICE Flfst-Class MAII
Postege R Fees Peid
USPS
iPermit No.G40
. •Print your name,address,and ZIP Code in this box•
99999-0001
William D.Moon
lenlcens&Gilchrist
1445 Ross Avenue
Suite 3200
Dallas,T'X 75202
� �lni�����en�i���un��i�i�n�� III����.LLJJI���ILi�,l.l�����lll
P 115 327 75D �`'QL
us Po�s�i�a �
Receipt for Cert'ified Mail
No Insurance Coverage Provided.
Oo not use lar Intematlonal Mail See reverse
Senu� -- —
Madison Jomt Venmre l
�Mc Manny Fazahani,Mr Perer
Barhn,c/o ASC Management,Inc.
p�3724 Jefferson,Swte 30G
A,,stm TX 7873I
POsiagB �'
Ca�ed Fee
Spadal Delivery Fee
N Restriqed UeOvery Fae I$
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WFwm d Data De
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€ Postnarkor0ete j$
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poetage stamps to erticle to�over FlrsFClese poatage,ceKllied mail fe¢,end
�ea lor any aelectad apllonal sarvicee(See/mnf)
it you want Ihis receipl posimarked,suck ihe gummed sYub to the rght ol the retum
ldress leaving tha receipt attached,arid present ihe arUde al a post o1fKe semce �
xindaw ot hand it lo your ni21 camer(iro extra char9e). m
>
2, If you da rrot wai�t tlus recelpt postma�lced,slidc the gummed stu6 to the ight o�Ihe �
retum address of tl�e ai4de.date,datech,and reMaln the rece�pl•and mtil Me aNde
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3 It you waM a retum iecelpl,wnte�he cerl�ied mal number and yow name aM add(ass �
on a reNm receipl card,Form 3811,end edach�to the hom ol lhe aNde by means of the
gummed ends d space permds•OthenNse,atfix to back of aNde.Endorse fmrit ot e�lde ��
pETUpN NECEIPT FEDUESTED edacent tothe number.
4 II you want deNvary restncted to Ihe eddressee,ar to an auCionzed agent ol Me �g
addressee,endorseRE57AICTEUDEWEHYonlhelronlWiheaNde �
5. Enler lees for Na services requested in Me appropriate spacas an Ihe IroM W this €
receipt.N reNm receipt is�eWasYed,check Me epp6cable bbdcc in ilem 1 oi Fonn 3011. -LL
6.Save tMs raceipt and presait It d you make an Inquiry. � • a
' �'� r
i `
Conf,irmation Report—MemorySend
Time : Sep-24-98 09:58am
Tel line 1 : �
Name .
Job number . 320
Date . Sep-24 09:48am
To . 1698tl99999tl4n7614T66
Document Pases . 02
Start time . Sep-24 09:49am
End time . Sep-24 09:58am
Pases sent . 02
Job number : 320 *** SEND SUCCESSFUL ***
F r.ecY�r wi!!noi 6r J�NI�NS Sc G1LCI�IRIST �����«T+
c�a�rn+�d bYPAr�ws Yaoi�Wv+l CorPorstlon �irf�
..t�::.�.q..��ud. Frnaniain Piaac
1445 Ross Avcmi�,SyiC�3200 Sm�Ari ko
Dallns,Tcxas 75202 w h.nyrw.,n.c.
(214)555-4300
. Talecopicr(214)855-4300
' To- Scoa Sradloy
ComPaaY- BracilcY ffi Brad]oy
T�lnco i r p: 214"161-4766
PY'om= Hill Mooa
Operataro 7�G Fax Rnoxn Operaxor
O rumr Phoae.4: 214 855vi'YJ7
�MESSAGE•
HAPpY HII2T'i-IDAYI
. 9 :
Tbc lnfoimarion covrsivcd Sa md isanamv[[e6 wlih mta! sSmlle ta
1� S118I�CT 1'O TFZFi AITDRNSYCLIFNl PR1V1L608:
2- wTyOa]Y8Y WORY YAODilcT�UR
3. CONSiDENTIAt�.
h i+im�eG nnry Tor 0c iaClvldual oc mtlry dnaf�ax�G abovc. You axe h¢r¢by mntl�A max sny dyaacm�zyvuen�6ign-abu[fon.copyipQ.os uvc
oY or a�llmcc uyon th�Ln!siop conmivcd in am irmsmi�6 wlih mU fxalmil�by oi�n afyyuvc oYhct�ap me re dcaigaa�M ubnva
bY��a�otl�r i.wcvho'cd vW s c�HY��tbtrro. ITY��vv rec vvd�_ Ia�aimil�aa .Dlauc audfy]mYvay dc Oilehrl¢s.s
co��on bY slcPtia Q14)ASS-4Tl'l:.�, scly. MY t s 6esavY �a1Y QneaazoiRc6 io Yo�aLnul6 b�lmmcd"atclY
m�urnca m me pY Ls.Mail.or`t[svd�orivrion is e�avmd by tL� caa¢r. �a.
Ir ynu do aot rccciv¢a�l paIIns,plcasc calla (214)555�77'7
Tisae. 9:46 tssn DatG: ScpT�mber 24, 1998 B1113ng iYx 99999�t
Total b oP Pa � t Covar:
_. . ,
` Jenkens & Gilchrist
A PROFEBSIONAL GORPOPATION AUSTIN,TE%AS
(S1Y�a9B-9B00
FOUNTAIN PLACE HOUSiON,TE%AS
1445 RO55 AVENUE.SUITE 3200 (]13�951�3300
DALLAS,TEXAS 75202-2799
LOS ANGELES,CALIFORNIA
(214)055-4500 lato)ezo 6900
TELECOPIEN(21<)855�C�00 SAN FNTONID,TE%AS
�2�0�2a8 5000
WILLIAM O.MOON WASMINGTON.o C
(214)855�4333 �3021 326�1500
September 23,1998
Madison Joint Venture CERTIFIED MAII.NO.P 115 327 750
Mr.Manny Fazahani RFTi TRN F .F.iPT RF.(�i TFST .D
Mr.Peter Bazlin
c/o ASC Management,Inc.
3724 Jefferson,Suite 306 '
Austin,Texas 78731
Re: Indemnity Obligation regazding Student Scholazship Leases per Agreement to Make
Lease Payments and Provide Indemnification("Indemnity Agreement")dated as of
' March 30,1998 among the Texas Student Housing Corporation("TSHC"),Madison
Joint Venture("Madison"),Manny Farahani("Fazahani")and Peter Bazlin("Barlin")
Gentlemen: � � � •
This letter is written to you in our capacity as attorneys for TSHC in connection with the
above-referenced Indemnity Agreement. As you aze awaze,pursuant to the Indemnity Agreement,
Madison and each of Fazahani and Barlin individually agreed to pay the dormitory lease and meal
plan payments for two students granted scholarships by the TSHC. The total amount now due and
owing by you for the lease payments is$10,500. After repeated requests to you and your employees,
you have failed and refused to make these required payments causing considerable inconvenience
and embanassment to the TSHC and the scholazship students.
Ifall the required payments are not received by the TSHC by October 5,1998,the TSHC will
pursue all of its legal remedies to collect all amounts due from you,including reasonable attomeys
fees and costs of collection.
Q
� Sincerely yours,
Gv;L�/i,�71� ��%�r%!�
William D.Moon
cc: Iv1r:Jim Carter_ f
Scott Bradley,Esq.
Thomas A.Moon,Esq.
FINIDAL:68378.1 99999-00001 "
rf �
Jenkens & Gilchrist
A PNOFESSIONAL COFPOPATION AUSTIN,TE%RS
(5t21aBB-3B00
FOUNTAIN PLACE HOUSTON,TE%A5
1445 ROSS AVENUE.SUITE 320D (]13�951�]300
DALLAS,TEXAS 75202-2799
LOS ANaELES.CA�IFORNIA
(214)855-4500 (sio)82o BBao
TELECOPIER�219�855�OJ00 SAN ANTONIO,TE%AS
�2t0�]CB 5000
WASHINGTON.0 C
WILLIAM D.MOON �203�326�f50D
(21<)855-4333
September 23,1998
Madison Joint Venture CERTIFIED MAiL NO.P 115 327 750
Mr.Manny Farahani RFTiTRN RF .F�T RRn[ ._JFSTF.D
Mr.Peter Barlin
c/o ASC Management,Inc.
3724 Jefferson,Suite 306
Austin,Texas 78731
Re: Indemnity Obligation regarding Student Scholazship Leases per Agreement to Make
Lease Payments and Provide Indemnification("Indemnity Agreement")dated as of
Mazch 30,1998 among the Texas 3tudent Housing Corporation("TSHC"),Madison
Joint Venture("Madison"),Manny Fazahani("Fazahani")and Peter Barlin("Bazlin")
Gentlemen:
This letter is written to you in our capacity as attorneys for TSHC in connection with the
above-referenced Indemnity Agreement. As you are awaze,pursuant to the Indemnity Agreement,
j Madison and each of Farahani and Barlin individually agreed to pay the dormitory lease and meal
plan payments for two students granted scholarships by the TSHC. The total amount now due and
owing by you for the lease payments is$10,500. After repeated requests to you and your employees,
you have failed and refused to make these required payments causing considerable inconvenience
and embarrassment to the TSHC and the scholazship students.
If all the required payments are not received by the TSHC by October 5,1998,the TSHC will
pursue all of its legal remedies to collect all amounts due from you,including reasonable attomeys
fees and costs of collection.
Sincerely yours,
l•:��:��n� ,l:,�Lj���.
v �
William D.Moon
cc: Mr.Jim Carter
Scott Bradley,Esq.
Thomas A.Moon,Esq.
PINIDAL:48776199999-00001 ,9
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m SEND R: I aiso wfsh to receive the
a .�e�ie ne�s,ea°e�,a ab����� folbwing servfces(for en
m •PAM Your neme enE aEAreea on tlw nwna of thle form eo thel we cen ralum Wa 0Xff61e0):
j •Anedi�Ws lo'm�o the Irorrt ot ihe mellqece,«an Me badc H spaa Ooa not 1.❑Addresse6's Address �
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m �Write'RetumHeaeipfRequufed'onthemal�pleabelowiheeitfdernxnber. 2.❑ResWctadDelivery N
� .The Retum Ra�aipl will show ta wtwm tha erlida wen delivered end Ne tlate �
� da�r�area. � ConsWtpostrnasterfortee. m
v 3.ArHde Addressad to: 4a.Artlde Number ¢
m Madison Ioint Venmre P 115 327 750
E
a Mr.Manny Fazahani 4b.Servfce Type �'
� Mr.Peter Barlin ❑Registered �CeNfled ¢
c/o ASC Management,Inc. ❑E�cpress Ma1i ❑ Insured �
3724 Jefferson,Suite 306 ❑RetumRecetptlarMe�chendse ❑COD '
Austin TX 78731 7.oate ot oeltvery =
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Jenkens & Gilchrist
F PHOFESSIONRL CONPOFATION AUSTIN.TE%PS
(5121<90�9000
FOUNTAIN PLACE HouSrOn,TEXnS
1445 PO55 AVENUE,SUITE 3200 (i13�951���00
oA��AS,TEXAS 75202-2799
LOS FNGELES,CAIIFOFNIA
(214)85$-4$00 (310)BRO 8600
TELECOPIEP(Y1C)955�4�00
SAN ANTONIO.TE%AS
�21p)tefi 5000
WILLIAM O.MOON WPSHINGTON,D C
(21a�855-9333 (Yo2)328�1500
September 23,1998
Madison Joint Venture CERTIFIED MAILNO.P 115 327 750
Mr.Manny Farahani RF.Ti TRN RF.CEIPT RR(�i TRyT�
Mr.Peter Bazlin
c/o ASC Management,Inc.
3724 Jefferson,Suite 306
Austin,Texas 78731
Re: Indemnity Obligation regarding Student Scholazship Leases per Agreement to Make
Lease Payments and Provide Indemnification("Indemnity Agreement")dated as of
March 30,1998 among the Texas Student Housing Corporation("TSHC"),Madison
� Joint Venture("Madison"),Manny Fazahani("Fazahani")and Peter Bazlin("Bazlin")
Gentlemen:
This letter is written to you in our capacity as attomeys for TSHC in connection with the
above-referenced Indemnity Agreement. As you aze awaze,pursuant to the Indemnity Agreement,
Madison and each of Fazahani and Bazlin individually agreed to pay the dormitory lease and meal
plan payments for rivo students granted scholazships by the TSHC. The total amount now due and
owing by you for the lease payments is$10,500. After repeated requests to you and your employees,
` you have failed and refused to make these required payments causing considerable inconvenience
. and embanassment to the TSHC and the scholazship students.
If all the required payments aze not received by the TSHC by October 5,1998,the TSHC will
pursue all of its legal remedies to collect all amounts due from you,including reasonable attomeys
fees and costs of collection.
, Sincerely yours,
/ :/- _ /,r '-]�/
`v'.l%%�ja� �/ /�,i%L^_
William D.Moon
cc: Mr.Jim Carter
{�"Scott Bradley,Esq. f
Thomas A.Moon,Esq.
FINIDAL 68378.199999-00001
Jenkens & Gilchrist
F PFOFESSIONAL CORPOPATION FUSTIN.TE%PS
(515�ag9��8o0
FOUNTAIN PLACE HpuSTON.TExAS
1445 ROSS aVENUE,SUITE 3200 �'/»�g5t-9300
DALLAS,TE%AS 75202-2789
LOS RNGELES.CnLIFOiiNIA
(214)855-4500 la�a)ezo aeoo
TELECOPIEP(216)B35-a]�0
SAN ANTONIO,TEXAS
�2�01 4<8 5000 �
WIILIAM�.MOON WASHINGTON.D C.
(21<)855-4333 (T021 328-t500
September 23,1998
Madison Joint Venture CERTIFIED MAII�NO.P 115 327 750
Mr.Manny Farahani RFTi TRN RF.CEIPT RF.nT TFSTF.D
Mr.Peter Barlin
c/o ASC Management,Inc.
3724 Jefferson,Suite 306
Austin,Texas 78731
Re: Indemnity Obligation regazding Student Scholarship Leases per Agreement to Make
Lease Payments and Provide Indemnification("Indemnity Agreement")dated as of
Mazch 30,1998 among the Texas Student Housing Corporation("TSHC"),Madison
Joint Venture("Madison"),Manny Farahani("Farahani")and Peter Bazlin("Barlin")
Gentlemen:
This letter is written to you in our capacity as attorneys for TSHC in connection with the
above-referenced Indemnity Agreement. As you are awaze,pursuant to the Indemnity Agreement,
Madison and each of Farahani and Bazlin individually agreed to pay the dormitory lease and meal
plan payments for two students granted scholazships by the TSHC. The total amount now due and
owing by you for the lease payments is$10,500. After repeated requests to you and your employees,
you have failed and refused to make these required payments causing considerable inconvenience
and embarrassment to the TSHC and the scholazship students.
Ifall the required payments aze not received by the TSHC by October 5,1998,the TSHC will
pursue all of its legal remedies to collect ali amounts due from you,including reasonable attomeys
fees and costs of collection.
Sincerely yours,
Cv'L��i'�7�� �i�•-���l�
/
William D.Moon
cc: Mr.Jim Carter
Scott Bradley,Esq.
�Thomas A.Moon,Esq.
FINIDAL:68376.199999-00001
OB/21/98 ffiON 15:83 F3% �J001
v . '
y
FAX TRANSMISSIU�SE��' �;; 3:o$
LAW OFFiCES OF BR.U)LEY&$RADLEY
i�i 7 Mnw STaeer.Surre 4250
pn�u.,TowS 7520I
2 I 4•761-4700
FA%: 2 I 4-78 I-4786
To: Bill Moon Date: September 21,1998
Fax#: 855-43b0 Pages: 3, including this cov�r sheet.
From: Scott J�r�dlcy
Subject: See Attached
COi�IIVIENTS:
Unless othecwise indicated or obr-ioas from the natare of this
transmi�ttal, the i»formation contained in this fax message is attorney-
client privileged and conf'idential, intended for the use of the intended
recipient named above. If the reader of this message is not the intended
recipient (or the employee or agent responsible to deliver it to the
intended reu�ient), you are hereby notified that any dissemination,
distribution or copying of t6is comnaunication is prolubited. IP yon
have received this communicaiion in error, please immediately notify us
by collect telephone and return 1•he original message ta us at the above
adclress at our expense.
09/21/98 xON 13:59 FAY �002
.i �
ACRE�MF.NT T�NFAKE LE.A,S1C PAYM�NTS ALVD PItOVIDE Y1vDENllVIFLCATION
This Agrecment to Make Lease Payments and Provide lndemnification(the"Agreement"),
datcd as of March 30,1998,among Madison;oznt'Venture,a 7'exas Joint Ve�niu�c,Peter Bar]in,and
individual,Manny Farahani,an individual,and the Texas Studcnt FIousing Coxpora�ion("TSHC'7,
a Texas nonpivfit corporation.
Wl'fNESSETll
WhererLs,the TSHC has agreed to convey certain rcxl estxte located in Ausun,Texas,ilic
Madison House,on the condirion thaL Madison Joint Venture,Yeter Barlin,individttally,and Manny
Far.shani,individually,agree to provide a lexse including the meai plan(tl�o"Scholmship Lcase"}
for cach of two current TSHC scholazship recipients at Madison�louse;
Whcreas,the tct�m of the Scholazship Lease shall include the fall and spring semesters for the
next thrcc scholaslic years(1998-1999,1999-2o40,and 2000-20U1);
Whe�•cas,as consideration for the sale,Maciisun loint Veniure,Peter Barlin,individually,and
� Manny Fsu'ahani,individually(collectively the"Obligated Partics"),have a��rced to prepay cach year
the leasc payments("Lease Paymcnts"�on thc Scholazship Leases and indcrrurify the TSHC for all
losses and damages arising from the failurc of any of thc Obligatcd Partzes to pay the Leasc
Paymcnts in accordance with this Agreement:
I�lOW,Tf1EREFORE,the Madison 7oin1 Venture,Pcter Barlin,Manny Far�ilrani,and the
TSHC,in consideration of the prcmises,heseby mutually agree as foliows:
Section 1.
Madzson Joint Ventu�.�e,Peter Barlin,individually,and Manny Farahuu,individuaily,hereby •
jointly and severally a�rae to prepay each year the Lcase Pxyments for the terms of thc Sc:lxotaiship
Leases directly to the mvner of the Madison House. A copy of the check evidencing each Lcase
Poymetlt must be senl to the'fSHC.
Secticm 2. A�Css�nl to inde�nify�,[1.0
Madison Joint Venlure,PetecBarlin,individually,andMannyFazahani,individually,hcre6y
jointly and severally agree to indemnify ttxe TSHC foz:ill losses and damages(includ.ing but not
Limited to reasonable attomey fees and expenses)arising&om the Fnilure oFthc Obiigat�d Parties
lo make I,easc Paymenls in accordance with this Agreemcnt.
1
09/21/88 �ON 19:53 FA% �]OOS
.% ' �
Section 3_ $�nPfit of A�reesnenl.
Unless otherwise expressly providcd,tlus Agrecment does not confer any right,remedy,or
claim on any person othcr than the respective paztics to this Agrccmem.
soation a. sevenhilitt,
If any parc of this Agreement is naled unenfurceable by a court of compctcnt jurisdiction,this
Agreemcnt slrall remain oper:il�le to the fullest extent possiblc under the application oFsuch niling.
• Section 5. �untszgads•
Tb.is Agreement may be executed in muluple counterpurts,e�ch of which shall be an original
and all of�x�hich shall constitute one and ihe sazne document.
Section G. i iti a,g ti�n.
(a) Lackx ofthe respective parties to this Agreement waivcs all righc t�trial by jury in any
triai ar other pzoceecling had ia conneetion with the eafozcement of this Agreement
(b) Each of the respective parties to this Agrcement conscnts to[l�e jurisdiction of the
state courts loeatzd in Tarrant County,Texas,having jurisdiction o��cr the parties and subject matter
thereof fur any litigation azising out of this Agreemcnt.
(c) Each of the respective parties to this Agrecment waivcs any night to personal servicc
of any petition, answer, or other p�rocess in comiection with any iitigai;on arising out of this
� Agrcement and agrees lhat service of process may bc made by United Stxtcs mail addresse3 to the
party as specified in this Agreement for communications to such party. L•ach oCthe respeclivc
parties to this Agrecment�grees to respond to service so given(by appearance or as otherrvise may
ba appropriate)within 30 days after ihe date of deposit in the mail or as othcrwise may bc agrccd by
the party. Any party failing to so respond agrecs tbat(io the extent permitted by law)a default
, jud�nent may be entcrcd against it for the relief requestecl by the opposing party and that it will not
contest the default,judgment
(d) If any party fails to comply with the tenns of this Agreement,the dcfaulti�ig party
shsill be responsible for all litigation costs and expcnses arising in conncction�vith the enforcement
of this Agrccment.
Section 7. Applicahl�L33'..
I'HIS AGREEMENT SHALL �3B GOVERNED BY AND CU�STRUED [Iv`
. ACCORDAl3CL Wl'fFi THE LAW OF THL'STATB OF TFXAS.
2
09/21/98 �ON 13:54 FA% �004
IN W�T1�iEgS WH�REOF,euch of the parties to this Agreement has caused this Agreemeni
to be signed at�d delivered hy its respective duly Quthorued officer.
'CEX.AS STUDENT HOUSWG CORPORA'1'[ON
��
Ja cs P.Caner,Presid t
Iv�DISON JOIIv'f�VENTiJRE
1
�'�`�. , �c��.�....
By: ', �� �
Pcter Bat']in �
j'}� ��/'�� -
i3y:!' ' � —�---
1 Mann �arahani
,,'�,�,.�>�,1`�-..
� -
PfiTER BARLI�T,Individa �Y
� l� --
M�N p,g.A,HA1vI>Individually
3
�� � � � .
I � �
'96-09-21 09�15 RHE A. BUSH JR. � P.1
ii
t4pDI��UN H�lUSE •:.1�:4'.-�b4.3� P•02
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flU 1 S 0� �Ep���4R RE$IDE�lCE compiere Lb��n.s�gn and rotum au
� For the Acqdemlc Year wpl��wlth ra�[dent pro111��plefun�
end�ahocK fixS150.00'
70yW.27t,H � iase-iese
Austin,ToRa5 76706 ' �
(512)�79�A691 LEASE FOR RObM AND BOAHb ACCdMMODAT10NS FAR S7UDENYS �
This Leasn�5 enlerod into hy pnA Viriween Meaeon,hrieiral�er called l essoi,und the undervgnad s:u�fan[ ._ __, aed a
parent o��uerdian,o}xlud�ni_, he�ein,Nar collecUvlv�ly ralerrr.d ro ns Rasidrnt.Lesscr ngrees lo ront the quarters
0�d p�OA o ihe mgels Pe CdSCd�nJ Inha Bnd RBcldont;�yroes t0 p9rfOrttl qqd�bide ny N;e em•en.�n�s,terms ana a�mnuon�herAin amtalned.
..- - �--- . �. RESIp�NT � ;7 �
f/ HkSip�NT , �
Name__... i un ---� —�-F�LL1a .._---�---.�;..�... ._ � I -
ry MIA�a p�atr,u M�
Permanent Hurtw pdUtess �J�� ��^ Sou �.____ _7X � �j�,�
Sves� F��.__.
�� y3 0 �:.,, e,.,�-- �,
Homo , _��_��_Sutinl Scr.utNy Number s����parenCa Work Pn.ne( ),,,__ '�
e-maileddruas�i�_�i�R�' ��jUne.r_OrnFaxNumber� � �__ ._ �
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Apn,_,____�__ �MHie Q Femela 7 Na�v lo M2d�son �Re�urrinq Sludent ❑Oxlg of�irtb�1�',7�
� ' �E�S AND PAYMEWT SCHEUU�E(per person)
Thls Lease Is Notice of Payment and No AddfUonal Slatement Wi118E 5ent
' (PLEASE CHECK PAYMENT pLAN ANU CiRCLE ROOM 7YPE)
-----,_ �-------- �
. MAO150N H0119� � MADISON BELI,�IRE i�IpDf50NTHq!! r ��`"�
� YBR Apl. 1BR Ap1.� BF7 Ap1. 161�Apt.
VLFOSE ' 3BR SuNe 7 hP SuItB �BF Euhe $aml�Privala Wrm Flnnm Dortn Hoam PrF�t�� P�Iwb ^mlFrlvpt�
I PAYMENTPLJ�Y _ .',emlPrWela Sumlfriwio PiPratO �9oomOnly) SambP:Ivma P�i�a;a (HoomONy) opmqJ (popmpMy)
�1-lLEtLE -T-- -'- -'- - - - -- - •-•...._..----'— — --
DepOoil' ° 5150 ,5150 St50 5150 st5o l766 s15o I ="""1"��5���0��/ �1SD
Di�e 6y�onn j 4)40 615G 61 W 36UU -A6V1 5?W E6M i � 3000
iO7�L(nollndudlnpolpuellj J950 5150 6100 351io d60� §200 G60U i ��36pQ
G] PU1N.H � • '
Coposll• ' S150 SI50 S+sa Siso st5o s�so s�w � StSo i1S0
U•iabYdunc,BN�rvnml,arl '2575 •2625 S1W 1BSO 4380 265D 2670 � 7950 1660
TOTAL{rloll{�cludlnpdarp�ll) 5150 :2I,0 G2J0 370Q �)QC 5900 67p0 j 9000 5700
a oo�poslrt�' � s150 �i150 5157 Stsc i750 515U B15U I t150 �560
O�e fSt ol.liina.J���y.f�u].RnG1, �
Oct,Nov.,Oec,Jan.1 ob ;
Payminl dalif do no!rnpresem .
_. aclueLpost p�r mymb _5e�t , 69a 70D, . „ qg2 533 E(•J 660 � M� 422
TOTAL(nal i�tlydlny d�poalt) fi250 ;6350 070i1 3900 ,A800 64�i0 6850 ' 4000 0900
pLltla � i :
aDe111' ; �' Si50 51F0 �150 ilSU 5150 Y150 t160 � j160 �16p
�' Fiwu:alAld q6Cpiame ty�atrcnpgr�enl o�ly ' 1/�C . 4 �Xff��,l '
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(spuce Is aev�gii�d�n n"a�n�n,,v.��iable'basia LyOiy tho datn Ihe Lceve is ier.clved as Iha pdorn�nwr:i��r 1 o�scr wi��ass gn�vpm lypo 6plectlon a:
avallaGlo p{elerznc0 does no!9uorantee opocllla�oom type aselgnment.F4npl ruom eaalgnment h�ey c1�a�t{�e Leeaa pmounl,)
i5o.00 ss►voe bs qon-raSunoaa�a proceeeing o. - "-"^`• —"'--"".�""—�._
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PPlCE9FOpMlSOI�qN6EI,LA{q�ANDMADISONItlAPqqTMENTSDO"lOTINCLUDEAMEALPLAN ALLREFER'cNCE�TAMEALSAPPLYpNL\
TO DOR1d�RUIT B, OTTO AhARTMEli79. � � . , . ,
�' �
. T1iii Lrase s tor 1ha acCvmmcdxNen oi OME Rt51UFWT.UNLESS O7NF.RWISE BTA7Eo al i pqicES ARE PER STUD�HI'�IN DOUBLE OCCUPANCv
ROOMS At�D Ad���AN���t"""MENT3. ' � �
Llnen�,plltdwe,�Eqvwe,to�let plpa�,�howar Ilnera,veeh cdhe;��1d larl�p�ere to b6 turnl6haq by REStDENT. �
th�RE910�lYT pt f to ablde by Ihe�hllqneel tulee end requletlonr ef Medleon na they huar exul und as they mey b'ie t�vl��d haOetNr.
• � ; � ' EXECUTIOiJ OF LEASE
i NE AooIYION/jLrknMS ANn CONuI11vNS oF7kE hEV[HSE Sloe HEpeOF aRE 1Nc�nPORATEO ir!ANo MAOE A OAN7'OFTNIS LEABE.Yh,
�resa of spetn nr�d rni•Im:Uar meais(m�ew era nm Include�wh�epedmenle)p;owded mm�in cnn;:•!�,tn me,}ece.;c�ties ol ntq.Re<idenl hereby acknuw'
u,tpev ar•d Byre�s!hA h�.',:h�+wlti eblde by lt,o 1p�ms 6n9 cGnd�no��9 hc�aof fiecelpt ol(1 c�;yr ol Ih�9 i a:;a Is ruroby ac�Anwhdped.Thls ap�eemRn
occomns ef(ecGw�r�5n•;}ar +by all p�rl.ns�nd vA:nn IhB fOQJ�fQfI CIl�l05d iq uoi�v6��d lo.e�:,or�in,ide^t acknowledpa�(hnf ho�she has read 3n.
�ndmeien�d�6 e8s��.f Ils piov�slw�s as acr nn the Iront ond back of Ihts Lease. �
X '�' ' �. � a-ia-9e �: �
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f�l,�(O� LEASE FOR RESfDENCE <<,rr,pteroLcq�a.Slpnanan�umen
U J FOr Ih6 Ar,2den�iC irar coptes wl�h r�eldanl piollb,platun
ind a check t r it6o.ao•
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1512)478-9891 �EA5E fUR f1dOM AND BOARD AC(:OM�10hn'I IGr�S FUH S'1'UAENTS �
ThiS LEBs915 E'dE�ed intn 1 y.w�l��.•':=ro I.I,Q�:•nq hnfL'i1�f�Q1 CdIIbCI L'ri$l�: 2�i1•I 1�'F 11'i•II,• "11_•�':Jr�:.1 ��1�i_L �t/_, {RQ i
pxrert or y�:��d�sn ol einnu.u,,:, �-�p- f�"1"�----.._ ... ��er�'veh�.r�.�llrr«.:�•�y�r1EqqA tG e5 N@cu.'OfIL Lt'.SSOf h �269 10 tGM tl'�G Q�¢fIQfS
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' RESIDEN f '
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a
TEXAS STUDENT HOUSING CORPORATION
3 Village Circle,Suite 207
WesNake,Texas 76262
O�ce S17/430-0941
Fax 817-430-1512
Email townhall(a�westlake-ta.are
May 16,2001
John I{irsch
Fort Worth Star Telegram
Northeast Newsroom
Re: Response to Request to Ginger Crosstvy,as Town Secretary to the Town of Westlake,
Under the Public Information Act,dated May 5,2001
Dear Mr.Kirsch:
This letter is m response to your letter to Ms.Ginger Crosswy dated May 5,2001.
I. [Requests 1, 2, and 3.] The Texas Student Housing Corporation and Texas Student
, Housing Corporation—San Marcos Project acqu�red the properties from the sellers and
that the prices and debt as follo�'vs:
Purchaser Sellcr Name of Property Location oF Date of Purchase
Pro ert Purchase Pricc/Debt
Texas Student Lodgeco T'he Univers�ty College Stavon, 1996 $24,000,000
Housin Co ora�on Pro rties,Ltd Tower Texas
Texas Student Rossco The Fon�m/I7ie Bryan/College 1995 $5,000,000
Housin Co oration Holdin s,Inc. Colon Stauoq Texas
Texas SNdent Madison 7oin[ The Mad�son Austin,Texas 1996 $4,600,000
Housin Co ra6on Venture House
Tesas S[udent Jefferson The 7efferson San Marcos, 2000 $
� Housmg Corporalion Commons—San Commons Texas
—San Mazcos Marcos,LP
Pro'ect
Leonard Ross o�vns or controls Lodgeco Properties, Ltd. and Rossco
Holdings,Inc.
2. [Request 4.] Thc annual payments,with respect to the Installment Sale Agrcements held
by Rossco Holdings,Inc.and Lodgeco Properties,Ltd.,aze as follo�vs.
Pa�ee 1996 1997 1998 1999 2000 2001
Rossco $241,374 $482,343 $517,235 $429,304 $450,893 N!A
Holdin s,Inc.
Lodgeco $1,195 $2,235,974 $2,482,772 $682,738 $1,129,559 N/A
Pro erhes,Ltd.
3. [Request 5.] The annual payments made to SSRS,Inc.,as project manager,respectively,
of the Rossco Holdmgs,Inc. and Lodgeco Properties,Ltd.properties are as follows:
John Kirsch 3
May 16,2001
Pa e 2
Pro e 1996 1997 1998 1999 2000 2D01*
Rossco $21,680 $32,520 $32,520 $32,520 $32,520 $32,520
Holdin s,Inc.
Lodgeco $103,109 $167,496 $159,303 $139,992 $167,496 $139,992
Pro rties,Ltd
*Bud eted for FY 2001
4. [Request 6.] The Texas Student Housing Corporation and related entihes pay two types
of fees,transactional and ongoing administrative fees
Consultants have been paid transactional fees as follo�vs:
Name of Purchase of Purchase Sale of Purchase of II2S Purchase of
Consultant Lodgeco of Madison Communication Examination" Jefferson
Prapertics, Madison Joint Infrastructure Commons—
Ltd.and Jaint Venture for University San Marcos
Rossco Venture Property Tower
Holdings, Property
Inc.
Pro er[ies
ThePrincipal $180,000 $42,000
Financial
Cocporation,
Financial Advisor
' BOK Financial $7,500
t Corporation,
Financial Advisor
First Albany $10,000
Corporat�on,
Financial Advisor
Larry Williamson, $8,000
Financial Advisor
Can[ey&Hangar, $25,000
General Counsel
� Thomas Allen $20,000 $10,000 $10,000 $15,000 $26,687
Moon,Finance
Counsel
Jenkens& $6Q000 $20,000 $5,000 $11,500 $27 0
Gilchrist,Spec�al
Financc Counscl
Pe[ty&Associates, $2,500
Program
AdminisUaror
*IRS examinat�on resul[ed in a"No Chan e"letter,as is sho�m b attached corresondence.
John Kirsch
May 16,2001
Page 3
Consultants have been paid ongoing adminishauve fees as Follows.
Name of Consultant 1995 1996 1997 1998 1999 2000 2001*
Petty&Associates, N/A N/A N/A N/A N/A N/A $10,000
Pro ram Adminis�ator
Charles Haines& N/A N/A $3,500 $8,507 $15,850 $5,500 N!A
Associates,CPA,
Auditor
*Bud eted for FY 2001.
5 [Request 7.] The amount of net income received by the Texas Student Housing
Corporation and the Texas Student Housing Corporation-San Mazcos Project on each
property is as follows:
Name of Pro ert 199G 1997 1998 1999 2000 2001
Tlte Univcrsity TowedThe $SQ000* $59,088 $36,961 $53,334 $32,334 N/A
Forum
The Colon $4,186 $17,053 $12,211 $15,774 $19,423 N/A
The Madison House N/A $250,000 N/A N/A N/A N/A
Jefferson Commons-San N/A N/A N/A N/A $50,000* N/A
Marcos
*On 'nation Fee Paid at Closin
; **Profit Realized from Sale of Mad�son House.
' 6. [Request 8, 9, and 10.] Annual Scholarship data, in terms of annual expenditures,
average costs, and scholarships granted, relaUng to the Texas Student Housmg
Corporation and the Texas Student Housing Corporation - San Marcos Project is as 1
follows:
�. The Universit•Tower thc Forum,and the Colon -Colle e StationB �an
Data 1996 1997 1998 1999 2000 2001
Scholazsh�p N/A $8,827 $16,150 $29,773 $41,822 $45,422
Ex cnditures
Avera e Cost N/A $1,261 $1,615 $1,SG7 $1,901 $1,747
Mazket Value N/A $20,995 $28,601 $50,099 $83,453 $110,375
Scholuships N/A 7 10 19 22 26
Granted
The Madison House-Austin
Data 1996 1997 1998 1999 200D 2001
Scholazship N/A N/A $19,200 $10,500 $5,678 $5,678
Ex enditures
Avcra e Cost N/A N/A $4,800 $5,250 $5,678 $5,678
Market Valuc N/A N/A $4,80D $5,250 $5,678 $5,678
Scholarships N/A N/A 4 2 I 1
Granted
7. [Request 11.] Cantey&Hanger,serving as General Counsel,received a fee of$25,000
, as a payment for services rendered in connection with the closing of the Rossco
John Kirsch 5
May 16,2001
Page 2
Holdings,Inc.property in December 1995 and the Lodgeco Properties,Ltd.property in
January 1996.
8. [Request 12.] Scott Bradley, individually, has not received any compensation for
services as General Counsel or in any other capacity, direcUy or indirectly, from the
Texas Student Housing Corporat�on or any related entity.
9. [Request 13] The agreement bcriveen the Texas Student Housing Corporation and JPI
Education Serv�ces �s an oral understanding to enter into transactions on a project by
project basis.
If you have any questions about this matter,please contact me at your convenience at 817/329-
6626.
Sincerely,
Jim Carter,President
Texas Student Housmg Corporation
f
�
i
1
�
4
�
Client-Matter#: 29841-00002 Page 1
Matter Description: PURCHASE OF AUSTIN PROPERTIES
Report Description: Ledger History [5l15/2001 9:34:36 AM]
Unalloc.
-��i �q����Type; ' �involce Document �Date Fees CosW Othe 'Totai
Credits
1;� OFF 452176 CONV 08/30/1997 -7,976. 0.0 0.00 -7,916.SD
Z��- OFF 45610 CONV 08l30l1997 -433.00 -206.7 0.00 -639.70
3: OFF 474601 CONV 08I30l1997 0.00 -110.0 0.0 -110.00
4; CBDLOP 45217 2976 D7l31N997 -10,000.00 00 0.0 -10,0000
5 BILL.� 474601 05l14 97 0.00 110.0 0.0 110.00
6',BILLs 456103 02I07l7997 433.00 206.7 0.0 639.70
7'.BILL i 45217 01/09l1997 29,466.50 950.00 0.00 30,416.50
g�;;TCBDLOP 452176 133992 01/09/199 -11,550.00 -950.00 0.00 -12,50000
9=�
.10�!GRAND TOTAL 0.00 0.00 0.00 0 00
.� .
I'•�
Moon,BiIi�D. _.... ... . . ......... .......�......__�.� .,_..._. ._..._.d._. ���.�_....�._.�..__...,�_M
From: Patterson,Angelia�
Sent: Wednesday,May 09,2001 10:50 AM
To: Thomas,Laura
Cc: Moon,Bill D� GwN ,�nG�vv ' � �
Subject:l2S 4�02 � �/�
�i.�.+"'�
;, Eile ,Drill Down Vie+r� Window `
. _ _. � .. .. ..... =��:.w.._ .:_,:.:�
��atter Summary �,�6er�t Summary �oint S�snmary Statsbp Matter ,Timekeeper Stats Timekeeper Dai� Invace Detaa
� " 1111
� Matter. 29891-(Stl[i��i �
PUftCHIA>[DF Atl rTIN PROPE(iT[Er 5J9/200110.54:31 kM �
�
Date Opened 051'?2J
' Client: 29$d1-TEY»�iS STUDENT N�USIHG CpRP. ��.�
Date Closed:� 09/t8/�
z Accounts Unt�led ��
- Receiva�e FeeslCosts B�11edTo-Date Un6iAed 6dfing 9
� ____.._.. .� _—__...—...._.._ . .
_
0-30:�' 0,00 i_ 0.00� Fees: 29,8935D. 0.��; _, WILLIAM 0 MOC
��,� _..
i 31-6Q: �0.00. .. . .O,OO;t Costs: �1.266.70',�p.�,' '_..._. . _�
, Supervising;
, ' [ 61-9Q: :M:0.00; _.Q.00° Other. _ QOO�j N1dNOT USEI
• �- A 97+: --µ'"0.�1 -_. .,_0.00�; �µ„ _ T�usi
,.� .. .
,� "'"" Date Amrnmt
. ..�.:..�:� . ��.:......._. Balance:
' Total:� 0.00�, D 00, �� �
� LastBilL' 05tt4/1997 11Q00
� :�" �. . � � Y. �+ Retainer• � �s
� Una9ocated Last Pay_ 0 7131/7 997 , t0A00.00 ', �"�
���.�
i PaVments Interim Bills Last Time: 01/70/7997�� F
�µ___... � .
� ' � Amount:._.�.._ _�p4'—W�._D DO; . ,
�.�m..._�_ .
! - Budget Actual Pari
Nonbiliable: � �� DOD',
� - � -_ Houra Wotked:��� °�
Net Un6ilted Fees: �_-0.00;: -�=-���---•�•-_' ` `
Amount:[. .� ' �;�_3
Total lnvestment � 0.00:; ..--�-,-.. _ � _,_ ?
� �e.. �
�'�fQStart,�Pers. �iMA. ���Elite . '_.�Elite �Grap... �Inqu... ,�'�
.. .. _. ...
: �;- :. : - - ... , -
� ._. ....�... . Micros... :�.E�6... �help ... ..�..:. . ..._...._... . . .. _,�
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. ..........._,........ . .... .._............ . ......._..Q.,.„..�..,.. ..�.»�-... . ..,........... _ . .
Moon,�Bill D.�`� .,,. ..�...�..___.._.�..».�... . ._.._ ...... ..:_.�
. From: Patterson,�Angelia� �
Sent: Wednesday,May 09,2001 10:5D AM
To: Thomas,Laura
Cc: Moon,Bill D.
Subject: 29841-00002
• � � • �
' � Eile Qptions '
. j
� Clienl•Mattet# Matter Descriotion �
' ! 29841-ORQ[i2 PtIRCHASE QFAUS7tM PROPERTIES
Type Irtvoice Documen Date Fees Costsl Unal{oc. 7otal
Other Credits
° � � �i� �
f WOFF 456103 CONV 08/30/1997 -433.00 •206.70 000 •639.70
` WOFF 474601 CONV OB/3017997 0.00 -11000 000 -110.00 °
TCBDLOP 452176 2976 �07/31/1997 -10,000.00r 0.00� 000 •10,0�0 DO
; BILL 474601 O5/14/1997 0.00; 110 00 0.00 110 00
, t BILL 456103 02/07/1997 433.�0 20670 O.00P 639.70
� BILL 452176 D1I09/1997 29,466.50' 950.00 0.00, 30,416 50
� TCBDLOP � 452176 133992 0 01/09/1997 e -11,550 00 -950.00 D.00 -12,5D0 00
�
� & GRAND TOTAL 0.00 0.00 0.00 OOD
�
' " �
. &
,. _
,
- _ _ .. _. .. . .-- - - -_.... _ - ,
+
Q f 2oom�e[ail._. � .
�
i ,
� `'.�r�I�IStart,�Pers... �iM�4... �Elite ... �Elite ... �Grap... �Inqu:.: �,u�
. __ :... _ _. _; ._. _.. .
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_ . ___...,_..�...�����.,.::W...���..____..a.�. ... .�
. -
ir
�i Thomas,Laura
' From: Patterson,Angelia
Sent: Wednesday,May 09,2001 10:49 AM
To: Thomas,Laura
Cc: Maon,Bill D.
Subject: r29841=0000"1�
�
�tte C�rill I3own ,View Window� , _ � :::.,- � . .__ -.�., ;"W ==.�- i
3htatts[Summa�y �ChenESummary-�Joir�tSummary "sSmf trb�Matter ��irc�kaeperStafs T�nekaeperDa�W In_v Q - °
t -i „c{'� '
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_ ...:::,: ,;- :=
- 6EFiERdL '' 5/8/2Q01 tQ5�7&A�1
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`" � r c t3adks�pened: Ql/2211996 ;
ClienF �9841-'C�?�AS�Ttt��NT HLIU�CN6 CDRP. I ,
Aatt t�ax8tt;�„_��';
� - �
. - -:
Accnc�Es tinh�led
,
` ! flet�YAbla F�eeslCtsts:. -Billed'To•Date ,.:;""Unb�ed - 8�q - - " "a
` �` ;n"��..�u _.O.U4.t..<s A.9U-., .Fees::_z`..16203.5��-..., ��,^�.�1���Q�[+1..���
_ _.._m _.:
� ....,:.--- ..�...�..�_...: ;.�„�„,_...� •.� � -�_�--
" ,,;31-6[t:(;:�.,t• :.QDQ��;..,�€..,��„d-� . Ctsatr_�„���.W1,553.d.�.-;�......»a.���= S�yj�ing �-�--, �
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d��� -. 9tr:(_�m'fr,��'.�.�_24.QQ: ...-:'. '__ ` ''�;,.•:�"i�.#`-„ „ : � WTxtut.- "_�_�
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' Tukai: 11.421.54€'. . 24.�¢:_; ' .� Date- � ;=��Amoun! Bat�e ,�_.�,:.O.OU;;
I�:: .,��?°.La�ceal:�ijw�5.,�&�,.�.n.ari� e:�.�,—___. '
: s. ,_. _ -=-. � _ ���� REtainer. �.:...:.... o.al;
' :.--.-.� W last Pay: „Cli/t812A17[I'�A4.5$;`: ��
-Unalt�cated _, s;;;'_.
�_" " '- " _Paymerits Irkerim9d(s Laat Time: E�tQ012E100
k:� -
r ts �� �
,;',.�" =
'; ' kmaunt: 0.00�3 - _ W;ROQa� " -
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� , ';" " ;:==,.;-___:�O.tKl;' Hawx Watkad:�.=�f -:�<� .��-���
�Net Un6iiled Fees. �v:" ... �L
_ Rt�k,v. �.
�Tota!Investment. �'_ �'11.945.5Ai� !lmn�tnt:�--�,�a�,-��„�,
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' �___-_-�..q, .rY „.� E,,,.�,�W--,�.,,, =�-�� .__. �
�
�r
� Thomas,Laura
�
From: Patterson,Angelia
Sent: Wednesday,May 09,2001 10:50 AM
To: Thomas,Laura
Cc: Moon,Bill D.
Subject: l298ii:1=00002�
�Ei[e ,�rill�own,,,,;; �liew.�Window :`;.�...�.�.�..�.�. �: _.. :;.,...;;
„�,,, _:�;�� ,�„�,,�,� :
3
�htatterSurtanary �,f�Iten� �tSwnmary��.IaintSummary ;Statsb�Matfe� Timekeeper6taka;T�nek�;l D �
. - .. o., . , -
. . 1 : � � � � � � x
� . MatkBC:; 2984'[-OD002 '"' ;; �- ' "'i , ;�
PURCHASE OF AI3SYIN PR€IPERTIES ' " 519/2QQt TQ:54:31 Ah� „
_ E C1ienE: ; �98+�'E�'E'EXAS STUUEMT t{OUS[NG CaFIF'.';, � �ateDpe�ad: 05/2211998,�� ;
,, D bte CIqSP�d; 09J1812�0 ; i
� . Accnunls '' llnhilleB V '
Ret�Yable FeaslCosts B�ledl'v�Aata . Unb�ed° 8�ng' '-
=,o-3n; _:._._. ._�,00:((�"�n.at �eea:�z9.E�Stt i � �"„,,�„"unu�.t�q t�oA�l.w_ ;
�y-sn:i�-��,..T� w wa.� .� o.r� co:c�_ �ss.�e°�'� n.cw� `' W '
:�_.�...�.�w. __. � �s�»�N.. '�'"'" supOtYising.,. .._'
�,61"�!: O.�O; E� E��;atM1 Olhar:�w,�,�,;.,� Od7QS� „ NIAF1tlTLISEt3�W���;
' ��,..�-�.-�.mw�t_ _ _ _
;; ;, i' ._. : ._. �,
_____. ._ - .______... ,
:�., „b, ` _-91+: O.OD: . ... , �*TMr�---� . _ _
�:. ��.;,,
E �„-.. _
„- ..........�� _.
` _';" Total.��- 0,�0'! I�� — $aianc� iKl,�
_ , 'i k�.., ., .. l,� - --�
R�te Amount
--,,;�..�-�,-,.—n,-- .._, :W LastB�h�"05i7411997 ;� ..��71[I.00; H
�-0.
etamer.; :.�U,,,-.,�..ilp;i
�.
LastPav:..O71S11i997 i. :W '1D.00€f.00;.
�.:.:- .,".. .Una�ated"_ ����...�..�.__,,.,
�. Payments - Ir�te�im8�lfs L�stTlme:�Eli/i011997 � _ �
1lmounk:i.�_ 0�00�� ._ tip-�" -------�---� " - �
� Budget "Actua(.-. Percent i
Nonhilleble:� R,rr. -, tl.OD." �
- _
r; .;� �.�..__....=0.�. GW . �t
F Net Un6illed Fees: _ � � �
�
}I S W�b,EkBd: _
,u,.._,..,..»�,,.,...w,.�.� .- �., - -_-w,� �
_. ,,. -:. _
_•=._..
a�t ;" -;. _ �
Tota[Investmartt: °' -' `
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Client-Matter#: 29841-00010 Page 1
Matte�Descrintion: ACQUISITION OF STUDENT HOUSING-SWTU
Repo`rt Descriptian: Ledger History [5N5@001 9:27:57 AM]
"'�, � Unalloc.
� j� ,,�;.Type� � � ��involce Uocument Date Fees Costsl Othe ����� Total
1 BILL 846183 02/10/2001 0.0 0.00 0.0 0.00
Z�BILL _834487 01l10/2001 0.00 0.00 0_0 0.00
�3� TCBDLOP 83208 WIRE161 12/2812000 -30,441.00 -239.56 0.00 -30,680.56�
q' BILL 832089 "72/21l2000 30,441.00 239.56 0.00 30,680:56
5;
g: GRAND TOTAL � 0.00 0.00 0 0 0.00
it
k.
�
Matter. �29841•00010
' AC4UISITION OF STLIDENT HOUSING-SWTU 5/15l2001 927:44AM�
�Client:: .29841„-TEXAS STUDENT HOUSING CORP. Date Opened: 11/21I2000
� �;�� ,§.„ t Date Closed-
..7•� ,��F ,
r� �„>1�:,'4.;Accounts Unbilled
�`, i�i.t},?.{;Receivable ' Fees/Costs BilledTo-Data Unblled Billing
��• �0-30:�y���„,0.00 0.00 Fees: 30,441.00 0.00 .—._WILLIAM D MDON_._.3�
� .31-60:^ OAU 0.00 Cast::�39 56 0.00 � 5���
3.. 61-90: 0 00 �AO Other. 4A��� v N/A NOLUSED.._ _��
'; . p .
91+; .. 0.00 0.00 Trust
�� Total: • ` 000 0.00 Date Amount galance:�D•00
-'�^ ���:_-- Last Bill: 02/10/2001 .,_ 0.00
" �'•��:.t� '"� �'� Retainer: �,00
` �'�* �`•. fi La:t Pay: 12/28/20W 30,680.56
,, Unallocated;
:���,,:
?� .Pavments Interim Bills Last Time: 12/18/20�
�Amount� ." - 0�0��'�0.00� « �
s T�s„ • '' ' ' Budget AGual Percent
,.,�, �r Non6i11aWe: ,.0.00 ,' Haurs Worked:�ny�� , �
� �Netlln6illedFee::., 0.00 pmount:��m� .
' ,�,To[al Inve:tment' U.00 , ,
� �9.: .t.. t:r ' � i'._ . . , , '
:�a�$�8i.�'�`,��y
Client-MaMer#: 29841-00009 Page 1
Ma��r DesSiiption: IRS AUDIT
Report Description: Ledger History [5/15/2001 9:16:17 AM]
.'�' �:;�! �e� Unalloc.
� Invoice Uocument Date Fees Costs/Olhe Total
- Credit@,�_ -�e�
� PAYNDO 7466 1089 06126/2000 -8,074.00 OA � 0.00 rn�_-8,074.00.,.!
Z BILL 746653 04/14/2000 8,074.00 0.00 0.00 8,074.00
3�+
4� GRAND TOTAL 0.0 0.00 0.00 O.OD
Sr�y i
ft`i` "1
fiyM�tter.��9847-00009 ,' '
� � IRS AUDIT � 5/15/2U01 9:16;05AM
` Date Opened: 03122/20U0
'R , SING CORP_ .
}�Client 29847 -TEXAS STUDENT HOU
Date Clo:ed:�. __,�
�h ��}�"�+•=Accounts Unbilled
; �Receivable Fees/Costs B11edTo-Date Unbilled Billing
�, ',0-30:� 0.00 0.00 Fees: . 8,074.00 0.00 ...�,WILLIAM D MODN_.._6�
,+ 37-60: ' �d 0.00 0.00 Cn:ts:�. 0.00 14.80
�i Supervising
y .61-90: • , 0.0D Q00 Other: 0.00 „�N/ANDTUSED,..��
�' 91+. ��� 0.00 14.80 •. T�ust
.•'� Dale Amount
Total:� 0 OU 14.80 Balance:� 0.00
4 ' �����--� Last 6ill: 04/14/2000 8,W4.00
�'G. �.. ":.�"�,�w'�r�s-nq var4.m.�e
4' � �%. .,4Unallqcated�
Laat Pay: 06l26/2000 . 8,074.D0 petainer. p,pp
��j,,�';Pavments Mterim8ips LaatTime: 03/30/2D00
Amounk 0 00 O.�U) "'""`"`�'°""'p�
6:;.s�..i�,,. �F�.,-�� -
Y�$'�'�'�� Budget Actual Percent
�� : t��Nonbilla6le: �"'��-0 DO
t ' Haurs Worked:���—',—�
�Net Un6illed Fees: 0.00 Amount:
` ?•Totallnveatment_ 7d.8o � .
�..�i�3�#5�.:c�.��i;
� � �
- . o•oo r
�. , o�o0 7�
O.00 T
'� 515•00 +
16�372•73 +
tR� 16�887•73 i.
`f" •
I
Client-Matter#: 29841- 08 Page 1
Matter D�ription: MO E REFINANCING IN COLONY
Report Description: Ledger History [5/15/2001 9:15:52 AM]
��;Type' Invo(ca Document Date Fees' Cosls/Othe Unalloc. ,Total
Credits
1�,BILL 667054 09l09/1999 0.00 0.00 �.00 O.OD
• 2 PAYNDO 671807 3688 08I78ft999 -215.00 -300.00 0.00 -515.00
'3' BILL 671807 08lO6N999 215.00 300.00 0.00
_4:,TCBDLOP 66701 40201 08/02/1999 -15,840.00 -532.73 0.0 -'16,37
5�'BILL 667016 07l19l1999 15,840.00 532.73 0.0 16,37273
6
7. GRAND TOTAL 0.00 0.00 0.00 0 00
.�
Y�
Matter.ti�29841-OOU08 � = '
'r`' „ '' *MURTGdGE'REFINANCIN�IN C�LONY 5/75/2U01 9:15:33AM
i q ,,,..
'Client4{ 29841-TEXAS STUDENT HOUSING CORP. Date Opened: 03l16/7999
�; ;<<�y� � Date Closed•
; �'�"�^`.�' '=� .
� .<�`-c"' Accounls`, Unbilled .
. .a t,4Er'
� . �pi.�... Receiva6le � Fees/Costs . Billed To•Date Unbdled 611ing
0-30: - , O.DO 0.00 Fees: 16,D55.00 „_,__,,x��.�0 WILLIAM D M00�
31=60: ' 0.00 0.00 Co:t:: 83273 1&33 Superoising
� 61-90:�. O.W . �.00 Other: Q00 N/ANOTl1SED �
91+': �. - .� 0.00 A_,�2._78.33 Trust
TotaL• c_�;..�•00 �.: .18.33 Date Amount galance: � .,.,_O.W�
f y�.: y x�,.{�„�;. ,�. La:t Biil: 09IW/7999 . 0.00
, �. " :.y, .. ".�,-'7Ps'n. Retainer: _ O.OD
�'i Unallocated Last Pay: p8l18)1999 _,_„u�515.00�
#N#;�.
t . ��Pa4ments ' Interim Bdls Last Time: 07/20/t999
'pmo��'unt ���3i 0�00 _,�� 0.00 ` :
�",.{1 s,� Budget Actual Percent
t , ;Nonbilla6le: T, :: _-0 00 Hours Wotked:
:Net�Unbilled Fees: �,�_0.00 Amount:
�.Total Imestment 18.33
�.a:�3:..�`� •'�' . •- ' , . .
�•` I'r i
• '� I' f , � , � ; - . . . .
r. �'Y
��
r ��
�
��
3
�
_ �
: . . �
t, ".
Moon,_Bill D._ .._� ..,._.. 'm.._... ___.,__� .�...._._.. .�. _ , ._ _..._ ._ .__......._.
From: Patterson,Angelia �"""" � "'�' "'""'" ""'" """""""""
Sent: Wednesday,May 09,20D1 10:49 AM
To: Thomas,Laura
Cc: Moon,Bill D. '
Subject:�298 -0� 000�
Eile ,Driii Down View �rindow �3
� N(atter Summarp �CGentSummary ��loint Surmnary 5�tats by Matter -Timekeeper Stals i Timekeeper Dail� In_voice Deta�( i
, � ' 1111
Metter Z�a4!-UOU01 .�
Gf N EFIAI 519/2007 10 53:i 6 QM
Client 28$41-TEX+45 STUpENT HOUSIN6 C�RP. Date Opened: p1122/j
DateClosed;� ����s
t Accounts Unbilied ;
� Recei�ahle FeeslCosts BlledTo-pate Unbled Bj��g �
0-30:� � 0 00.'� 0.00;`• Fees_ �16.203.50 �.DO. _�µ�. �W.
' ,�- ,.._._ .. _ �_.. _...„ w�._ �--WILllAMOMD[
31-60:'""�' �- DAO£.., _ O.OD;� Cnsta: 1:553.42(�j _ 2A.�,, -� �_-i
-> --. -.- . Supeivising
61-90:; _.-�O.00.3��v0_OOf� Other_��O.Dq: j�NIANOTUSEI
�� � . � 97+:4,�11_427.54" . 24,�O�a, ' -� _- Trust -
TotaL-� j7,427�54;E 24'00�� �ate Amount galaoce: '<
- -. -=�-- . . �, Laat BitL•��O1I70/2001�'• 0.00;; �W--_. �
Retamerr� _�� �
Unallocated Last Pag:� Otl78/2(100 . qq,5g _
Payments Interim BiQs Last Time;� 08l04/2U(H1�'
. FtmouM:,�- �."�""0.�.�.,,_.._,____»�,00� .. .
� • Budget Actual P�n,
� Nonbiilable: �� ��"" Q00• .�_
Houra Worked���� :�`_�
' NetLln6illedFeea: [��p.00! Amount-$ �•, W ..�..�. .�"".�,�' 3
Totallnvestment _11,445.54 �` ,
�, �
k_.«:.:�eraa�..��+� ..—_.. ..........__ aa,. ._.�.... � ,. ..:._ .� : -�.
,�ii�f�IStart �,=1lnbox- ...,�iMANA... �r Elite for....3�HEli#e for... �Gra hi... ��J°
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$�.._.�_� .__.�.Inquiry; ��Microsoft... ,=�..ELBS ...
Moori,,Bitl D. �. ....�...__. _.V._�__..., ...�..._. ..�_._..._._...� _ _..a. ._ ' --,
From: Palferson,Angelia
Sent: Wednesday,May 09,2001 10:49 AM
To: Thomas,Laura
Cc: Moon,Bill D.
Subject: 29841-00001 <
• � � • �
� Eile Qp6ons
� Clian4Matter�t Matter Descrintion •
� 29 8 41-0 0 0 01 GENERAL °
Type Invoice Documen Date Fees Gosta! Una}toc. Total
Other Credts
} � � � � � �
i BILL � 793995 09/18/2000 910.00 4160 0.003 95160
E BILL , 781345 08/03I2000 10293.50 176.44 0.00 10,469.94
t BILL 737513 �03/09/2000 0.00 0 00 0.00 0 00
` PAYNDO 709981 4108 01l18/2000 0.00 •A4.58 O.DO -4458
� BILL � 709981 12/02/7999 O.DO 44.58 0.00 44.58
. €
� PAYNDO 691257 3973 11/19l1999 -175.00� 30.20 0.00 •2052D
PAYNDO 701744 3973 11/19/1999 000 -272.40 0.00' -272.40
BILL 701144 11103/7999� 0.00 27240 0.00 27240
� BILL 691257 10/11/1999 775.00� 30.20 0 DO 20520
: PAYNDO 647248 3854 10/05/1999 0.00 •297.34 O.00a -297.34
_ ` PAYNDO 671806 3854 70/05/1999 -775.00r 31.44 0.00, -20644
BILL ' 671B06� 08/06/1999 175.00 37.44 0.00 206.44
BILL � 662688 D7/08/1999 D.00 0.00 0.00: D.00
_ . _._ ,
BILL 647248 D5/13/1999 0.00 40024 0.00 400.24
TCBDLOP - 647248� 581833 0.5/13l1999 0.00� -10290 0.00 -102.90
TCBDLDP 602086� 5828 01/19/1999 -295.50 000 0.00 -295.50
� BILL + 602086 12/08/1998 295.50 0 00 0.00 295.50
" . BILL 581833 10/09/1998 0.00 174.00 O.OD. 174.00
. , , ; TCBDLOP 581833 581833 10l09/1998 0.00 -174.00 0.00 -174.00
� , - ---_._..._.___-- _. � -- ---._. . . . _. � ----
g .p �Zanm DetaiL__ �� �1
� � i
E•
�
�q!:;;;�Start��Pers... �iM�4... `.e�Elite ...i:�t Elite ... �Grap... �Inqu.:� '��
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O5/09/2 O1 17:19 FA% 2148811480 JENRENS & GILCHRIST �001
�
Fas receip[will not he JENI{ENS&G'ILC�ItIST Oiher Offices:
canfrrmed by phone A Pro[cssional Corporation q��
irrrless r¢quesred
Fountain Ylacc Houston
1445 Ross Avenue,SuiEe 3200 San A,tttonio
ballas,Texas 75202 Washington,D.C.
QI 'rY-9 ��� 6�20 (214)sss-450o
Telecopier(214}855-4300
To: �� � � �G�a�� �-
Company: ,� /�
/ t�1"
Teleco ier#: LJ �
From: Angelia Patterson Dalias,�ccaunting Deparfinent
Phone#: 214 855-4208
•MESSAGE•
`�
� S
INOTIC$OF ONFIDENTIALII'y
� ! The in£ormation contained ia and transmitted with this facsimile is
1. SUBJECT TO TF�ATTORIVEY'-CLIENT PRtVII,EGB;
2. ATTORNSYWORKPRODU'CT;OR
3. CONFDaENTIp,,L.
Itis intendedonlyforiheuidividualorentitydesignatndabova You�ehaebynotifiedthatanydissanu�ation,dishx'bution,caPY�&
oruseoforrelianceupontheinformationcontained�and h�uttedwiththisfacsimile6yorto�yoneotherthantherecipient
des�ated above by the sander is imauthorized and shicdypmbubited.Ifyou l�ave iaceivad tbis fecsimile m elror,please notifyJenkeru
� &Gikh[ist,apmfessionalcozpotationbytdephaneac(21q)855-4777urunediately.Any�7eerromou�ly��toyoushould
be immediately retumed to ihe sender by U.S.Mail,or if authorization is granted by the sender,destroyed.
, Ifyou do not receive all pages;piease call: (214)855-4208
Time: Dat � '� Billing#: Total#of Pa es(+Cover):
� o•oo r
' o•oo T
o•oo -r
0•00 T
44•58 +
,ry 205•20 +
292•4p +
� 297•34 +
206•44 +
'. 102•90 +
295-50 +
, 174•OU +
� 170•60 +
4 ' 142•50 +
-` 19E3•00 +
4�212•OU +
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6�335•3fl �
0•00 T
O5/09/2001 17:19 FA% 2148811480 JENflENS & GILC�tIST �002
CllefibMatter,#: 29841-00001 Page 1
MalterDescripdon: GENERAL
Report Desuiptlon: Ledgel'Hlstory [5/9l2007 6:13:46 PM]
�{i,��n1,' a i
:�4A ..�7� ' i i " n G . iY0
911,1 8 01J10l2001 0.0 0_00 0.0 0.00
:;{� BILL 79399 09�18f1A00 910.0 41.80 0.0 851.80
BILL 7E7345 OB103l2000 10,293.SD 176. 0.0 10,488-Bd
�,: �BILL 73751 03109!?A00 0.00 0. 0.0 0.00
f , PAYNOO 709987 4108 01l1812000 0.00 -44.5 0,00 -44.58
;� BILL 709987 12/02/1999 0. 44.5 0. 44.58
�, , PAYNOO 69725 3873 11/19/1989 -175.0 -30. 0. -205.20
,,����PAYN00 70ri 3973 11M9/7999 0.00 -2 2.4 0.00 -272.40
,i,� ILL 7011 11/09/7988 0.00 272.40 0.00 272.40
BILL 697257 10/�111899 178.00 90.1A 0_0 20520
,:�,' PAYN00 64724 3854 10/0511898 0. -297.3 0.00 -297.34
'G!� pAYN�O fi77B0 3854 �0/OSIi999 -175.00 31. 0.00 -208.44
j{ , BILL 871B0 OBI06/7999 175. 3'I. 0.00 Z06.44
P1�, ' BILL 862886 07/OBN999 0.0 0.0 0.0 0.00
BILL 847248 0 13H999 0.00 4002 0.0 40024
��� C6OLOP 64724 581633 05I73H999 0.0 -1025 0.0 -10290
,���'����TCBDLOP 6020 5828 01/1811889 -295.SD OAO 0.0 -?A5.50
���;y�q�BILL 60208 12l08/1988 295.50 0.00 O.QO 285.50 �
,!yY BIL4 581833 10l09/7990 0.00 774,00 0.00 174.00
,�v CBDLOP 587833 581833 10l09/7998 0.00 -774.00 0.00 -174_00
.n,'�,��1 CB�LOP 60828 638687 OM23liB9B 0.00 -770. 0.�0 -170.80
'� " CBDLOP 5180 53856/ OM23I1998 -142. 0.0 0.0 -142.54 ^
!'���' C DLOP 53259 538567 OM23/7998 0. -798.00 0. -098.00 ,�f�a U
;j'^'BILL 538567 O4l23l7BB8 4,212. 0.0 0.00 d,212.00 �H ~
',ji � CBOLOP 538567 538567 OM2311888 -4,212.0 0.00 0.00 �,2�2.0 ✓
r'I�� BILL 532597 03130/1998 0.0 798.0 0.00 798.00
CBOLOP 50626 1046 03/02/7996 0.0 -73.82 0.00 -13.92
,i�,� iu 5�eo ovoer�sse �az. o,00 o_o �axso
�• ILL 5U828 11/07H997 0.00 184.5 O.0 184.52
:���G
D TOTAL 11,203.50 218. 0.00 11,427.54
�� • �
�� �
O5/09/2001 17_19 FAb 214BB11480 JENHENS & GILCHRIST �OOJ
. �
Patterson,An elia
To: Thomas,Laura
SubJeCt: RE:29841-00001
I will send it red dot.
---Original Measage—
From: Thomas.Laura
Sent: Wednesday,May U0,2001 1:19 PM
To: Pafte�son,Mpelia
SubJect: RE:29841-00001
is there any way you can send this to the printer so the whola thing prints out. I can't get the screen to print the whole
thing. Thanks.
—Original wlessage—
From: Patterson,Mgelia
sent; WednesOay,May 09,�OOi 11:a9 AM
To: Thomas,Laura
SuhJau:29641-0o00t
«OLE Object:Picture(Oe�ice Independent e'itrnap)»
E
E
1
�
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JHM-tlG-tll ne:a7 rri iuwn ur wcai�nnn a•r tienanic r.na�nr
T.3.H.C.•CbLONY APARTMENTS
COMBINED STATEMENT O�SOURCE
� � AND APPLICATIONS OF FUNOs
FOR THE PERIOD ENDINd HOVEMBER 30,2000
NE7INCOME(LOSS)FROM OPERATIONS 75'122•��
SOURCES OF FUND3:
INCREASE IN ACCRUED PAYROLL 338.72
INCREASE IN PROPERFY 7AX PAYABLE 8,547.47
D�CREASE IN PREPAIDS 1,250.00
TOTAL SOURCES OF FUNDS 85.258.96
USES Of FUNDS:
INTERGO TRANSFERS 27,896.80
DECREASE IN DEF'ERRED DORM REVENUE 72,800.00
INCREASE IN ACCTS RECEIVABL� 14,797.90
DECREASE IN ACCTS PA1'ABLE 2,085.24
TRANSFEfi TQ COLONY LODGING 2,000.00
TOTAL USES 0�FUNDS 59,380.04
NET INCREASE(DECREASE�IN CASH
, �,5� $7 S• 9a.
CASH ACCOUNTS:
BALANCE AT 10l31100 BALANCE AT 11f30100
DEPOSITORY-FNB CURRENt 8,623.59 2,379.73
REPIACEMENT RESERVE-TCB 7,396.8B 7,809.84
OPERA�TING-TCB 44.156.47 76,364.30
DEPOSITORY-TCB CURR�NT (17,082•23) t��.680�.2�4��
PETCY CASN 0.00
70TALS 43,094.7t BB,973.63
NET INGREASE(DECREASE)�
as, $7 g. 9.�.
�Hn-na-na eo:a7 ri•i iuwn ur WtbILHRG cir vanani� r.n�ier
T�S�H�C�-COLONY APARTMENTB
COMBINED STATEMENT OF SOURCE
- AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING NOVEMBER 30,2000
NET INCOME(LOSS)FROM OPERATIONS 200,060.91
SOURCES OF FUNDS:
INCREASE IN DEFERREd DORM REVENUE 75,600.00
INCREASE IN 11CCRUED PAYROLL 1,217.82
INCREASE IN PROPERTY TAX PAYABLE 25,642.41
DECREASE IN PREPAIPS 3,750.00
TOTAL SOURCES OF FUNDS 306,271.14
USES OF FUNDS:
INTERC4 7RANSFERS 79���8't4
dECREASE IN AGCT5 PAYABLE 3,827.28
INCREASE IN ACCTS R6CEIVABLE 11,261,03
oECREASE IN SECURIIY nEPO51TS 12,850.00
TRANSFER TO COLONY LOOGING 296,547.60 ,
TOTAL USE3 OF FUNDS 404,298.03
NET INCREASE{DECREASE)IN CASH
(.9g,o��. S9�
CASH ACCOUNTS'
` BALANCE AT OB131100 BALANCE AT 17/30/00 .
DEPOSITORY-FNB CURRENT 8,878 35 2,379.73
. REPLAC�M�NT RESERVE-TC8 18,349.95 7,909.84 -
OPERATING-TCB 741,647.82 76.384.30 �
DEPOSITORY•TCB CURRENT 12dA0 (17,890.24)
PETTY CASH 0.00 0.00
TOTALS 187,000.52 88,373.63 '
_N£T INCREASE(DECR�ASE)
CQ�j O J.�a. g�
�nrv-na-ni na.�7 rii iuwn ur wna��nnn eir vanaoa< r.n�inr
• T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
- AND APPLICATIONS OF FUNpS
FOR THE PERIOD ENDINO NOVEMBER 30,200Q
NET INCOME(LOSS)FROM OPERATIONS (13,983,14)
SOURCES OF FUNDS:
INCREASE IN Pf�OPER7Y 7AX PAYABL@ 2,421.92
INTERCO TRANSFER 17,133,45
INCREASE IN ACCRUED PAYROLL 308.87
TO7Al.SOURCES OF FUNDS 5,679.10
USES OF FUND$:
DECREASE IN ACCTS PAYABL.E 4.875.42
INCREASE IN PREPAIDS 242.32
TOTAL USES qF FUNDS 5����•74
NETINCREASE(�ECREASE)IN CASH �
74r.:�S�
CASH ACCOUNTS:
BALANCE AT 10137I00 BALANGE AT 11130/00
DEPOSITORY-FNB CURREN7 1,173.37 �.���•i Z
DEPOSITORY-FNB EARLY 1,961.47 1,961.47
REPLACEMENT RESERVE-TC9 (358,883.86) (358.683.86)
OP�RATING-TCB (87.72J 675.89
D�POSITORY-TCB CURRENT (318,BB9.00) (316,669.00)
DEPOSITORY-TCB EARLY 261,999.71 261,999.71
PETTY CASM 0.00 0��
TOTALS (410,306.�3) 409,544.87
NETINCREASE(DECREASE)
� fo/..�(o
�wn-ec-ni ne:ve rn iuwn ur wtai�Hnc oir wana�i< r.n4ier
T.S.H.G.THE FORUM •
COMBINE6$TATEMENT OF SOURCE
• AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING NOVEMBER 30.2000
NET INCOME(LOSS)FR4M OPFRATIQNS (59,195.83)
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE • 7,265.76
INCREASE IN ACGTS PAYABLE 5@8.63
INCREA3E IN ACCRU�D PAYR4LL 920,55
TOTAL 50URCE5 OF FUNDS (50,412,89)
USES OF FUNDS:
INTERCO Ti;ANS�ER 3,768.55
INCREAS�IN PREPAIDS �26•9g
TOTAL USES OF FUNDS 4,483.51
NET INCREASG(DECR[ASE}IN CASH
CASHACCOUNTS: �su� 9��•�4�
BALANCE AT OB131/00 BALANCE AT 11130100
DEPOSITORY•FNB CURRENT 9,94D.48 1,171.12
OEPOSiTORY-FNB EARLY 1,981.47 1,967.47
REpI,ACEMEN7 RESERV�•TC� (35$,683.86) (358,683.86}
OPERATING•TC6 55,912.73 675.89
D6POSITORY-TCB CURRENT' (325,669.�0) (316,669.a0)
DEPOSI70RY-7CB EARLY 2fi1,999.71 281,9BB.71
PETfY CASH 0.60 0.00
TOTALS (354,638.47) (�^44.87)
�tin—nn—na tlJ:Mb rr� iuwn ur WtbILHRt dir yenaeic r.na�er
' T.S.H.C.-UNIVERSfTY TOWER
COM8INED 37A7EMENT OF SOURCE
ANO APPLICATfONS OF FUND5
FOR THE PERIOD ENDING NOV�MBf:R 30,2000
�NET INCOME(LOSS)FROM OP�RATIONS 161,622 92
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 11,702.90
DECREASE IN ACCTS RECEIVABLE 334,704.52
INCREASE IN ACCTS PAYABLE 2,271.54
DECREASE IN INVENTpRY 3,110.59
DEGREASE IN PREPAID RENTS(COLONY) 12,60D.00
INCREAS�IN pEFERRED INTEREST EXPENSE 50,000.00
EMPLOYEE ADVANCE • 150.00
INGREASE IN AGGRUED PAYROLL 8,130.45
TOTAL SOURCES OF FUNUS 592,282.92
USES OF FUNDS:
INCREASE IN PREPAIDS 1.84735
OECREASE IN DEFERRED bOFtM INCOME 436,301.35
DECREASE IN SECURITY DEPOSITS 55.00
INTERCO TRANSFERS 16,425,90
OECREASE IN N/P-BANK OF TEXAS 5,868.44
TOTAL USES OF FUNDS 4b0,29B.e4
NET INCREASE(DECREASE)IN CASH
� 1�i,99v.��
CASH ACGOUNTS;
BALANCE AT 10/31/00 BALANCE AT 11/30/00 �
DEPOSITORY-FN8 CURRENT 194,507.05 23,178.71
DEPOSITORY-FNB EARLY 4,707.08 5,187.08
' REPLACEMENTRESERVE-TCS 396235.18 392,781.07 .
OPERATING-7C8 3,188.82 (24,423.17)
DEPOSITORY-TGB EARLY (268,007.37) (2b7,B98.74)
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 428,981.23 764,9fi0,22 '
70TALS 7T3,290.09 895,284.S 7
NETINCREA$E(DECREASE)
lar,49Y• o�
,
JHN-tlC-tll tlJ:Ytl rll IUWh UY WCJILMM1C tllf YOtl1C1L r.tlb�tl!
' T.S.H.C.-UNIVERSlTY TOWER
COMBINED S7ATEMENT OF SOl1RGE
. AND APPLICATIONS OF FUMOS
YEAR TO DATE EN�ING NOVEMBER 30,200D
NET INCOME{LOSS)FROM OPCRATIONS 346.794.28
SOURCES OF FUNDS:
INCftEASE IN PROPERTY TAX PAYABLE 35,108.70
INTERCO TRANSFERS 31,525 04
DECREASE IN ACCTS RECEIVABLE 793,324.93
INCREASE IN ACC7S PAYA6LE 93,186.42
INCREASE IN SECURITY DEPOSITS 225.00
INCREASE IN ACCRLJED PAYROLL 27,135.14
TOTAL SOURCES OF FUNDS 1,327,299.49
USES OF FUNDS:
INCREASE IN INVENTORY 1313.18
EMPl.OYEE ADVANCE 52.7q
INCREASE IN PREPAIDS 5,541.75
DECREAS�IN DEF�RR�I]D4RM�NCoME 1,633,355,81
DECREASE 1N DEFERRED INTEREST EXPENSE 150,000.oa
INCREASE IN PREPAI{]RENTS(COIONY) 76,800.00
CIECREASE IN N!P-BANK OF TEXAS 18,823.68
TOTAL USES OF FUNDS • 1,882,587.18
� NET INGREASE(DECREASE)IN CASH
� � Csss�8� 6�)
CASH ACCOUNTS,
BALANCE AT 08131l00 BALANCE AT 11l30lOD
DEPOSITORY-FNB CURREN7 15,203.18 23,178.71
DEPOSITORY-FNB EARLY 18,154,08 5,187.06
REPLACEMENTRESERVE-TCB ' 398,119.78 382.781.07
OPERATING-TCB 247.009.35 (24,423.17)
DEPOSITORY-7CB EARLY 268,457.06 (2b7,899.74)
, PETIY CASH 1,690,00 1,800.00
DEPOSITORY-TCB CURRENT 503,02B.36 78A,980.22
TDTALS ' 1,45D,571.84 895,284,17 �.
� NETINCREASE(DECREASE)
.- �SSsa-g7 �7) ,
P.07/07
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DEC-0T-00 01:23 PM TOWN OF WESTLRKE 817 4381812 P.01�06
. T.S.H.C,•UNIVER517Y TOWER
COM8INED STATEMENT OF SOURC�
� � AND APPLICATIONS OF FUNDS
� �._., � , , ,: ^� FOR THE PERIOP ENDING OCTbBER 31,2�00
101,571.77
N�INCOME(LOS5)FROM OPERATIONS
3ot1RCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 11,702.90
23,160,44
INTERco YRANSFERS 298,651.55
DECREASE IN ACCTS RECEIVABLE q4,673,14
INCREASE IN ACCT3 PAYABLE 6,090.27
DECREASE IN INVENTORY 140.00
INCREASE IN SEGURITY DEPOSITS 12,600.00
DECREASE IN PREPAID R�NTS(COLONY) 71,873.88
INCREASE IN ACCRUED PAYROIL
TOTAL SOURGES OF FUND5 509,264•03
USES OF FUNDS;
EMPLOYEE ADVAtJCE 400.00
INGREASE IN PREPAIDS , 1,847.25
DECREASE IN D�FERRED DORM INCOME 428,888.31
D�CREASE IN�EFERRED INTEREST EXPENSE 200,000.90
DECREASE IN NIP-BANK OF TEXAS 5,595,32
TOTAL USES OF FUNDS 834,51D.88
� NET INCREASE(DECREASE)IN CASH
(����1�-�''�
� CASH ACCOUNTS:
� � eALANGE A7 09I30100 BALANCE AT 10/31100
DEPOSITORY-�NB CURRENT 37,722z9 194,507.05
DEPOSITORY-FNB EARLY 2,811.OB 4,787.08
REPLACEMENT RES�RVE-TC8 418.693•17 398,235.18
OPERATING-TCB 70,064,62 3,186.92
' DEPOSITORY•TCB EARLY � (113,D1524) (258,007.37)'
PET1Y CASH • i,80D.00 1,600,OD
� pEPOSITORY-TCB CURRENT �487,541.62 428,981.23
TOTALS 889,516.94 773.290.09
' NETINCREASE(DECREASE)�`
' . �IIG�lal..g•SJ
DEC-07-08 01:23 PM TOWN OF WESTLAKE B17 4301812 P.02i06
T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT�F SOURCE
' ' AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDINO OCTOBER 31,2000
NET INCOME(LOSS)FROM OPERATIONS 185.171.34
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 23,405 BO
INTERCO TRANSFER$ 47,950 B4
DECREASE IN ACCTS RECEIVABI,E 458,820.41
INCREASE IN ACCTS PAYABLE 90,914.BB
INCREASE IN SECl1FtITY DEPOSITS 260.00
INCREASE IN ACCRUED PAYROLL 21,004.69
TOTAL SOURCES OF FUNOS 827,347.96
U56S OF FUNDS:
INGREASE 1N INVENTORY 4,323.77
EMPLOYEE ADVANCE 202.74
INCREASE IN PREPAIDS 3,694.50
DECREA$E ItJ DEFERREU DORM INCOME 1,187,054.48
�EGREASE IN DEFERR�G IN7EREST EXPENSE . 200,OOD,00
INCREASE IN PREPAID RENTs(COLONY) 89,200.00
DECREASE IN N!P-BANK OF TEXAS 1�,�•`vl,Z4
� TOTAL USES OF FUNDS 1,504,829.71
( NET INCREASE(QECREASI:)IN CASH �
�(p7i��t8l.7��
CASH ACCOUNTS:
• BALANCE AT 08131IDD BALANCE AT 10(31/00
DEPOSITORY-FNB CURRENT 15,203.18 194,507.05
DEPDSITORY-FNB ERRLY 99,154.08 4,787.08
iREPLACEMENTRESERVE-TCS 399,118.79 398,235.18
OPERATING-TCB 2R7,009.35 3,188.92
DEPOSITORY-TCB EARLY 266,45T.06 (258,007.37)
PETTY CASH � 1,800.00 1,600.00
DEPOSITORY•7CB CURRENT 503,028.38 428,981.23
TOTALS 1,450,571.84 773,280.09
NET INGREASE(DECf2EASE)�
C�7��.tdl-7s�
DEC-67-99 91 :23 PM TOWN OF WESTLAKE 817 4301812 P.93i06
T,S,H.C.•G4L.ONY APARTMENTS
COMBINED S7ATEMENT OF34URCE
• ' AND APPLICATIONS OF FUNDS
FORTHE P�RI�D ENDING OCT4BER 31,2000
NE7{NCOME(l.OSS)FROM OPERATIONS 69,529.77
SOURCES OF FUNDS:
INCREASE IN ACCRUEO PAYROLL 553.07
pECREASE IN ACCTS RECEIVABLE 1,978.07
INCREASE IN SEGURITY DEPOSITS 20a.06
INCREASE IN PROPER'FY TAX PAYABLE B'��'47
OECREASE IN PREPAIDS 1250.00
TOTAL SOURCES OF FUNDS 82,OSB.44
USES OF FUNqS:
INTERCO TRANSFERS 27,050.84
DECREASE IN DEFERR�d DORM REVENUE 12,600.00
DECREASE IN ACCTS PAYABLE 2,948.58
TRANSFER TO C4LONY LODGINC 184,541.g0
TOTAL USES OF FUND5 237,142.00
NET INCREASE(�ECREASE)IN GA5H
�/ss��43..SG�
� CASH ACGOUNTS: _
BALANCE AT 09/30fOD BALANCE AT 10/31l00
DEPOSITORY-FNB CUf�RENT 2,627•92 8,623,59
REPLACEM�NT RESERVE-TC8 21,885.12 7,388.88
OPERATING-TCB 113,898.D0 44,158.47
DEPOSITORY-TCB CURRENT " 59,667.23 (17,082.23}
PETTY CASH � 0.00 ���
TOTALS 19B,17B.27 43,094.71
NETINCREASE(DECREASE}
' ��.is,a8�..r6�
DEC-07-00 01:24 PM TOWN OF WESTLRKE 617 4301812 P.04�06
T.S.H.C.-COL6NY APAR7MENT9
COM9INED STATEM£NT OF SOURCE
. � AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDINO OCTOBER 31,2000
NET INCOME(LOSS)FROM OPERATIQNS 124,938.14
SOURCES OF FUNDS:
INCREASE IN DEFERRED DORM REVENUE 86,200.Q0
INCREASE IN ACCRUED I'AYROLL 879.10 .
DECREASE IN ACCTS RECEIVABI.E 3,536.87
INGREASE IN PROPERTY TAX PAYABLE 17,094.84
DECREASE IN PREPAIDS 2,600.06
TOTAL SOURCES OF FUNDS 237,149.05
USES OF FUNDS:
INTERC�TRANSFERS 51,827.24
OECREASE IN ACCTS PAYABLE , 1,842 02
�ECREASE IN SECURITY DEPOSITS 12,850.00
TR.4NSFER TO COLONY LOpGING 294,541,80
TOTAL USES OF�UNDS 361,064.86
1 NET INCREASE(DECREASE)IN CASH �
cASH,accouNrs:
�Jz3,4o5.ar) .
� BALANCE A708l31100 BALANCE at 10f31l00
� DEPpSITORY-FNB CURF2ENT . 8,978,35 8,823.59
REALACEM�NT RESERVE-TCB � 18,349.95 ` 7,396.88
q OPERATING-TCB 141,847.82 44,756.A7
1 DEPdS170RY-TCB CURRENT 124.40 (17,OB2.23)
� PETTY CASH 0.00 D.00 •
TQTALS 167,000.52 43,084.71
NET INCREASE(DECREASE)
�I.z3,4o�r�''�
DEC-07-00 01:24 PM TOWN OF WESTLAKE 817 4301812 P.05i06
, T�S�F1�C•THE FORUM
COM�INED 5TA7EMENT OF 50Ul2CE
. � AND APPLICATI�NS OF FUNDS
FOR TH�PERIOD ENDIN4 OCTOBER 31,2000
NET INCOME(LOSS)FROM OPERATIONS (15,295 88)
SOURGES 0�FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 2,421.92
INCREASE IN ACCRUED PAYROLL 37b.35
TOTALSOVRC�S dF FUNDS (12,498.41)
USES OF FUNDS:
�ECRfiASE IN ACCTS PAYAf3LE fi,658.31
INTERCO TR4NSFER 20,9D0.00
INCREASE IN PREf'AIDS 242.32
TOTAL USE3 OF FUNDS 27,800.63
NET INCREASE(�ECREASE)IN CASH
�yo,s99.od�
CASH ACCOUNTS:
BALANCE AT 09l30100 BALANCE AT 1 D131100
D�POSITORY-FNB CURRENT 955.06 1,173.37
D�POSITORY-FNB EP.RLY 1,961.47 1,961.47
REPLACEMENT RESERVE-"fC8 (358,683.86) (358,603.68)
OPERATING-TCB ' 40,429.63 (97•�2)
DEP051TORY-TCB CURRENT (316.669.00) (318,889.00) `
D�POSITORY-TCB EARLY 287,999.71 261,999,71
PETTY CASN 0.00 0.00
tTOTALS (370,006.9B 410,3d6.03
NET INCREASE(DECREA9E)
(Vo,�94•ay�
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� MAR-01-00 12_18 PM TOWN OF WESTLAKE 817 4301812 P_01�04
Charles Haynes,CPA .
� Cerllfred Pub�ic Accountant
1903 Central Drive,Suite 300
Bcdford,Texas 76021 .
(817}545-1300
Fax:($I7)267-6100
February 28,2000
Attn: Ginger Crosswy
Texas Student Housing Corporatian
C;O Town of Westlake
:i Viliage Circle,#207
VF'estlaka,Texas 76262
Dear Ginger,
t raceived your fax of the delinquent tax statement�or the TSI3C-Madison House
property for 1999. Thanks for keeping me informed.
My understanding is that this statement is an obligation ofwhoever owned the
property at I-1-99.
Therefore,if tha property manager has not paid them during T.S.H.C,ownership
pariod,it is my understanding that the tax bill wil!continue to be mailed to TSHC attd
penalties,interest,legal fees,eYc.will continue to accrue unti]pxid.Or until'I'SHC files
. the appropriate tsx exempt organization notifications to the Travis County Tax appraisal •
District,in order to claim that no property taxes are payable because TSHC is a
� componant unit entity that is acting"on-behalf'ofa municipality.
What does Mayor Brudley or Alan/Bill Moon suggest7 Based on what they say we
may need to set up an accrued liability for taxes at 8-31-99 for TSHC financials.
Also,to update you,Carlos Fernandez of SSRS Management,Inc.at College 5tation
called last week to say they were still behind on Audit preparation and that he expected
the nudit"pac&age"ofworkpapers to be ready for review next week or so. 1'll let you
know when we receive it.
Plcase let me know if action on our part is necessary,based upon the course of action '
that Mayor Bradlay or Bill snd A1an Moon suggest. ,
, Very truly yours,
.. � �,
. �'_/-��-� �����-
Charlie Fiaynes,CPA
, MRR-01-00 12:18 PM TOWN OF WESTLRKE 817 4301812 P_02�04
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1nr eKlStente o! � � ��ti� ��alian 0p�� nof afI�C1 lI1�r�11di}Y o� fh�(��, ��n�lly, ur Infnyi. �1N dw A�t�,
tIs Il�n. o.�ny prOCedu��fn11HYtIQ 10 epINC!�bK.(Yat. li.01.p. ef Me T�kal Pi0perlY T�.Cad�.l
P�npry�� Impoud�e tho �t�tutory rah al p9�ph m� ���d�y ot tM month el dellnqyener md w117 Ineren� 1%auh mont6
Nu�a1Ne nath{ny 1M m�xlmYm p! t2!{ dY Julr is!
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THfS fS YOUR n'B - NfSfOArC�Li � ai
1999 PROPER7Y A%NOTICE.THE APPRAI 0 uAIUE 18; 90.aoo
T U�! 11f�1�'TIDNAMOlM�B H�`�T�� �E TA%AMO{!NT �dXEMPTlON9
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CITY Ut' AIlBT1N /SR6v 99,000 .5tl34 453.0(�
TRAV S COIlNTY � 4 90,040 .4988 448.92
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MAR-01-00 12:19 PM TOWN OF WESTLAKE 817 4301812 P.03/04
- ..`V14^••� 817 4301812 P.BliO�
� aTr� r� r � on� �
� Your tax account Is curren#ly �n Iitlgatfqn.There is an
active lawsult f.il�d a8alns! your proAer#y.
�f you hav� not pald or have �pT ��de
a�ng�rttents, pl�ase call our ofilee #o spa k w1lhna
Tax Cotnpllane• �icer� at (g72) 473-8473.
P.04�04
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Confiirmation Report—MemorySend
Time : Nov-14-00 08:44
Tel line 1 :
Name .
Job number . B60
Date . Nov-14 08:41
To . 130tl99999q1tl99726612354
Document Pages . 11
Start time . Nov-14 08:41
End time . Nov-14 08:44
Paaes sent . 11
Job number : 860 *�* SEND SUCCESSFUL �**
F.w«.pr...u..a�ar JENKEN58cGILCHR35T V�/+���L�K+
adby �n
n(c=.xyu: � A P F unu�W Pl cCr n
1445 Aoss Ave uv,Sssii�3200 Sm.nnro...o
' Da1135,T�zns�5202 wu.n.ngrt+.,.O C
(274)855-4500
Tciccopier(274)555-4300
Toa Allen Mooa '
Company: Mcdprcn
Teleco ier H: 9']2-661-2354 Phone 9'72-661-2301
� From- 8i11 Moon ri130
Operaior_ I8G Fax Room Opemxor
� c r Phon�p= 214 555-47'l7
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3- YUBSSCT TO Y'!1E AT1'ORNSY-CLIBNS'PRIVIIEGS�
wTTU/tNSY WORKPRO�UCf'�OR
S. CONFLDGNI'IAL-
ls� endod ody C ahe 1za4ivaCual ax mnry dc� al+o.e, v hraw-by no�afiwl ah �y d�zsemax�aum�,1 copyang,o
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prufess�aaul eoRaorn�on E i,yi 1eNpho��a ax(214J 833-a 7'l a��aa�xC�ne�]y��My 1ne�issnvle moneo aly venamatieLL xo you shoi.ld b�-amm�.L..ieJy
aum«i�u cl�e seutler by iJ S� ,oz��tuvtlwnzauon u grua��c.l by ih¢foWcr,d��aoyctl
IT you do noc reccivc a11 pa�os.pleas�cnllv (214j 855-4'17�
Tim�-_ 8:1'1 AM Dax�-= Nov�mbor 14,2000 Billin . 99999-i To�al ti ofYa e t Covcr:
.�a•ev..?3:d+�;q..af..r..�x.c.aY's�r.�' •,i
i
_ Jenkens & Gilchrist 0 �'
A PROFESSIONAL CORPORATION
AUSTL I,7�XA5
1445 Ross AvENt� (512)499-3800
SUITE 3200 ctncnco.lu.�ots
(312)425-3900
DnLLns,T�XAS 75202 ttousro:v,rExns
(713)951-3300
�L14�$SS-4SOO LOSA.\GELES,CALIFORMA
�coe�a(214)855-4300 (3io�szassoo
William D.Moon SANANLOMO,rFxas
(214)855-4333 �����e���m (2�o)2a6-SOoo
bmoon@jenkens.com WASF�:GION,D.C.
(202)326-ISOD
October 9,2000
Mr.Bill Da��is
SSRS,Inc.
701 East University Drive
Suite 102
College Station,Texas 77840
Re: Legal Opinion Conceming Estended Management Agreement
Deaz Bill:
I belie��e that Lazry Williamson has already delivered to you the form of legal opinion Jenkens&
Gilchristis prepazed to pro��ide to theTexas StudentHousing Corporation and SSRS,Inc.in connection��•ith
the execution and delivery ofthe extended management agreement bet�eeen those t�vo parties.I belie��e that
Lazry also provided you��zth our statement for the��•ork done in connection«�ith the opinion���hich I
understand SSRS,Inc.is to pay.
' Enclosed is a slightly revised bill�vhich includes the time for the final revie�v ofthe opinion by Bill
Bo�vers ofour office.All opinions must be appro��ed byt�ao shareholders,and,unfoRunately,Bill's time for
that final revie�v did not get included in the prior statement}�ou received. I apologize for the oe�ersight.
As I believe you k�ow,my son Allen,is a new resident of the To�ver.He shazes a suite on the llth
floor with a friend. Both of them aze very happy�vith the Tower and the folks there. I thought you would
appreciate a word from a satisfied customer. �
Yours truly,
.���'�'�n.
�„ William D.Moon
cc: Scott Bradley,Esq.
Thomas A.Moon,Esq. . •
Lazry Williamson
mnazz ntsaz�i.9sv�aaao� '
M l
STATEMENT
Jenkens & Gilchrist
A PROFESSIONAL CORPORATTON
PAYMENT REMITrANCE ADDRE55: OFFICE LOCATIONS:
P.0.60X 84t552 Al1STIN,TEXAt
OALLAS,7E%AS]52842552 DALLAS,iEXAi
TA%ID f752204006 HOIISTON,7EXAf
LOS ANGELES,UUFORNIA
fAN ANiONiO,TE%AS
WAfHINGTON,D.0
' September 18, 2000
TEXAS STUDENT HOUSING CORP. Invoice: 793995
C/O SSRS INC. Client: 29841
ATTN: MR. BILL DAVIS Matter: 00001
701 UNIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840 �
Regarding= GENEuar•
Fees for professional services through Aug 31, 2000 $910.00
Expense advances through Aug 31, 2000 41.60
Current fees and expenses through Aug 31, 2000 $951.60
PREVIOIIS OIITSTANDING BALANCE AS OF Sep 18, 2000
+' DISREGARD THIS AMOIINT IF IT HAS PREVIOIISLY HEEN REMITTED * $10,469.94
Total balance due upon receipt _ $11,421.54
A description of these charges is shown on the following pages.
A copy of this page is enclosed; please return it with your payment.
- For billing inquiries, please call 214-855-4051. �Tax ZD# 75-2204006
STATEMENT
Jenkens & Gilchrist
A PROFESSIONAL COAPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
, P.0.80X811552 AUSi1N,TEXA3
DALL15,TE%AS 753B435S2 DAIW,TE%AS
TA%ID/IS•tI01006 XOIISTON,TE%AS
lOf ANGELES,CALIFORNIA
SAN ANTONIO�TE%Af
WASNINGTON,D.G
� September 18, 2000 Invoice: 793995
Client: 29841
� Regarding: GENERAL Matter: 00001
Deacription of Professional Services
OB/04/00 CONTINUED PREPARATION AND REVIEW OF TAX
OPINION.
Bill Bowers 1.00 hours at 385.00 per hour. 385.00
OB/04/00 FINALIZED TAX OPINION.
Patrick Mitchell 1.50 hours at 350.00 per hour. 525.00
Bill Bowers 1.00 hours at $ 385.00 = 385.00
Patrick Mitchell 1.50 hours at $ 350.00 = 525.00
Total fees: $910.00
�
Page 1 ,
STATEMENT
Jenkens & Gilchrist
A PROFFSSIONAL CORPORATION
PAYMENT REMIiTANCE ADDRESS: OFFICE LOCATIONS:
i.0.BO%8�3552 AUSTIN,TE%Af
DAIW.TEXAS 75tB1d552 Dp��.��
TA%ID/75dI01006 HOUfTON�TEXAS
LOS ANGELES.UIIFORNIA
fAN AMONIO,7EXAT
WASHINGTON,D.G
September 16, 2000 Invoice: 793995
Client: 29841
Regarding: GENERAL Matter: 00001
Description of Expense Advancee
DATE DESCRIPTION pMp�p
08/02/00 Copies 18.80
08/03/00 Copies 20.40
08/D4/DO Copies 2.40
Total expenses: $41.60
Page 2
STATEMENT
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
r.o.eox esusz wusria,nxas
DAIlAS.1E%AS 75284•3552 Du�.��
TAX IC/IS-3304006 NOUSTON,TE%AS
LOS ANGElE3,CALIfORNIA
fAN ANfON10.TE%Af
WATHINGTON,D.0
REMITTANCE ADVICE
September 18, 2000
TEXAS STUDENT HOUSING CORP. Invaice: 793995
C/O SSRS INC. Client: 29641
ATTN: MR. BILL DAVIS Matter: 00001
701 UNIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840
Regarding: GENERAL
Fees for professional services through Aug 31, 2000 $91D.00
Expense advances through Aug 31, 2000 41.60
Current fees and expenses through Aug 31, 2000 $951.60
� PREVi0II5 09TSTANDING BALANCE AS OF Sep 18, 2000
+ DISREGARD THIS AMOUNT IF IT HAS PREVIOIISLY BEEN REMITTED * $10,469.94
r '
Total balance due upon receipt 511,421.54
Payment of this invoice may be made by wire transfer:
Chase Bank of Texas, N.A.
ABA# 113000609 .
Jenkens & Gilchrist, A Professional Corporation•
- 1445 Ross Avenue, Suite 3200, Dallas, Texas 75202
Account #088-05082647
Ref: Client/Matter - Name & Number
If paid by wire transfer, please notify Steve Sraud (214) 855-4539 or
Nancy Lewis (214) 855-4664. Please include wiring charges in remittance.
*t• Remittance envelope enclosed - Please mail thie copy with your payment **+
STATEMENT
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMI7TANCE ADDRESS: OFFICE LOCATIONS:
P.O.BOX 813552 AUSTIH,TE%AS
DAL VS.TE7(Af 75284-3552 DALLAS.TEXAT
TAX ID/�Sd204006 HOIIfTON,TE%AS
l0i ANGELES,CALIFO0.NIA
fAN AMONIO,TE%AS
WASHINGTON,D.G
September 18, 2000
BB FRANCHISING, INC. Invoice: 793996
3712 .MCFARLIN BOULEVARD Client: 43003
DALLAS, TX 75205 Matter: OOOD1
Regarding: GENERAL
� Fees for professional services through Aug 31, 2000 $415.00
' Expense advances through Aug 31, 2000 .00
Current fees and expenses through Aug 31, 2000 $415.00
Total balance due upon receipt S415.OD
A description of these charges is shown on the following pages.
A copy of this page is enclosed; please return it with your payment.
For billing inquiries, please call 214-855-4051. Tax ID# 75-2204006
' Jenkens & Gilchrist AUS,,N,.�
A PROFESSIONAL CORPORATION �S�Z�499;800
1445 Ross AVENU& xousioN,�xns
$UI,I,E 32�0 (713)951-3300
Dn1.Lns,T'EXAS 75202 cos axaet,Es,catgoxNu
(3I0)820.8800
SAN ANTOTIfO,TEXAS
(214)555-0500 (�IO)2w5000
'�'Fr.ECOPi&R(214)855-030D WASHIN6TON,D.G
(202)326.1500
www jenkens.com AFFILIAIE O}F[CE
' Patrick E.Mitchell cwcnco,aLrtaois
(214)855-4363 �siz>ass-ssoo
pmitchell@jenkens.com
August 4,2000
Texas Student Housing Corporation
c/o Town of Westlake
3 Village Circle,#207
' Westlake,Texas 76262
SSRS,Inc.
701 East University Drive
Suite 102
College Station,Texas 77840
Gentlemen: ' �
You have requested our opinion that the term and compensation provisions of two
management agreements to be executed between SSRS, Inc. ("SSRS")and the Texas Student
Housing Corporation("TSHC"),copies of which you have provided to us and are attached hereto,
will not cause the tax-exempt bond-financed property of TSHC to be deemed to be used in a"private
business use" within the meaning of section 141(b)of the Intemal Revenue Code of 1986, as
amended(the"Code"). Set forth below is our opinion and the statement of facts,assumptions and
documents upon which we have relied in rendering our opinion. .
a. Statement of Facts
TSHC owns residential rental properties(the"Properties")located in Bryan and Col(ege
Station,Texas that were acquired with debt,the interest on which is currently exempt from federa]
incame taxation pursuant to section 103 ofthe Code. TSHC intends to enter into two management
agreements(together the"Agreements"and individual(y an"AgreemenY')with SSRS to provide•
designated management services with respect to the Properties. One Agreement wifl apply to a
portion of the Properties and the other Agreement will apply to the remainder of the Properties.
SSRS is currently providing management services at the Properties and, upon execution, the
Agreements will be effective retroactively as ofDecember 1,1999. Both Agreements have a fifteen-
' year term.
Dallas4461439 v 1,2984100001
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
Texas Student Housing Corporation
SSRS,Inc.
August 4,2000
Page 2
Under one Agreement,SSRS will receive compensation of$210,000 for the first year of the
Agreement,$231,000 per yeaz for the next two years ofthe Agreement,and$252,000 per year for
the next two yeazs of the Agreement, with the compensation being adjusted upward, but not
downward,annually for the sixth through fifteenth yeazs based upon changes in the CPI Index.
Under the other Agreement,SSRS will receive compensation of$40,000 for the first year of
the Agreement,$44,000 per year for the next two years ofthe Agreement,and$48,000 per year for
the next two yeazs of the Agreement, with the compensation being adjusted upwazd, but not
downward,annually for the sixth through fifteenth years based upon changes in the CPI Index.
b. Documents Reviewed
In connection with the issuance of our opinion,we have reviewed and relied upon the copies
of the Agreements attached hereto.
S c. Assumotions
i
� In connection with the issuance of our opinion,we have made and are relying upon the
following assumptions: _ _ . , _. ___ _
i. That the management of the Properties by SSRS and the compensation of
SSRS by TSHC will be strictly in accordance with the terms of the
Agreements.
ii. That the interest on TSHC's debt is currendy exempt from federal income
taxation pursuant to section 103 of the Code.
iii. That the Agreements have been negotiated at arm's length.
iv. That the amounts of compensation set forth in the Agreements are reasonable
in light ofthe services performed and to be performed for TSHC by SSRS and
'represent the fair mazket value of such services.
v. That the Agreements represent the entire agreement between TSHC and
SSRS regazding the matters covered therein.
Da11m4461439v1.79841.WW1 ,
Jenkens & Gilchrist
A PROFESSIONAL CORPONATION
Texas Student Housing Corporation
SSRS,Inc.
August 4,2000 .
Page 3
vi. That the reasonably expected remaining useful life of each of the Properties
at the time that the Agreements are executed will be at least 19 years.
vii. That SSRS does not have a role or relationship with TSHC that,in effect,
substantially limits the abiGty of TSHC to exercise its rights under the
Agreements.
d. Opinion
� Based solely upon the statement of facts,documents,and assumptions set forth above,it is
our opinion that the term and compensation provisions of the Agreements will not cause the tax-
exempt bond-financed property of TSHC to be deemed to be used in a"private business use"within
the meaning of section 141(b)of the Code.
e. Limitations
' � i. Except as otherwise indicated,the opinion contained in this letter is based
' upon the Code and its legislative history, the regulations promulgated
thereunder,judicial decisions,and current administrative rulings and practices
of the Internal Revenue Service, all as in effect on the date of this letter.
These authorities may be amended or revoked at any time. Any such changes
may or may not be retroactive with respect to transactions entered into or
contemplated prior to the effective date thereof and could significantly alter
the conclusions reached in this letter. There is no assurance that legislative,
judicial,or administrative changes will not occur in the future.We assume no
obligation to update or modi£y this letter to reflect any developments that may
. occur after the date of this letter.
ii. The opinion expressed herein is not binding upon the Intemal Revenue
Service or the courts and is dependant upon the accuracy and completeness
ofthe documents we have deemed necessary and appropriate to review under
the circumstances,and upon the assumptions and statement of facts recited
in this letter. We have relied upon these documents, assumptions and
statement of facts without any independent invesdgation or verification oF
� their accuracy or completeness(although we aze unaware of any reason to
doubt them). Any inaccuracy or incompleteness in these documents,
statement of facts or assumptions could ad'versely affect the opinion stated
Da11azR 461439 v 1.79841 00001
Jenkens & Gilchrist
A PROFE5310NAL CORPORATION
Texas Student Housing Corporation
SSRS,Inc.
August 4,2000
Page 4
herein. Furthermore,to the extent the final form of the Agreements differs in
any respect from the form of the Ageements attached hereto,such differences
or modifications could adversely affect the opinion stated herein.
iii. The firm is expressing its opinion only as to those matters expressly set forth
in Section d. No opinion should be inferred as to any other matter. No
opinion is expressed as to whether the interest on indebtedness relating to the
Properties is currently exempt from federal income taxation. Further, no
opinion is expressed with respect to any provision of the Agreements other
than as set forth in Section d.
iv. This opinion letter is issued solely for the benefit of SSRS and TSHC,and no
other person or entity may rely on this letter without the express written
consent of Jenkens&Gilchrist,a Professional Corporation.
Very truly yours,
JENKENS&GILCHRIST
A Professional Corporation
By: � �
Patrick E.Mitchell,Authorized Signatory
Dalias4461439 v l.2984100001
Jenkens & Gilchrist 0 �
A PROFESSIONAL CORPORATION
�tii AU5Tc4.TFXns
1445 Ross AvExuE (512)499-3800
SUITE 3200 Cwcaco,Iu.u�o[s
(312)425-3900
Dni,l.ns,'I�xns 75202 HOUS70Y,"IFXnS
(713)951330D
(214)855-4500 [.os nxc¢es,c.v.�oxxu.
r�.ecoe¢x(214)855-4300 (3 io�szo-ssao
William D.Moon savnxro�o,7�xas
(214)855-4333 www,jenkens.com (2to)246-s000
bmoon@jenkens.com WASHINGTON,D.C.
�zoz�aze-isoo
October 9,2000
Mr.Bill Davis
SSRS,Inc.
701 East University Drive
Suite 102
College Station,Texas 77840
Re: Legal Opinion Concerning Estended Management Agreement
Deaz Bill:
� I believe that Larry Williamson has already delivered to you the form of legal opinion Jenkens&
Gilchrist is prepazed to pro��ide to the Texas StudentHousing Corporation and SSRS,Inc.in connection�vith
the execuGon and delivery ofthe extended management agreement benveenthose t�vo parties.I believe that
Larry also provided you with our statement for the work done in connection with the opinion���hich I
� understand SSRS,Inc.is to pay.
Enclosed is a slightly revised bill which includes the time for the final revie�v of the opinion by Bill
Bo���ers ofour office.All opinions must be appro�•ed by t���o shareholders,and,unfortunatel}•,Bi1Ps lime for
that final revie�v did not get included in the prior statement you received. I apologize for the oversight.
As I believe you l:now,my son Allen,is a ne�v resident ofthe Tower.He shazes a suite on the 17th
floor with a friend. Both of them aze very happy with the Tower and the folks there. I thought you«�ould
appreciate a word from a satisfied customer.
Yours truly,
:��i��n.
William D.Moon
cc: Scott Bradley,Esq.
Thomas A.Moon,Esq.
Larry Williamson
Dallaz2 721642 v 1.99999 00001
STATEMENT
�s� Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
P.O.60%B43552 AUSfIN,TE%AS
DALVS,TEWS]52843552 OALLAS,TE%AS
TAX ID/754R09006 HOUSTON,TE%AS
LOS ANGElES,CALIFO0.NIA
SAN ANTONIO,TEXAS
WASHINGTON,D.G
September 16, 2000
TEXAS STUDENT HOUSING CORP. Invoice: 793995
C/O SSRS INC. Client: 29841
ATTN: MR. BILL DAVIS Matter: 00001
701 UNIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840 �
Regarding: GENERLT•
Fees for professional services through Aug 31, 2000 $910.00
` Expense advances through Aug 31, 2000 4i.60
Current fees and expenses through Aug 31, 2000 $951.60
PREVIOIIS OIITSTANDING HALANCE AS OF Sep 18, 2000
* DISREGARD THIS AMOUNT IF IT HAS PREVIOUSLY BEEN REMITTED * $10,469.94
Total balance due upon receipt $11,421.54
A description of these charges is shown on the following pages.
A copy of this page is enclosed; please return it with your payment.
For billing inquiries, please call 214-855-4051. �Tax ID# 75-2204006
STATEMENT
��. Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMI7TANCE ADDRESS: OFFICE LOCATIONS:
P.O.80%842553 AUSTIN,TEXAS
DALLAS,iE%AS]5284-2552 DALIAS,iEXAT
TAX ID q75•3104006 HOIIfTON,TEXAS
LOS ANGELES,CALIFORNIA
SAN ANTONIO,TEXAS
WASHINGTON,D.G
September 18, 2000 Invoice: 793995
Client: 29841
Regarding: GENERAL Matter: 00001
Description of Profeseional Servicee
08/04/00 CONTINUED PREPARATION AND REVIEW OF TAX
OPZNION.
Sill Bowers 1.00 hours at 385.00 per hour. 385.00
OB/04/00 FINALIZED TAX OPINION.
Patrick Mitchell 1.50 hours at 350.00 per hour. 525.00
Bill Bowers 1.00 hours at $ 385.00 = 385.00
Patrick Mitchell 1.50 hours at $ 350.00 = 525.00
' Total fees: $910.00
Page 1
, STATEMENT
� Jenkens & Gilchrist
A PROFFSSIONAL CORPORATION
PAYMENT REMI7TANCE ADDRESS: OFFICE LOCATIONS:
P.O.BOX B4tSSt A�mN,h](.V
DALLAS.iE%AS�52842552 DAGW,TE%AS
TAX ID Y75•22040D6 NOUSfON,7E%Af
LOS ANGElES,GIIfORNIA
fAN AMONIO,TE%AS
WATHINGTON,D.0
September 18, 2000 Invoice: 793995
Client: 29841
Regarding: GENERAL Matter: 00001
Description of E�cpense Advances
DRTE DESCRIPTION p,[yp[7p7T
OB/02/00 Copies 18.80
OB/03/00 Copies 20.40
06/04/00 COpleS 2.40
� Total expenses: $41.60
{
f
Page 2
STATEMENT
, , Jenkens & Gilchrist
A PROFFSSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
P.O.BO%842552 AIISTIN.TEXAf
DALLAS,TEXAS 751842552 DALIAS,TEXAS
TAX 1�/ISd3040Gb NOIISTON,TEXAT
LOS ANGELES,GILIFORNIA
fAN AMONIO,TE%AS
WATHINGTON,D.0
REMITTANCE ADVICE
September 18, 2000
TEXAS STUDENT HOUSING CORP. Invoice: 793995
C/O SSRS INC. Client: 29841
ATTN: MR. BILL DAVIS Matter: 00001
701 IINIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840
Regarding: GENERAL
Fees for professional services through Aug 31, 2000 $910.00
t
� Expense advances through Aug 31, 2000 41.60
Current fees and expenses through Aug 31, 2000 $951.60
PREVIOIIS ODTSTANDING SALANCE AS OF Sep 18, 2000
• DISREGARD THIS AMOLRIT IF IT HAS PREVIOIISLY BEEN REMITTED * $10,469.94
Total balance due upon receipt 511,421.54
Payment of this invoice may be made by wire transfer:
Chase Bank of Texas, N.A.
ABA# 113000609
Jenkens & Gilchrist, A Professional Corporation
1445 Ross Avenue, Suite 3200, Dallas, Texas 75202
Account #088-05082847
Ref: Client/Matter - Name & Number
If paid by wire transfer, please notify Steve sraud (214) 655-4539 or
Nancy Lewis (214) 855-4664. Please include wiring charges in remittance.
*** Remittance envelope enclosed - Please mail this copy with your payment ***
STATEMENT
., Jenkens & Gilchrist
A PROFESSIONAL CORPOAATION
PAYMENT REMITfANCE ADDRESS: OFFICE LOCATIONS:
P.O.60X 842551 AlISTIN,TE%AS
DALIhS.7EXA5]5284-2552 DALIAS.TE%AS
TAX ID I75230400f HOUSTON,iE%AS
LOS ANGELEf,CAUFORNIA
SAN AMONIO,TEXAf
WIISHINGTON,D,G
September 18, 2000
BB FRANCHISING, INC. Invoice: 793996
3712 MCFARLIN SOULEVARD Client: 43003
DALLAS, TX 75205 Matter: 00001
Regarding: GENERnT•
Fees for professional services through Aug 31, 2000 $415.00
Expense advances through Aug 31, 2000 .00
�
� Current fees and expenses through Aug 31, 2000 $415.00
Total balance due upon receipt 5415.00
A description of these charges is shown on the following pages.
A copy of this page is enclosed; please return it with your payment.
For billing inquiries, please call 214-855-4051. Tax ID# 75-2204006
i
� STATEMENT
• Jenkens & Gilchrist
A PROFESSIONAL CORPORAIION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
r.o.eox e�zssz Al15TIN,TEXAS
DALIAf,TE%A5 75281-3552 DALLAS,TE%AS
TA%ID/75-II04006 XOIISTON,TEXAS
LOS ANGELES,CALIFORNIA
SAN ANTONIO,TE%AS
WASHING70N�D.G
September 18, 2D00 Invoice: 793996
Client: 43003
Regarding: GENERAL Matter: 00001
Description of Profesaional Servicea
OB/02/00 PHONE CONFERENCE WITH KEN REIMER REGARDING
PROBLEMS WZTH CONSTRUCTION AND SIGNAGE FOR
MCARTHUR STORE
Shareholder: Lawrence Adams
08/03/00 REVIEWING DRAFT OF LEASE REGARDING SIGNAGE,
PATIO AWNZNGS AND OTHER IMPROVEMENTS; PHONE
CONFERENCE WITH KEN REIMER REGARDING SAME
i Shareholder: Lawrence Adams
OB/15/00 TELEPHONE CONFERENCE WITA K. REIMER AND L.
ADAMS REGARDING LEASE MATTER.
, Paralegal: Tracy Robertson
08/18/00 OBTAIN LEASE AND VARZOUS DOC'S.
Paralegal: Tracy Robertson
Total fees: $415.00
Page 1
Jenkenso&�Gilchrist
AU571N,TEXAS
(512)499-3800
1445 Ross AVENUE xovsrox,�xns
SLJITE 3200 (713)951-3300
Dn[.Lns,TEXns 75202 LOS ANG&LES,CALIFORNIA
(310)820.8800
SANANfONID,TEXAS
(214)855-4500 ' (210)7a6-S000
T&LECOPffiR(214)855-4300 WpSH[NGTON,D C
(202)3261500
www jenkens.com AFFILIA7£OFFICE
Pa[rick E.Mitchell cFacnco,acirro�s
(214)855-4363 (312)425d900
pmitchell@jenkens com
August 4,2000
Texas Student Housing Corporation
c/o Town of Westlake
3 Village Circle,#207
Westlake,Texas 76262
SSRS,Inc.
701 East University Drive
Suite 102
College Station,Texas 77840
Gentlemen:
You have requested our opinion that the term and compensation provisions of two
management agreements to be executed between SSRS,Inc. ("SSRS")and the Texas Student
Housing Corporation("TSHC"),copies of which you have provided to us and are attached hereto,
will not cause the tax-exempt bond-financed property of TSHC to be deemed to be used in a"private
business use"within the meaning of section 141(b) of the Internal Revenue Code of 1986, as
amended(the"Cade"). Set forth below is our opinion and the statement of facts,assumptions and
documents upon which we have relied in rendering our opinion.
a. Statement of Facts
TSHC owns residential rental properties(the"Properties")located in Bryan and College
Station,Texas that were acquired with debt,the interest on which is currently exempt from£ederal
income taacation pursuant to section 103 of the Code. TSHC intends to enter into two management
agreements(together the"Agreements"and individually an"AgreemenY')with SSRS to provide
designated management services with respect to the Properties. One Agreement will apply to a
portion of the Properties and the other Agreement will apply to the remainder of the Properties.
SSRS is currently providing management services at the Properties and, upon execution, the
A�reements will be effective retroactively as of December 1,1999. Both Agreements have a fifteen-
yearterm.
➢ellaW 461439 v 1,29841 00001
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
Texas Student Housing Corporation
SSRS,Inc.
August 4,2000
Page 2
Under one Agreement,SSRS will receive compensation of$210,000 for the first year of the
Agreement,$231,000 per yeaz for the next two years ofthe Agreement,and$252,000 per year for
the next two years of the Agreement, with the compensation being adjusted upward, but not
downward,annually for the sixth through fifteenth years based upon changes in the CPI Index.
Under the other Agreement,SSRS will receive compensation of$40,000 for the first yeaz of
the Agreement,$44,000 per year for the next two years ofthe Agreement,and$48,000 per year for
the next two years of the Agreement, with the compensation being adjusted upward, but not
downward,annually for the sixth through fifteenth years based upon changes in the CPI Index.
b Documents Reviewed
In connection with the issuance of our opinion,we have reviewed and relied upon the copies
of the Agreements attached hereto.
c. Assumptions
In connection with the issuance of our opinion,we have made and are relying upon the
following assumptions:
i. That the management of the PropeRies by SSRS and the compensation of
SSRS by TSHC will be strictly in accordance with the tertns of the
Agreements.
ii That the interest on TSHC's debt is currently exempt from federal income
taxation pursuant to section 103 of the Code.
iii. That the Agreements have been negotiated at arm's length.
iv. That the amounts of compensation set forth in the Agreements are reasonable
in light of the services performed and to be perFormed for TSHC by SSRS and
represent the fair mazket value of such services.
v. That the Agreements represent the entire agreement beriveen TSHC and
SSRS regarding the matters covered therein.
Dailna4461439v 1.29841 D0001
Jenkens & Gilchrist
A PROFESSIONqL CORPORATION
Texas Student Housing Corporation
SSRS,Inc.
August 4,2000
Page 3
vi. That the reasonably expected remaining useful life of each of the Properties
at the time that the Agreements are executed will be at least 19 years.
vii. That SSRS does not have a role or relationship with TSHC that,in effect,
substantially limits the ability of TSHC to exercise its rights under the
Agreements.
d. Oqinion
Based solely upon the statement of facts,documents,and assumptions set forth above,it is
our opinion that the term and compensation provisions of the Agreements will not cause the t�-
exempt bond-financed property of TSHC to be deemed to be used in a"private business use"within
the meaning of section 141(b)of the Code.
e. Limitations
i. Except as otherwise indicated,the opinion contained in this letter is based
upon the Code and its legislative history, the regulations promulgated
thereunder,judicial decisions,and current administrative rulings and practices
of the Internal Revenue Service, all as in effect on the date of this letter.
These authorities may be amended or revoked at any time. Any such changes
may or may not be retroactive with respect to transactions entered into or
contemplated prior to the effective date thereof and could significantly alter
the conclusions reached in this letter. There is no assurance that legislative,
judicial,or administrative changes will not occur in the future.We assume no
obligation to update or modify this letter to reflect any developments that may
occur after the date of this letter.
ii. The opinion expressed herein is not binding upon the Intemal Revenue
Service or the courts and is dependant upon the accuracy and completeness
ofthe documents we have deemed necessary and appropriate to review under
the circumstances,and upon the assumptions and statement of facts recited
in this letter. We have relied upon these documents, assumptions and
statement of facts without any independent investigation or verification of
their accuracy or completeness(although we aze unaware of any reason to
doubt them). Any inaccuracy or incompleteness in these documents,
statement of facts or assumptions could adversely affect the opinion stated
�uazaaeta39.,L z9sat,0000t
Jenkens & Gilchrist
A PROFESSIONAL CORPORATIDN
Texas 5tudent Housing Corporation
SSRS,Inc.
August 4,2000
Page 4
herein. Furthermore,to the extent the final form ofthe Agreements differs in
any respect from the form ofthe Agreements attached hereto,such differences
or modifications could adversely affect the opinion stated herein.
iii. The firm is expressing its opinion only as to those matters expressly set forth
in Section d. No opinion should be inferred as to any other matter. No
opinion is expressed as to whether the interest on indebtedness relating to the
Properties is currently exempt from federal income taxation. Further,no
opinion is expressed with respect to any provision of the Agreements other
than as set forth in Section d.
iv. This opinion letter is issued solely for the benefit of SSRS and TSHC,and no
other person or entity may rely on this letter without the express written
consent of Jenkens&Gilchrist,a Professional Corporation.
Very truly yours,
JENKENS&GILCHRIST
A Professional Corporation
By: �
Patrick E.Mitchell,Authorized Signatory
Dallas4461439v 1.29841 00001
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
Ausr¢a,"I�xns
1445 Ross Avsxus (sis�a�v-ssoo
SUITE 3200 cwcaco,v.wvacs
(312)425-3900
DALLAs,TExAs 75202 xousroN,'t'�xns
(713)951-3300
(214)855-4500 i,osnxcE�s,c,�.uoxvin
TELECOPIER�Z14�HSS-�}3OO (310)820-8800
William D.Moon snxnNm,no.7'sxns
(214)855-4333 ww�v.jenkens com (210)246-SODO
bmoon@jenkens com WASF@IGTON,D.C.
(202)326-I500
October 9,2000
Mr.Bill Davis
SSRS,Inc.
701 East University Drive
Suite 102
College Statioq Texas 77840
i Re: Legal Opinion Conceming Extended Management Agreement
�
Deaz Bilk
I believe that Lazry Williamson has already del�vered to you the form of legal opimon Jenkens&
Gilchnstis prepazed to provide to theTexas StudentHousing Corporat�on and SSRS,Inc.in connection with
the execution and delivery ofthe extended management agreement bet�veen those rivo parties.I believe that
� Larry also provided you�vith our statement for the�vork done in connection with ihe opinion which I
understand SSRS,Inc.is to pay.
Enclosed is a slightly revised bill which includes the time for the final review of the opinion by Bill
Bowers ofour office.All opinions must be approved by rivo shazeholders,and,unfortunately,Bill's time for
that&nal review did not get included in the prior statement you received. I apologize for the oversight
As I believe you know,my son Allen,is a new resident ofthe Tower.He shazes a suite on the 17th
floor with a friend. Both of them are very happy with the Tower and the folks there. I thought you would
appreciate a word from a sahsfied customer.
Yours truly,
William D.Moon
cc: Scott Bradley,Esq.
Thomas A.Moon,Esq.
Larry Williamson
, u�iazz�ztsaz��.vs�s90000t
ri,
�
RESOLUT'ION
AUTHORIZING THE MODIFICATION OF MANAGEMENT AGREEMENTS
PERTAINING TO TI�TEXAS STUDENT HOUSING DORMITORIES;AND
RESOLVING RELATED MATTERS
WHEREAS,this nonprofit corporation(the"TSHC")has been created pursuantto the Higher
Education Authority Act(Chapter 53,Education Code)to act as a duly constituted authority and
instrumentality onbehalfofthe Townof Westlake,Texas(the"Town"),among otherthings,to acquireand
operate student housing facilities;
WHEREAS,in December 1995 and January 1996,the TSHC acquired,respectively,two
dornutory projects(collectively,the dornutories shall be referred to asthe TSHC Dormitories")located
in Bryan,Texas,pursuant to installment sale ageements(collectively,the installment sale agreements shall
be referred to as the"Installment Sale Agreements")peRaining to each of the TSHC Dormitories;
WHEREAS,each of the TSHC Dorxnitories has been managed from the outset by SSRS,Inc.
("SSRS")pursuantto respective management agreements(collectively,the original management agreements
shall be refened to as the"Original Management Agreements");
WHEREAS,theBoazd ofD'uectors(the"Board")oftheTSHC herebyfindsthat it is inthe interest
ofthe TSHC to modifythe Original Management Agreements by extendingtheirterms as provided inthe
modified management ageements(collectively,themodified management agreements shallbe referred to
as the"Modified Management Agreements")that have been submitted to this Boazd;
WHEREAS, the Installment Sale Agreements each provide that the respective Original
+ ManagementAgreementscannotbechangedunlesstheTSHCisfiunishedwithanopinion(suchopinion
shall bereferredto as the"TaxOpinion")of"Bond Counsel"to the effectthat any change to the Original
Management Agreements will not adversely affect the exemption from federal income taxation ofthe
interest on the respective Installment Sale Agreements;
WI-�REA5,theInstallment Sale Agreementsfiutherprovidethat theBond Counsel renderingthe
Tax Opinion must be selected by the Board;
WHEREAS,the meeting at which this Resolution hasbeen considered hasbeen called and held,
and public notice of the meeting has been given,in accordance with applicable law;
THEREFORE,BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE TEXAS
STUDENT HOUSING CORPORATION:
SECTION 1. Preamble.
The preamble ofthisResolutionis herebyadopted byreference and made part ofthisResolution.
1
�
SECTION 2. DesiQnation of Bond Counsel.
TheTSHC hereby selectsthe Srm ofJenkens&Gilchrist,P.C.,as Tax Counsel,to renderthe Tax
Opinion regarding the Modified Management Agreements,which Tax Opinion shall be in a form that
satisfies the requirements ofthe Installment Sale Agreements as determinedby Thomas AllenMoon,as
Finance Counsel to the Board.
SECTION 3. Authorized Representatives.
The President and each Vice President ofthe TSHC,Scott Bradley,General Counsel,Thomas
Allen Moon,Finance Counsel,and Larry Williamson,Financial Adviser,are hereby designated as
authorized representatives ofthe TSHC forpurposes ofthisResolution and each aze hereby authorized and
d'uected to do all things necessary or advisable(including without limitation,the execution and delivery of
any documents contemplated underthisResolution)to carry out the terms and effect the purpose ofthis
Resolution.
SECTION 4. Authorization to Execute and Deliver the Modified Management Ag.reements.
3ubject to the receipt of the Tax Opinion in a form acceptable to the Finance Counsel and the
payment by SSRS ofthe fees ofTaxCounsel andtheFinance Counsel,in connection with the modificaUon
ofthe OriginalManagement Agreements,the President and any VicePresident oftheBoard is authorized
to execute and delivertheModified Management Agreements.In the event that it is appropriate to make
any changes to the Modified Management Agreements from the form previously submitted to the B oard,
the changes shall be accepted by the TSHC if the changes are approved by the President or any Vice
President ofthe Board,the General Counsel,the Finance Counsel,and theFinancial Adviser and such
changes are covered by to the Tax Opinion.
SECTION 5. Effective Date of the Modified Management A�reements.
TheModifiedManagementAgreements shallbecome effectiveimmediatelyuponthe e�cecutionand
delivery thereof by the President or any Vice President.
SECTION 6. Sunersedes all Prior Resolutions.
TlilsResolution shall supersede all priorresolutionsrelatingto anmodiScation orextension ofthe
Original Management Agreements,and,if any conflict exists between this Resolution and any prior
resolution relating thereto,this Resolution shall control.
This Resolution shall take effect immediately upon its adoption.
. 2 .
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
Aus7tN,lbcns
1445 Ross AvExUE (512)499-3800
SUI.1.E 320� CHICAGO,II.t.INOIS
(312)425-3900
DALLns,�xAs 75202 ��ousTox,.raas
(713)951-3300
(214)855-4500 �os.axca.Es,ca.uow�nn
7r•s.scorgx(214)855-4300 (sto�szo-saoo
William D.Moon smm�Nro�o,rFxns
(214)855-4333 www.�enkens com (2io)za6-s000
bmoon@jenkens.com WASi@IGTON,D.c
(202)326-1500
August 3,2000
Texas Student Housing Corporation HAND DELIVERED
c/o Town of Westlake
3 Village Circle,#207
Westlake,Texas 76262
Attention:Allen Moon
Re: Legal Opinion Concerning New Management Agreement
Gentlemen:
Enclosed foryour handling aze(1)an original signed copy ofthe Jenkens&Gilchrist legal opinion
concerning the new Management Agreement between SSRS, Inc. and Texas Student Housing
Corporation,and(2)our statementforlegal services in connectionwiththe prepazation and deliveryofthe
opinion.
, The opinion may be released to S SRS,Inc.only against receipt ofpayment ofthe statement in full.
If you have any questions regarding the enclosures,please let me know.
Yours truly,
William D.Moon
cc: Scott Bradley
�n�z�oasc3.i.�ssa�0000i
Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
AUSTIN,7E7ChS
1445 Ross AvEtauE (512)499-3800
SUITE 3200 ��*�.�ors
� (3l2)425-3900
DALLAS,I�XAS 75202 xousioN,'��xn5
(713)951-3300
�LI�F�IISS-4SOO LOSANGELES,CALIFORI�7A
��cor�a(214)855-4300 (sio�szo-ssoo
William D.Moon sax nxro�o,lt�xns
(214)855-4333 www.jenkens.com (Z�o>2a5-soao
bmoon@jenkens.com WAS}@JGTON,D C
(202)326-1500
August 3,2000
Texas Student Housing Corporation HAND DELIVERED
c/o Town of Westlake
3 Village Circle,#207
Westlake,Texas 76262
� Attention:Allen Moon
Re: Legal Opinion Concerning New Management Agreement
Gentlemen:
Enclosed foryourhandling aze(1)an original signed copy ofthe 7enkens&Gilchrist legal opinion
concerning the new Management Agreement between SSRS, Inc. and Texas Student Housing
Corporation,and(2)our statement forlegal services in connectionwiththeprepazationand delivery ofthe
� opinion.
' The opinion maybereleased to SSRS,Inc.onlyagainst receipt ofpayment ofthe statement in full.
If you have any questions regarding the enclosures,please let me know.
Yours truly,
William D.Moon
cc: Scott Bradley
Da11as2 704663 v�.29841 OOOOI
, � Jenkens & Gilchrist A�S�.,�,,5
A PROFESSIONAL CORPORATION (512)499-3800
I�
. 1445 ROSs Av�ue HOUSTON,TEXAS
SUITE 3200 (7�7)951-3300
DALLAS,TEXns 75202 LOS ANGELFS,CALIFORNIA
(3I0)ffi0-8800
SAN ANTONIO,TEXAS
(214)8SS-4S00 (210)246-5000
TELECOPIER(Z I M1)SSS•4JOO WpSHINGTON,D.0
(202)326•I500
www.jenkens.com I�FFILIATE�FFICE
Patrick E.Mitchell
(214)855-4363 CHICAGO,ILLINOIS
pmitchell@jenkens.com (312)425-3900
August 1,2000
SSRS,Inc.
701 East University Drive
Suite 102
College Station,Texas 77840
Gentlemen:
You have requested our opinion that the term and compensation provisions of two
" management agreements to be executed hetween SSRS, Inc. ("SSRS") and the Texas Student
Housing Corporation("TSHC"),copies of which you have provided to us and are attached hereto,
will not cause the tax-exempt bond-financed property of TSHC to be deemed to be used in a"private
business use"within the meaning of section 141(b)of the Internal Revenue Code of 1986,as
amended(the"Code"). Set forth below is our opinion and the statement of facts,assumptions and �
documents upon which we have relied in rendering our opinion.
a. Statement of Facts
TSHC owns residential rental properties(the"Properties")located in Bryan and College
Station,Texas that were acquired with debt,the interest on which is currently exempt from federal
income taxation pursuant to section 103 of the Code. TSHC intends to enter into two management
agreements(together the"Agreements"and individually an"AgreemenY')with SSRS to provide
designated management services with respect to the Properties. One Agreement will apply to a
portion of the Properties and the other Agreement will apply to the remainder of the Properties.
SSRS is currently providing management services at the Properties and, upon execution, the
Agreements will be effective retroactively as of December 1,1999.Both Agreements have a fifteen-
yearterm.
Under one Agreement,SSRS will receive compensation of$210,000 for the first year of the
Agreement,$231,000 per year for the next two yeazs of the Agreement,and$252,000 per year for
the next two years of the Agreement, with the compensation being adjusted upward, but not
downwazd,annually for the sixth through fifteenth years based upon changes in the CPI Index.
Dallas4 461439 v 1,29841.00001
�- Jenkens & Gilchrist
A PROFESSIONAL CORPOHATION
1�
" SSRS,Inc.
August 1,2000
Page 2
Under the other Agreement,SSRS will receive compensation of$40,000 for the first year
of the Agreement,$44,000 per yeaz for the next two yeazs of the Agreement,and$48,000 per year
for the next two yeazs of the Agreement,with the compensation being adjusted upward,but not
downwazd,annually for the sixth through fifteenth yeazs based upon changes in the CPI Index.
b. Documents Reviewed
In connection with the issuance of our opinion,we have reviewed and relied upon the copies
of the Agreements attached hereto.
c. Assumntions
In connection with the issuance of our opinion,we have made and aze relying upon the
following assumptions:
i. That the management of the Properties by SSRS and the compensation of
SSRS by TSHC will be strictly in accordance with the terms oF the
Agreements.
ii. That the interest on TSHC's debt is currently exempt from federal income
taxation pursuant to section 103 of the Code.
iii. That the Agreements have been negotiated at arm's length.
iv. That the amounts ofcompensation set forth in the Agreements are reasonable
in light of the services performed and to be performed for TSHC by 3SRS
. and represent the fair mazket value of such services.
v. That the Agreements represent the entire agreement between TSHC and
SSRS regazding the matters covered therein.
vi. That the reasonably expected remaining useful life of each of the Properties
at the time that the Agreements are executed will be at least 19 years.
vii. That SSRS does not have a role or relationship with TSHC that,in effect,
substantially limits the ability of TSHC to exercise its rights under the
Agreements.
Dallas4 441439 v I,29841 00001
� Jenkens & Gilchrist
y A PROFESSIONAL COftPORATION
1�
' SSRS,Inc.
August 1,2000
Page 3
d. Opinion
Based solely upon the statement of facts,documents,and assumptions set forth above,it is
our opinion that the term and compensation provisions of the Agreements will not cause the tax-
exempt bond-financed property of TSHC to be deemed to be used in a"private business use"within
the meaning of section 141(b)of the Code.
e. Limitations
i. Except as otherwise indicated,the opinion contained in this letter is based
, upon the Code and its legislative history, the regulations promulgated
thereunder, judicial decisions, and current administrative rulings and
� practices of the Internal Revenue Service,all as in effect on the date of this
letter. These authorities may be amended or revoked at any time. Any such
changes may or may not be retroactive with respect to transactions entered
into or contemplated prior to the effective date thereof and couid significantly
alter the conclusions reached in this letter. There is no assurance that
legislative,judicial,or administrative changes will not occur in the future. �
We assume no obligation to update or modify this letter to reflect any
. developments that may occur after the date of this letter.
ii. The opinion expressed herein is not binding upon the Internal Revenue
Service or the courts and is dependant upon the accuracy and completeness
of the documents we have deemed necessary and appropriate to review under
the circumstances,and upon the assumptions and statement of facts recited
in this letter. We have relied upon these documents, assumptions and
statement of facts without any independent investigation or verification of
their accuracy or completeness(although we aze unawaze of any reason to
doubt them). Any inaccuracy or incompleteness in these documents,
statement of facts or assumptions could adversely affect the opinion stated
herein. Furthermore,to the extent the final form of the Agreements differs
in any respect from the form of the Agreements attached hereto, such
differences or modifications could adversely affect the opinion stated herein.
Dallu4 46I439 v I,29841.00001
� Jenkens & Gilchrist
/ A PROFESSIONAL CORPORATION ,
1�
' SSRS,Inc.
August 1,2000
Page 4
iii. This opinion letter is issued solely for the benefit of SSRS and TSHC,and no
other person or entity may rely on this letter without the express written
consent of Jenkens&Gilchrist,a Professional Corporation.
Very truly yours,
JENKENS&GILCHRIST
A Professional Corporation
By: ��(.,f' /GLf�f.�D
, � Patrick E.Mitchell,Authorized Signatory
Dallasa 461439 v I.29841 00001
STATEMENT
' Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMI7TANCE ADDRESS: OFFICE LOCATIONS:
P.O.BOX 892552 AUSTIN,TE%AT
GALLAS,TE%AS 75SB42552 DALWS,iE%AS
TA%ID/75-2204006 HOIISTON�TE%NS
LOS ANGELES�GLIFORNIA
SAN ANiONlO,iEXAS
WASHINGTON,D.G
August 3, 2000
TEXAS STUDENT HOUSING CORP. Invoice: 781345
C/O SSRS INC. Client: 29841
ATTN: MR. BILL DAVIS Matter: 00001
701 IINIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840
Regarding: GENEunT,
Fees for professional services through Jul 31, 2000 $10,293.50
Expense advances through Jul 31, 2000 176.44
Current fees and expenses through Jul 31, 2000 $10,469.94
Total balance due upon receipt , , 510,469.94
A description of these charges is shown on the following pages.
A copy of this page is enclosed; please return it with your payment.
For billing inquiries, please call 214-855-4051. Tax ID# 75-2204006
STATEMENT
� Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
r.o.eox e�ssss AUSTIN,iE%AS
ow�ws,'rExns�sxe�•zss2 DALU1f,TEWS
TA%ID/]5-3 5 010 0 6 NOUTfON�TE]fAT
LOS ANGELES,GLIFORNIA
SAN AMONI0.7E%AS
WASHINGTON�D.0
August 3, 2000 Invoice: 781345
Client: 29841
Regarding: GENERAL Matter: 00001
Deacription of Profeasional Services
03/Ol/00 CONFERENCES WITH PAT MITCHELL RE SAFE FiP.RBOR
RULES; BRIEF REVIEW OF PROPOSED MANAGEMENT
AGREEMENTS; TELEPHONE MESSAGES TO SERVICE;
REVIEW OF IRS SAFE HARBOR RULINGS.
Tyree Collier 2.00 hours at 260.00 per hour. 520.00
03/O1/00 OFFZCE CONFERENCE WITH TYREE COLLIER REGARDING
OPINION; TAX RESEARCH AND PLANNING REGARDING
MATTER.
Patrick Mitchell 1.20 hours at 350.00 per hour. 420.00
03/02/00 SEGIN WORK ON OPINION LANGUAGE; ADDITIONAL
RESEARCH.
Tyree Collier 1.00 hours at 260.00 per hour. 260.00
03/03/00 WORK ON OPINION RE D7ANAGEMENT SAFE HARBOR;
TELEPHONE CONFERENCES WITH IRS NATIONAL OFFICE
PERSON DESIGNATED AS TAX EXEMPT BOND EXPERT RE
ESCALATION PROVISION.
Tyr�e Collier 2.00 hours at 260.00 per hour. 520.00
03/06/00 TELEPHONE CONFERENCE WITH IRS NATIONAL OFFICE
"EXPERT" ON TAX-EXEMPT BONDS RE ESCALATION
PROVISION; NOTE TO FILE RE SAME.
Tyree Collier .50 hours at 260.Oo per hour. 130.00
03/06/00 TELEPHONE CONFERENCE WITH ALLEN MOON REGARDING
TSHC ISSUES; OFFICE CONFERENCE WZTH BILL BOWERS
AND TYREE COLLIER REGARDING IRS EXAMINATION.
Patrick Mitchell .70 hours at 350.00 per hour. 245.00
03/07/00 TELEPHONE CONFERENCE WITH FRED BAYLISS
REGARDING IRS EXAM.
Patrick Mitchell .30 hours at 350.00 per hour. 105.00
Page 1
STATEMENT
' Jenkens & Gilchrist
A PROFFSSIONAL CORPORATTON
PAYMENT REMITTANCE ADDRE55: OFFICE LOCATIOHS:
P.O.BOIf 842552 AIISfIN,TEXAS
DALlAS,iE%AS]5284�2552 Dp�,�,h�
TAX ID/75d3W 006 XOUSfON.TEXAS
LOS ANGELES�ULIfORN1A
SAN AMONIO,lE%AT
WAfHINGTON,D.G
August 3, 2000 Invoice: 781345
Client: 29641
Regarding: GENERAL Matter: 00001
Description of Professional Services
03/16/00 PREPARE POWER OF ATTORNEY; CONFERENCE WZTH BILL
BOWERS RE SAME.
Tyree Collier .50 hours at 260.00 per hour. 130.00
04/04/00 CONTINUED PREPARATION OF RESPONSE TO INTERNAL
REVENUE SERVICE AND REVIEW OF INFORMATION
REQUESTED THEREFROM.
Bill Bowers .50 hours at 385.00 per hour. 192.50
� 04/04/00 STUDY RESPONSE TO IDR AND DOCUMENTS RELATED
THERETO; CONFER BILL BOWERS; ETC.
H. Campbell Zachry 1.80 hours at 350.00 per hour. 630.00
04/OS/00 CONTINUED PREPARATION OF RESPONSE TO INTERNAL
REVENUE SERVICE AND REVIEW OF INFORMATION
REQUESTED.
Bill Bowers 2.00 hours at 385.00 per hour. 770.00
04/12/00 RESEARCFI RE: INTEREST ON TRANSACTION.
Melanie Lake 4.30 hours at 150.00 per hour. 645.00
04/13/00 RESEARCH REGARDING BOND ISSUES ZNCLUDING
INVESTMENT PROPERTY QUESTIONS.
Bill Bowers 1.00 hours at 385.00 per hour. 385.00
04/13/00 RESEARCH RE: INTEREST ON TRANSACTION.
Melanie Lake 5.20 hours at 150.00 per hour. 780.00
04/14/00 RESEARCA RE: INTEREST ON TRANSACTION.
Melanie Lake 4.60 hours at 150.00 per hour. 690.00
04/17/DO RESEARCH RE: INTEREST ON TRANSACTION.
Melanie Lake 3.10 hours at 150.00 per hour. 465.00
D4/18/00 EXTENDED CONFERENCES WITH BILL MOON.
Bill Bowers .30 hours at 385.00 per hour. 115.50
Page 2
STATEMENT
� Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOCATIONS:
P.O.BO%842552 Al15fIN,TE%AT
DALIAf,TEXAf 7558�-3552 DALIAS,7EXA5
TA%ID/75-2204006 XOIISfON,TEXAf
LOS ANGELES�GLIfORN1A
SAN AMONIO,iE%AS
WASHfNGTON,D.G
August 3, 2000 Invoice: 781345
Client: 29641
Regarding: GENERAL Matter: 00001
Description of Profesaioaal Servicea
04/18/00 DRAFTING MEMORANDUM RE: RESEARCH OUTCOMES FOR
INTEREST ON TRANSACTION.
Melanie Lake 2.30 hours at 150.00 per hour. 345.00
04/19/00 REVISION OF MEMORANDUM AND RESEARCH RE:
INTEREST ON TRANSACTION.
Melanie Lake 2.30 hours at 150.00 per hour. 345.00
06/07/00 CONFERENCES WITH THE INTERNAL REVENUE SERVICE
' REGARDING THE STATUS OF AUDIT; CONFERENCES WITH
ALLEN MOON, BILL MOON AND PAT MITCAELL
WNCERNING SAME.
Bill Bowers .50 hours at 365.00 per hour. 192.50
06/14/00 PREPARATION OF LETTER TO BOARD 11ND REVIEW OF
FILE.
Bill Bowers 1.50 hours at 385.00 per hour. 577.50
06/16/00 WORKED ON BOND OPINION FOR SSRS RE TERM AND
COMPENSATION PROVISIONS OF MANAGEMENT
AGREEMENT.
Tyree Collier 3.00 hours at 260.00 per hour. 780.00
06/19/00 CONTINUED PREPARATION OF LETTER.
Bill Bowers .50 hours at 385.00 per hour. 192.50
07/14/00 TELEPHONE CONFERENCE WITH ALLEN MOON REGARDING
BOND OPINION AND ADDITIONAL ISSUE; CONFERENCE
WITH PAT MITCHELL REGARDING SAME; WORK ON
� RESEARCH REGARDING SAME.
Tyree Collier 1.00 hours at 260.00 per hour. 260.00
07/24/00 BRIEF REVIEW OF REV. PROC. 97-13 AND OVERALL
TAX-EXEMPT FINANCING REQUIREMENTS REGARDING
ALAN MOON'S REQUEST FOR ADDITIONAL OPINION.
Tyree Collier 2.00 hours at 260.Oo per hour. 520.00
Page 3
STATEMENT
� Jenkens & Gilchrist
A PROFESSIONAL CORPORAT[ON
PAYMENT REMITTANCE ADDRE55: OFFICE LOCATIONS:
P.O.BOX 893552 AIISTIN,TE%AS
CALlAS,TE%AS 75284-2552 DALU15,TEXAS
TA%1�/75-2204006 NOUSfON�TEXAS
LOSANGELES,GILIFORNIA
SAN AMONIO,TEXAS
WATXINGTON,D.0
August 3, 2000 Znvoice: 781345
Client: 29841
Regarding: GENERAL Matter: 00001
Description of Professional Services
07/25/00 CONFERENCE WITH PAT MITCHELL REGARDING ALAN
MOON'S REQUEST FOR ADDITIONAL OPINION.
Tyree Collier .30 hours at 260.00 per hour. 78.00
Tyree Collier 12.30 hours at $ 260.00 = 3,198.00
Bill Sowers 6.30 hours at $ 385.00 = 2,425.50
Patrick Mitchell 2.20 hours at $ 350.00 = 770.00
H. Campbell Zachry 1.80 hours at $ 350.00 = 630.00
Melanie Lake 21.80 hours at $ 150.00 = 3,270.00
Total fees: $10,293.50
1
Page 4
STATEMENT
� Jenkens & Gilchrist
A PROFESS[ONAL CORPORAT[ON
PAYMENT REMITfANCE ADDRESS: OFFICE LOCATIONS:
r.o.sox e�:552 �umN,�ras
GAL VaS.TEXAf 75tB43552 DALIAS.TE%AS
TA%ID/75-2204006 HOUSfON,TE%Af
LOf ANGELES,GLIFORNIA
SAN AMONID.TE%AS
WAfHINGTON,D.0
August 3, 2000 IRVOiCe: 781345
Client: 29841
Regarding: GENERAL Matter: 00001
Description o£ Expenae Advances
DATE DESCRIPTION AI�I�IINT
03/16/00 Copies .60
03/22/DO Copies 3.60
03/29/DO Document Express Courier Service 40.24
03/30/00 Copies 119.40
04/OS/00 Copies 11.40
06/22/00 Copies 1.2�
Total expenses: $176.44
Page 5
� STATEMENT
' Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
PAYMENT REMITTANCE ADDRESS: OFFICE LOGATIONS:
P.O.eOX 612552 ` AUflIN�TE%AS
DALLpS,TE7fA5 75t842552 OAUAS,7E7(Af
TAX I�/75•t209006 HOIISfON,TEXAS
LOS ANGELES,GUFO0.NU
SAN AMONIO,TE%AS
WASNINGTON�O.G
REMITTANCE ADVICE
August 3, 2000
TEXAS STUDENT AOUSING CORP. Invoice: 781345
C/O SSRS INC. Client: 29841
ATTN: MR. BILL DAVIS Matter: 00001
701 UNIVERSITY DR., SUITE 102
COLLEGE STATION, TEXAS 77840
Regarding: GENERnT•
' Fees for professional services through Jul 31, 2000 $10,293.50
Expense advances through Jul 31, 2000 176.44
Current fees and expenses through Jul 31, 2000 $10,469.94
Total balance due upon receipt 510,469.94
Payment of this invoice may be made by wire transfer:
Chase Bank of Texas, N.A.
4 ABA# 113000609
Jenkens & Gilchrist, A Professional Corporation
1445 Ross Avenue, Suite 3200, Dallas, Texas 75202 �
Account #088-OSD82847
Ref: Client/Matter - Name & Number
If paid by wire transfer, please notify Steve Braud (214) 855-4539 or
Nancy Lewis (214) 855-4664. Please include wiring charges in remittance.
*** Remittance envelope enclosed - Please mail thie copy with your payment ***
0
����
MANAGEMENT AGREEMENT
between
TEXAS STUDENT HOUSING CORPORATION
" and
SSRS, INC.,
� as Project Manager
Dated as of
but effective as of December 1, 1999
CONTENTS
PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Conshvction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
Section 2.01 Project Manager as Independent Contractor
Section 2.02 Limitations on Responsibilities of Project Manager
Section 2.03 Standard of Care
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Confracts and Supplies
Section 2.07 Maintenance and Repair
Section 2.08 Licenses and Permits
Section 2.09 Personnel Reports Required by Law
Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 2.14 Limitations on Responsibilities of Corporation
ARTICLE III:BUDGET PROVISIONS .
Section 3.01 Annual Prepazation of Project Budget
Section 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment
ARTICLE IV:FUNDS MANAGEMENT PROVI3IONS
Section 4.01 Funds Held In Trust
Section 4.02 Administration of Project Operating Fund
Section 4.03 Project Capital Improvements
Section 4.04 Disposition of Project Revenue Receipts
Secfion 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS
3ection 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports
Section 5.03 Annual Financial Report
Section 5.04 Annual Audit Report
Sec6on 5.05 Monthly Accounting of Project Operating Fund
Section 5.06 Furnishing Copies of Records and Reports
ManagementAgreement
Paga 2 0123
•� Section 5.07 Cooperation with Audits
- Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
. Section 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE VII:DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARRANTIES
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS
Section 9.01 Term of Agreement
E Section 9.02 Assignment of Agreement
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications
Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 CounterparLs
Section 9.09 Applicable Law
EXECUTION
ATTACHMENT I:Initial Project Budget
Management Agreement
Page 3 of 23
- MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated ,1999,effective as of
December 1,1999 is between TEXAS STUDENT HOUSING CORPORATION(the
"Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
authority and duties thereof under this Management Agreement,the"Project Manager"),a
Califomia corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
engage the Project Manager to manage and operate the Project;
WHEREAS,the Corporation and the Project Manager acknowledge that ihis
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of December 1,1995,
between the Corporation and Rossco Holdings Incorporated("Rossco"),a Califomia
corporadon;
NOW,THEREFORE,the Corporation and the Project Manager,in consideration of the
premises,hereby mutually enter into this Management Agreement and agree as follows:
ARTICLE I
INTRODUCTORY PROVISIONS
SECTION 1.01.Defenitions.
f Except as othenvise provided in this Agreement,the capitalized terms in this Agreement
fshall have the following respecrive meanings(unless the context otherwise requires):
"AgreemenY'means this Management Agreement,including any amendments
hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement
"Annual Project Budget"means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particulaz Fiscal Yeaz period
that details(among other things),on a month-by-month basis for the covered
Fiscal Year,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the
"Arbitrage Rebate ConsultanY'(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and chazges
ManagementAgreemenl `
Paga 4 of 23
• • for the rental and other use of the Project during the covered Fiscal Yeaz.
"Approved Annual Project Budget"means,initially,the Initial Project Budget
(including any amendments thereofl,and subsequently,any tlnnual Project
Budget(including any amendments thereo fl that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
' "Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this Agreement takes effect.
"Corporation"means the"Corporation"as defined in the preamble of this
Agreement.
"Current Receipts"means any Project Revenues that are not Early Receipts.
"Current Receipts Account"means the account by that name created under the
Sale Agreement.
"Depository"means the"Depository"as defined in the Sale Agreement.
"Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Yeaz immediately following the Fiscal Year in which
such Project Revenues aze received. �
"Early Receipts Account"means the account by that name created under the Sale
Agreement.
"Fiscal Yeaz"means the period commencing with each December 1 and
continuing through each November 30 or such other 12-month period as may be
established by Corporation as the fiscal yeaz for the Project.
"Higher Education Authority AcY'means Chapter 53 of the Texas Education
Code,as amended.
"Initial Project Budget"means the initial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
Management Agreement
Page 5 ot 23
"Management Consultanf'means any"Management Consultant"as defined in the
Sale Agreement.
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capacity under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$40 000.00 annuallv,as specified
above. From December 1,2000,through November 30,2002,the management
fee will be payable at the rate of.�,900 00 a.,n�aily,as specified above. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$48 000 0o A„n„ailv as specified above. Beginning
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the
previous yeaz's fee based u on the CPI Inde In e even e PI Index
ecreases, e Management Fee paid to the Project Manager shall remain the
same as the previous yeaz.
"Person"means any individual,corporation,partnership,joint venture,joint-stock
company,association,trust,unincorporated organization,or government or
agency or political subdivision thereof.
"Proje means the housing and/or education facilities constituting the"Project"
efined in the Sale Agreement and known as the Colon artments at 1101
Southwest Pazkway,College Station,Texas 778 and�33,135,137,139,141,
143,145,147 150 and 152 Meadowland,College Station,fiexas 77840,all of
w ich are more fully described in Exhibit"A"attached hereto.
"Project Manager"means the"Project Manager"as defined in the preamble of
this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement
"Project Revenues"means the revenues consisting of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement.
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Rossco"means"Rossco"as defined in the preamble of this Agreement.
"Sale Agreement"means the"Sale Agreement"as defined in the preamble of this
Agreemeat.
Management Agreement
Page 6 of 23
"Sale Agreement Default"means any"Event of DefaulY'as defined in the Sale
Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that aze not defined herein shall have the
respective meanings assigned to them in the Sale Agreement
SECTTON 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,exhibits,schedules,and other
addenda to this Agreement referred to in this Agreement are hereby incorporated by reference
into and made a part of this Agreement.
SECTION 1.04.General Rules ofConstruction.
Whenever in this Agreement the context requires(1)a reference to the singular number
� shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,feminine,and neuter.The table of contents and the,titles given to any
article or section of this Agreement aze for convenience only and aze not intended to modify the
article or section.
ARTICLE II
GENERAL MANAGEMENT PROVISIONS
' SECTION 2.01.Project Manager as Independent Contractor.
,
` The Project Manager shall manage,operate,and maintain the Project in accordance with
this Agreement as an independent contractor(not an employee)of the Corporation. '
SECTION 2.02.Limitations on Responsibilities of Project Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incuned by the Project Manager pursuant to this
Agreement
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Standard afCare.
The Project Manager shall perform its duties and functions under this Agreement in a
Management Agreement
Paga 7 of 23
- diligent and efficient manner.
SECTION 2.04.General Management Duties.
Within the limits of the financial resources provided by(or on behalf o fl the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In carrying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other charges
(including,without limitation,parking fees and telephone use chazges)due from
Project tenants and from other users and/or servicers of the Project(if any);
(4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project.
SECTION 2.05.Hiring/Retainrng Personnel.
(a) The Project Manager shall hire and supervise such employees that aze necessary for the
operation of the Project.The Project Manager shall provide for the proper training of all
such employees.
(b) The Project Manager may subcontract with any other Person for the performance of any
duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subcontract existed(except to the extent that the Corporation,in its sole
discretion,expressly releases the Project Manager from such responsibility).
(c) The costs inctured by the Project Manager in the hiring and retaining of its employees
(including,without limitation,salaries and other compensation and benefits)and any
subcontractors pt,*c�,A„t to this Agreement aze expenses of the operation and maintenance
of the Project for which the Project Manager shall be reimbursed&om the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs aze incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project.
Management Agreement
Page 8 of 23
SECTION 2.06.Conlracts and Supplies.
The Project Manager may enter into Project-related agreements with(1)concessionaires,
licensees,tenants,or other users of the Project regazding the use of the Project,(2)utility
companies to'furnish electricity,gas,water,steam,telephone,and other utilities,(3)service
providers for(among other services)cleaning,vermin extermination,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that aze appropriate to maintain the Project.
SECTTON 2.07.Maintenance and Repair.
The Project Manager shall keep the Project in good repair,including(without limitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or sunilaz character as the Project.
SECTION 2.08.Licenses and Permits.
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
" all licenses and permits(including,without limitation,deposits and bonds)that aze required for
the lawful operation of the Project.
SECTION 2.09.Personnel Reports Required by Law.
The Project Manager shall prepaze(or cause to 6e prepared)and cause to be submitted
and/or filed(as appropriate)all forms,retums,or reports that aze required by law(including
administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz taxes,and(4)any other
legal requirements in the area of employment or personnel.
SECTION 2.10.Paymext ofTaxes and Claims.
The Project Manager shall cause to be timely paid or dischazged(1)all lawful taxes,
assessments,and other govemmental chazges imposed on the Project or the Project Revenues
and(2)all lawfui claims for labor,materials,and supplies that,if unpaid,would become a lien
upon the Project by operation of law.
SECTTON 2.11.Inspection ofProject.
The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Project.
Management Agreement
Page 9 ot 23
- SECTION 2.12.Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any part thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of performing
its duties and functions under this Agreemen�
SECTION 2.13.Project Manager Compensation.
As compensarion for the performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arreazs,on or before the second Business Day of the first calendaz
month immediately following the calendaz month in which the fee was eamed.The Management
Fee for any paztial calendaz month shall be prorated on a daily basis.Upon the expiration or
eazlier temunation of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
termination.
SECTION 2.14.Limitatioru on Responsibilities of Corporation.
As long as the Project Manager is responsible for the operation and management of the �
Project under this Agreement,the Corporation shall have no such responsibility(except to the
extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the
Project Manager pursuant to this Agreement.
� ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annual Preparation of Project Budget.
(a) The Project Manager shall prepare a proposed Annual Project Budget for each Fiscal
Year and submit such proposed Annual Project Budget to the Corporation at least 45 days
before the first day of the Fiscal Yeaz covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shall be based upon
reasonable assumptions and,in the judgement of the Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
the covered Fiscal Yeaz,(2)maintain the value of the Project to the greatest extent
reasonably practicable in consideration of all lawfully available funds,and(3)othenvise
comply with the Sale Agreement.
. Management Agreement
Page 10 ot 23
. SECTION 3.02.Approval ofProject Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be promptly fumished to the Project Manager.
SECTION 3.03.Operation ofProject under Project Budget.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as are permitted
under the Sale Agreement.If the Project Manager has not been fiunished with an Approved
Annual Project Budget for a particulaz Fiscal Yeaz by ihe beginning of such Fiscal Yeaz,the
Project Manager shall use,to the extent practicable,the Approved Annual Project Budget for the
previous Fiscal Yeaz until furnished with the Approved Annual Project Budget for the cuaent
Fiscal Yeaz.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Initial Project Budget.
SECTION 3.04.Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that satisfy the same standazds as
prescribed by this Agreement for a proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporation shall cause a copy of the amendment to
be promptly fumished to the Project Manager.
(b) If ihe Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved.Aiuival Project Budget or otherwise permitted under
the Sale Agreement(as a pemutted deviation from the Approved Annual Project Budget)
is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annual
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
ARTICLE IV
FUND3 MANAGEMENT PROVISIONS
SECTION 4.01.Funds Held in Trust.
All funds received by the Project Manager in the course of performing its duties and
functions under this Agreement shall be held in tnist by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement.
Management Agreement ,
Page 11 of 23 .
SECTION 4.02.Administration ofProjecl Operating Fund.
(a) The Project Manager shall apply ihe funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expenditure deviations from the Approved
Annual Project Budget as are permitted under the Sale Agreement).
(b) If,at any time,there aze insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance ofthe Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds held under the Sale Agreement that aze available pursuant to the 3ale Agreement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
such request(1)the amount of such insufficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particulaz budget item(if any)in the Approved Annual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capitallmprovements.
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that aze included in the Approved Annual Project Budget(with
such deviations from the Approved Annual Project Budget as aze permitted under the Sale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the Sale
Agreement.
SECTION 4.04.Disposition ofProject Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Early
Receipts to be deposited into the Early Receipts Account)not later than the Business Day
next following the date of such receipt.The Project Manager may make arrangements
with the Corporation for the d'uect deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall determine whether such
Project Revenues aze Current Receipts or Early Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to this section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues aze Current Receipts or Early Receipts.
Management Agreement
Page 12 of 23
� (c) The Project Manager shall not commingle any Current Receipts with any Eazly Receipts.
� Current Receipts shall be accounted for(pursuant to this section)separately from Early
Receipts.
ARTICLE V
RECORDS AND REPORTS
SECTION 5.01.Maintenance ofRecards.
(a) The Pmject Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Operating Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounting principles,consistently applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines are necessary for ihe efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duties and functions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to this Agreement shall be
subject to examination and photocopy by the Corporation,the Beneficiary,any
Management Consultant,or their respective authorized representatives at the office where
they are maintained during normal business hours on Business Days.
SECTION 5.02.Quarterly Financia!Reports.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that terminates on Mazch 31,2000,a
report containing the following: _
y
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expendihues;and
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTION 5.03.ffnnual Financial Report.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Year,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
Management Agreement
, Page 13 ot 23
- a balance sheet showing the results of operation of the Project,taking into account appropriate
' yeaz-end adjusbments,and(2)a cumulative statement setting forth the information contained in
the four quarterly financial reports covering such Fiscal Yeaz prepazed pursuant to this
Agreement.
SECTION 5.04.Annual Audit Report.
Not later than the 60th day following the last day of each Fiscal Year,the Project
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual Audit
Report for such Fiscal Yeaz,prepazed by an independent certified public accounting firm in
accordance with the Sale Agreement.
SECTION 5.05.MonlhlyAccounling ofProject Operaling Fund.
The Project Manager shall cause to be prepazed and delivered to the Corporation,not
• later than the 15th day after the last day of each calendar month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
The Project Manager shall fumish to the Corporation,the Beneficiary,or any
Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf o fl the Project Manager pursuant to this Agreement(as specified in such request)not
later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best efforts to cooperate with any accounting firm
retained by(or on behalf o�the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Operating Fund.
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the prepazation of such
report,information that is fumished by(or on behalf ofl Rossco with respect to such period.
ARTICLE VI
PARTICULAR AGREEMEPITS
SECTION 6.01.Limited Recourse Obligations.
All of the respective obligations of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligations)aze limited recourse
Management Agreement
Paga 14 of 23
� obligations that are payable solely(1)in the case of the Corporation,&om the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project
Revenues that are not subject to any lien or pledge securing any debt instrument or required to
pay any current liability of the Corporation and(2)in the case of the Project Manager,from iu
uneamed Management Fee.
SECTION 6.02.Tax-Exempt Financing afProject.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement p»*��ant to the Higher Education Authority Act under
circumstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under 5ection 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to this Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
facility"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
SECTION 6.03.Commercial Leases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
SECTION 6.04.No Partnership or.loint Yenture.
The Agreement does not create a relationship between the Corporation and the Project
Manager as partners or joint venturers.In no event shall either such party be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law.
The Project Manager shall operate and manage the Project in compliance with the Higher
Education Authority Act and all other applicable federal,state,and local law(including
administrative regulations).
SECITON 6.06.Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of the
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the
premiums and other costs associated with such insurance&om the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such additional
insurance with respect to the Project as may be directed by the Corporation(subject to
available funds for payment of the cost thereo fl.
(b) All liability covenge for the Project shall name the Project Manager as an additional
Management Agreement
Page 15 of 23
• insured(in addition to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the extent pemutted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
such indemnity and deductible provisions as are approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance carrier(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECTION 6.07.Campliance with Labar Laws.
The Project Manager shall comply with applicable law(including administrative
regulations)covering all of the Project Manager's employees who perform any work in
� connection with the operation or management of the Project.
SECTION 6.08.Indemnification ofProject Manager.
(a) The Corporation shall indemnify(to the extent permitted by law)ihe Project Manager
and its o�cers,employees,and agents against all losses,costs,damages,liabilities,and •
claims(including,without limitation,reasonable attorney's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
' (1) any action of or omission by any such indemnified Person within the scope of the
; Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o fl the Corporation to pay
any obligadon owed by the Corporation with respect to the Project;
(3) the failure of the Project Manager to perform any duty under this Management
Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
Project when the Project Manager is carrying out its duties and functions under
this Agreement or acting at the express or implied direction of the Corporation.
(b) This section shall survive the terminadon of this Agreement.
Management f�qreement
Page 16 of 23
: SECTION 6.09.lndemnifrcation of Corporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attomey's fees)incurred,without willful misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager ouuide
the scope of its authority under tivs Agreement or(2)the willful misconduct of the Project
Manager in the performance of its duties and functions under this Agreement.This section shall
survive the termination of this Agreement.
SECTION 6.10.No Personal Liability.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement.
SECTION 6.11.Further Assurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
each other in obtaining and maintaining any licenses or permits required for the lawful operation
of the Project and otherwise in consummating the transactions contemplated by and effecting the
purposes of this A�eement.The Project Manager shall furnish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporation to comply with the
Sale Agreement.
SECTION 6.12.Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
discretion,such approval,consent,or determination shall not be unreasonably withheld,
conditioned,or delayed.Whenever this Agreement grants the Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such deternunation and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other pariy.
SECTTON 6.13.Mergers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Corporation shall bind and inure to the benefit of any successor of the
Corporation.
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Project Manager shall bind or inure to the benefit of a successor of the Project
Manager(whether such succession is a result of inerger,consolidation,acquisition,
ManagementAgreement
Page 17 ot 23
reorganization,or otherwise)so long as such successor is controlled(within the meaning
, of the federal securities laws)by the same controlling interest that controlled the Project
Manager prior to such succession.
SECTION 6.14.Resrgnation of Project Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignafion. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a repiacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an additional six months. The
management fee paid to the Project Manager will continue to be calculated as provided in
Section 1.01 of the agreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECTTON 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if ihe Project Manager fails
to perform any of its duties under this Agreement that are material to the successful
` operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
reasonable action is taken to cure such failure),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such termination shall not take effect until the Person that is to be the
successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement Such termination shall not res�ict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so temunated.
SECTION 7.02.Default by Corporation.
(a) The Corporation shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that aze material to the successful
operadon of the Project and:
� ManagementAgreement
Paga 18 of 23
'' (1) such failure continues uncured for a period of more than 30 days after the date
� that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
(assuming reasonable action is taken to cure such failure),the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligently
pursue such action until such failure is cured.
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may terminate this Agreement by providing notice of such termination to the
Corporation.Such termination shall not take effect until the Person that is to be the
successor to the terminating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECTION 7.03.Project Operation During Sale Agreement Default. -
(a) At any time during the continuance of a Sale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for application pursuant to the Sale
Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Agreement Default,such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
, Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
and/or
(3) operate and manage the Project under this Agreement in the stead of the Project
Manager or in a manner contrary to this Agreement to the extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
until terminated pursuant to the Sale Agreement.The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescribed by this Agreement
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict.
Managemant Agreement
Paga 19 of 23
ARTICLE VIII
GENERAL REPRESENTATIONS AND WARRANTIES
SECTfON 8.01.Representations and Warranties of ProjecJ Manager.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the
law of the State of Califomia and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder;
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transacrions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorization,or other acfion by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Project Manager of this Agreement;
(S) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its
terms(except as such enforceability may be limited by banlauptcy,insolvency,or
other similaz laws affecting the enforcement of creditors'rights generally or by
j general principles of equity);
� (6) except as otherwise disclosed in writing,there is no action,suit,proceeding,
inquiry,or investigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
functions under,this Agreement or(B)adversely affects any of the transactions
contemplated by this Agreement;
(7) the Project Manager is not in violation of any statute or administrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would
materially adversely affect its ability to perform its duties or functions under this
Agreement;
(8) the execution and delivery of,and the performance of its obligations under,this
Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute,administtative rule,judgment,decree,or agreement
or other instrument under which the Project Manager or any of its property is
Management Agreement
Paga 20 of 23
. bound;
, (9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECTION 8.02.Representations and Warranties of Corporation.
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas; �
' (2) the Corporation has the power and authority to execute,deliver,and perform its
duties and functions under this Agreement;
' (3) the execution,delivery,and performance by the Corporadon under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effecdve Date)is required in connection with the execution and delivery by the
Corporation of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Corporation
and is enforceable against the Corporation in accordance wiih its terms(except as
such enforceability(A)may be limited by bankruptcy,insolvency,or other
similar laws affecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of the Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01 rm o •eement.
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless eazlier terminated pursuant to its terms,until the fifteenth anniversary of
the Contract Effective Date.Upon the expiration or earlier termination of this Agreement,the
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount thereof representing a portion of the Management Fee then
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
ManagementAgreement
Page 21 of 23
. SECTION 9.02.Assignment ofAgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
assignee).
SECT'ION 9.03.AmendmenJ ofAgreement.
No amendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corponrion.
SECTION 9.04.Complete.4greement.
This Agreement represents the complete integration of all undertaking between the
Project Manager and the Corporation relating to the operation and management of the Project
and supersedes any prior agreement(whether written or oral)between them regazding that
subject.
SECTION 9.05.Notices and Other Communications.
(a) Notices,consents and approvals,and other communications under this Agreement shall
be in writing and delivered by registered or certified United States mail(postage paid,
retum receipt requested);by facsimile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale -
Agreement;
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation.
(b) Each Person to whom communications aze delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
have been delivered to the addressee as of the date of deposit in the mail.
Management Agreement
Page 22 of 23
- (d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the extent of the conflict.
SECTION 9.06.Benefit ofAgreement.
Unless otherwise expressly provided by this Agreement,this Agreement does not confer
any right,remedy,or claim on any Person other than the respective parties to this Agreement.
SECTION 9.07.Severability.
If any part ofthis Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under the application of such
ruling.
SECTTON 9.08.Counterparts.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING CORPORATION
By:
Title:
SSRS,INC.
By:
Title:
C:1My Docs\TSHCISSRS-Rossco Manage Agf�lFO
Management Agreement
Paga 23 ot 23
� . �
. .
- ��p�
MANAGEMENT AGREEMENT
between
, TEXAS STUDENT HOUSING CORPOR.ATION
and
SSRS, INC.,
as Project Manager
Dated as of
but effective as of December 1, 1999
.,
' CONTENTS
' PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Construction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
Section 2.01 Project Manager as Independent Contractor
Section 2.02 Limitations on Responsibilities of Project Manager
Section 2.03 Standard of Care
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Contracts and Supplies
Section 2.07 Maintenance and Repair
Section 2.08 Licenses and Permits
Section 2.09 Personnel Reports Required by Law
Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 2.14 Limitations on Responsibilities of Corporation
ARTICLE III:BUDGET PROVISIONS
"Section 3.01 Annual Prepazation of Project Budget
Section 3.02 Approval of Project Budget
, Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment
ARTICLE IV:FUNDS MANAGEMENT PROVISIONS
Section 4.01 Funds Held In Trust
Section 4.02 Administration of Project Openting Fund
Section 4.03 Project Capital Improvements
Section 4.04 Disposiflon of Project Revenue Receipts
Section 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS
Section S.OI Maintenance of Records
Secflon 5.02 Quarterly Financial Reports
Section 5.03 Annual Financial Report
Section 5.04 Annual Audit Report
Section 5.05 Monthly Accounting of Project Operating Fund
Section 5.06 , Fumishing Copies of Records and Reports
ManagementAgreement
Page 2 ot 23
,, ' Section 5.07 Cooperation with Audits
. Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
Secrion 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE:VII DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARRANTIES
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS
Section 9.01 Term of Agreement
Section 9.02 Assignment of Agreement
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications
Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 Counterparts
Section 9.09 Applicable Law
EXECUTION
A1"TACHMENT I:Initial Project Budget
Management Agreement
Page 3 of 23
' MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated �1999,effective as of
December 1,1999,is between TEXAS ST[JDENT HOUSING CORPORATION(the
"Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
suthority and duties thereof under this Management Agreement,the"Project Manager"),a
California corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
engage the Project Manager to manage and operate the Project;
VJHEREAS,the Corporation and the Project Manager acknowledge that this
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of January 19,1996,
between the Corporation and Lodgeco Properties,Ltd.("Lodgeco'�,a Texas limited parhiership;
NOW,THEREFORE,the Corporation and the Project Manager,in consideration of the
premises,hereby mutually enter into this Management Agreement and agree as follows:
ARTICLE I
INTRODUCTORY PROVISIONS
SECTION 1.01.Definitions.
Except as otherwise provided in this Agreement,the capitalized terms in this Agreement
shall have the following respective meanings(unless the context othenvise requires):
� "Agreement"means this Management Agreement,including any amendments
hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement.
"Annual Project BudgeY'means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particular Fiscal Yeaz period
that details(among other things),on a month-by-month basis for the covered
Fiscal Year,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the
"Arbitrage Rebate ConsultanY'(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and chazges
for the rental and other use of the Project during the covered Fiscal Yeaz.
Management Agreement
Page 4 of 23
; "Approved Annual Project BudgeY'means,initially,the Initial Project Budget
(including any amendments thereo fl,and subsequently,any Annual Project
Budget(including any amendments thereo�that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this Agreement takes effect.
"Corporation"means the"Corporation"as defined in the preamble of this
Agreement
"Current Receipts"means any Project Revenues that aze not Early Receipts.
"Current Receipts Account"means the account by that name created under the
Sale Agreement. ,
"Depository"means the"Depository"as defined in the Sale Agreement.
"Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Year immediately following the Fiscal Yeaz in which
such Project Revenues aze received.
� - "Eazly Receipu Account"means the account by that name created under the Sale
Agreement
"Fiscal Yeaz"means the period commencing with each September 1 and
continuing through each August 31 or such other 12-month period as may be
established by Corporation as the fiscal yeaz for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education
Code,as amended.
"Initial Project BudgeY'means the uutial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
"Lodgeco"means"Lodgeco"as defined in the preamble of this Agreement
Management Agreement
Paga 5 of 23
. "Management ConsultanY'means any"Management Consultant"as defined in the
Sale Agreement.
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capacity under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$210,000.00 annually,as specified
above. From December 1,2000,through November 30,2002,the management
fee wiil be payable at the rate of$231,000.00 annually,as specified above. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$252,000.00 annually,as specified above. Beginning
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the
previous yeaz's fee based upon the CPI Index. In the event the CPI decreases,the
Management fee paid to the Project Manager shall remain the same as the
previous yeaz.
"Person"means any individual,corporation,partnership,joint venture,joint-stock
company,association,trust,unincorporated organization,or govemment or
agency or political subdivision thereof.
"Proje means the housing and/or education facilities constituting the"ProjecY'
efined in the Sale Agreement and known as th�ersiLu-Tax�er at 410
South Texas Avenue,College Station,Texas 77840,The Fonun at 2300 Texas
Avenue,Bryan,Texas 77802,and 130,132,134,13 ,6`andTf�Meadowland,
College Station,Texas 77840,all of wluc aze more fully escn e in Exhibit
"A"attached hereto.
"Project Manager"means the"Project Manager"as defined in the preamble of
' ' this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement
"Project Revenues"means the revenues consisring of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Sale AgreemenY'means the"Sale Agreement"as defined in the preamble of this
Agreement.
"Sale Agreement Default"means any"Event of Default"as defined in the Sale
Management Agreemant
Paga 6 of 23
' Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that are not defined herein shall have the
respective meanings assigned to them in the Sale Agreement.
SECTION 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,exhibits,schedules,and other
addenda to this Agreement referred to in this Agreement are hereby incorporated by reference
into and made a part of this Agreement.
SECTTON 1.04.General Rules of Construction.
Whenever in this Agreement the context requires(1)a reference to the singular number
shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,feminine,and neuter.The table of contents and the titles given to any
article or section of this Agreement aze for convenience only and are not intended to modify the
article or section.
ARTICLE II
GENERAL MANAGEMENT PROVISIONS
SECTION 2.01.Project Manager as Independent Contractor. ,
1 The Project Manager shall manage,operate,and maintain the Project in accordance with
� this Agreement as an independent contractor(not an employee)of the Corporation.
SECTION 2.02.Limitations on Resportsibilities ofProject Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurred by the Project Manager pursuant to this
Agreement -
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Standard of Care.
The Project Manager shall perform its duties and functions under this Agreement in a
diligent and efficient manner.
Management Agreement
� Page 7 of 23
• SECT'ION 2.04.General Management Duties.
" Within the limits of the financial resources provided by(or on behalf o fl the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In carrying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other chazges
(including,without limitation,pazking fees and telephone use charges)due from
Project tenants and from other users and/or servicers of ihe Project(if any);
(4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project.
SECTION 2.05.Hiring/Retaining Personnel.
(a) The Project Manager shall hire and supervise such employees that are necessary for the
operation of the Project.The Project Manager shall provide for the proper training of all
such employees.
(b) The Project Manager may subconiract with any other Person for the performance o£any
� duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subcontract existed(except to the extent that the Corporation,in its sole
: discretion,expressly releases the Project Manager from such responsibility).
(c) The costs incurred by the Project Manager in the hiring and retaining of its employees
(including,without limitation,salaries and other compensation and benefits)and any
subcontractors pursuant to this Agreement aze expenses of the operation and maintenance
of the Project for which the Project Manager shall be reimbursed from the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs are incurred for the general overhead of the
Project Manager and not for ihe direct operation and management of the Project.
SECTION 2.06.Contracts and Supplies.
The Project Manager may enter into Project-related agreements with(1)co essionair , "
licensees,tenants,or other users ofthe Project regazding the use ofthe Project,(2) '1'
Management Agreement
Page 8 of 23
. ' companies to furnish electricity,gas,water,steam,telephone,and other utilities,(3)service
, providers for(among other services)cleaning,vermin extermination,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that aze appropriate to maintain the Project.
SECTION 2.07.Maintenance and Repair.
The Project Manager shall keep the Project in good repair,including(without limitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or similar character as the Project.
SECTION 2.08.Licenses and Permits.
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
all licenses and permits(including,without limitation,deposits and bonds)that aze required for
the lawful operation of the Project.
SECTION 2.09.Personnel Reports Required by Law.
The Project Manager shall prepaze(or cause to be prepared)and cause to be submitted
� and/or filed(as appropriate)all forms,retums,or reports that aze required by law(including
administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz taxes,and(4)any other
legal requirements in the area of employment or personnel.
SECTION 2.10.Payment of Taxes and Clarms.
The Project Manager shall cause to be timely paid or discharged(1)all lawful taxes,
assessments,and other govemmental chazges imposed on the Project or the Project Revenues
and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would become a lien
' upon the Project by operation of law.
SECTION 2.11.Inspectian of Project.
The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Projec�
SECTION 2.12.Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any part thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of performing
Management Agreement
Page 9 of 23
• its duties and functions under this Agreement.
' SECTION 2.13. ro'ect Manager Compensation.
As compensation for the performance of its duries and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arrears,on or before the second Business Day of the fust calendar
month immediately following the calendaz month in which the fee was eamed.The Management
Fee for any partial calendar month shall be prorated on a daily basis.Upon the expiration or
eazlier termination of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
termination.
SECTION 2.14.Limitations on Responsibilities of Corporation.
As long as the Project Manager is responsible for the operation and management of the
Project under this Agreement,the Corporation shall have no such responsibility(except to the
extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the
Project Manager pursuant to this Agreement.
ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annual Preparation of Project Budget.
(a) The Project Manager shall prepare a proposed Annual Project Budget for each Fiscal
Yeaz and submit such proposed Annual Project Budget to the Corporation at least 45 days
before the first day of the Fiscal Year covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shal!be based upon
reasonable assumptions and,in the judgement of the Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
• the covered Fiscal Yeaz,(2)maintain the value of the Project to the greatest extent
reasonably practicable in consideration of all lawfully available funds,and(3)otherwise
comply with the Sale Agreement.
SEC'TION 3.02.Approval ofProject Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be promptly furnished to the Project Manager.
Management qgreement
Page 10 of 23
' SECTION 3.03.Operation ofProject under Project Budget.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as are permitted
under the Sale Agreement.If the Project Manager has not been fiunished with an Approved
Annual Project Budget for a pazticular Fiscal Yeaz by the beginning of such Fiscal Year,the
Project Manager shall use,to the eactent practicable,the Approved Annual Project Budget for the
previous Fiscal Year until fumished with the Approved Annual Project Budget for the current
Fiscal Yeaz.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Intial Project Budget.
SECTION 3.04.Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that satisfy the same standazds as
prescribed by this Agreement for a proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved.Amival Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporation shall cause a copy of the amendment to
be prompUy fiunished to the Project Manager.
(b) If the Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved Annual Project Budget or otherwise permitted under
the Sale Agreement(as a permitted deviation from the Approved Annual Project Budget)
' is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annuai
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
• ARTICLE IV
FUNDS MANAGEMENT PROVISIONS
SECTION 4.01.Funds Held in Trust.
All funds received by the Project Manager in the course of performing its duties and
functions under this Agreement shall be held in trust by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement
SECTION 4.02.Administration ofProject Operating Fund.
(a) The Project Manager shall apply the funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expenditure deviations from the Approved
Annual Project Budget as aze permitted under the Sale Agreement).
Management Agreement
Page 11 of23
. (b) If,at any time,there are insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance of the Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds held under the Sale Agreement that aze available pursuant to the Sale Agreement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
such request(1)the amount of such insuf'ficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particulaz budget item(if any)in the Approved Annual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capital Improvements.
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that are included in the Approved Annual Project Budget(with
such deviations from the Approved Annual Project Budget as are permitted under the Sale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the Sale
Agreement.
SECTION 4.04.Disposition ofProject Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Eazly
Receipts to be deposited into the Eazly Receipts Account)not later than the Business Day
� next following the date of such receipt.The Project Manager may make arrangements
� with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall determine whether such
Project Revenues aze Current Receipts or Early Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to ihis section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues are Current Receipts or Eazly Receipts.
(c) 'The Project Manager shall not commingle any Current Receipts with any Eazly Receipts.
Current Receipts shall be accounted for(pursuant to this section)sepazately from Eazly
Receipts. '
Management Agreement
Page 12 of 23
• ARTICLE V
RECORDS AND REPORTS
SECTION 5.01.Maintenance of Records.
(a) The Project Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Operating Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounting principles,consistendy applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines are necessary for the efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duties and functions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to this Agreement shall be
subject to examination and photocopy by the Corporation,the Beneficiary,any
Management Consultant,or their respective authorized representatives at the office where
, they are maintained during normal business hours on Business Days.
SECTION 5.02.Quarterly Financral Reports.
The Project Manager shall cause to be prepared and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that terminates on Mazch 31,2000,a
report containing the following:
� (1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expenditures;and _
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTION 5.03.f2nnual Financial Report.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Yeaz,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
a balance sheet showing the results of operation of the Project,taking into account appropriate
year-end adjustments,and(2)a cumulative statement setting forth the information contained in
the four quarterly financial reports covering such Fiscal Yeaz prepazed pursuant to this
Agreement.
Management Agreement
Page 73 0(23
�. 3ECTION 5.04.AnnualAudit Report.
Not later than the 60th day following the last day of each Fiscal Yeaz,the Project
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual Audit
Report for such Fiscal Year,prepazed by an independent certified public accounting firm in
accordance with the Sale Agreement.
SECITON 5.05.MonthlyAccountingofProject OperatingFund.
The Project Manager shall cause to be prepazed and delivered to the Corporation,not
later than the 15th day after the last day of each calendar month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
The Project Manager shall furnish to the Corporation,the Beneficiary,or any
Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf o�the Project Manager pursuant to this Agreement(as specified in such request)not
later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best efforts to cooperate with any accounting firm
; retained by(or on behalf o�the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Operating Fund.
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the prepazation of such
report,information that is fumished by(or on behalf o�Lodgeco with respect to such period.
ARTICLE VI
PARTICULAR AGREEMENTS
SECTION 6.01.Limited Recourse Obligations.
All of the respective obligatians of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligations)aze limited recourse
obligations that aze payable solely(1)in the case of the Corporation,from the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project "
Revenues at aze not subject to any lien or pledge securing any debt instrument or required to
pay any c ent liability of the Corporation and(2)in the case of the Project Manager,from its
���� � Management Agreement � !.A/-�
'�'� y��,IF�s gfW�'U' �1
Page14of23 LI '
��t'
a-z . ��;��/f
• unearned Management Fee.
' SECTION 6.02.Tox-Exempt Financing of Project.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement pursuant to the Higher Education Authority Act under
circumstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under Section 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to this Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
facility"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
�
SECTION 6.03.Commercial Leases. �({�i���G`�t
J'
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
SECTION 6.04.No Partnership or Joint Yenture.
The Agreement does not create a relationship between the Corporation and the Project
Manager as partners or joint venturers.In no event shall either such party be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law.
The Project Manager shall operate and manage the Project in compliance with the Higher
Education Authority Act and all other applicable federal,state,and local law(including
� administrative regulations).
�
SECTION 6.06.Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of ihe
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the
premiums and other costs associated with such insurance&om the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such additional
insurance with respect to the Project as may be directed by the Corpontion(subject to
available funds for payment of the cost thereo�. �
(b) All liability coverage for the Project shall name the Project Manager as an additional
insured(in addition to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the eactent pemutted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
Management Agreement
Page 15 of 23
• � such indemnity and deductible provisions as aze approved by the Corporation.
• (c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance carrier(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECTION 6.07.Compliance with Labor Laws.
The Project Manager shall comply with applicable law(including administrative
regulations)covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Projec�
SECTION 6.08.Indemnifrcation of Project Manager.
(a) The Corporation shall indemnify(to the extent permitted by law)the Project Manager
and its officers,employees,and agents against all losses,costs,damages,liabilities,and
claims(including,without limitation,reasonable attomey's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
(1) any action of or omission by any such indemni£ed Person within the scope of the
Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o�the Corporation to pay
any obligation owed by the Corporation with respect to the Project;
, (3) the failure of the Project Manager to perform any duty under this Management
Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
Project when the Project Manager is carrying out its duties and functions under
�5 J s,h thi��reement�r ai ting at the express or implied direction of the Corporation.
u fc.�t Sc�. � .
(F�) This section shall survive the termination of this Agreement.
�
SECTION 6.09.Indemnification ofCorporalion.
The Project Manager shall indemnify the Corporation and its officers,employees,and
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attomey's fees)incurred,without willful misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager outside
ManagementAgreement .
Page 16 of 23
• ttie scope of its authority under this Agreement or(2)the willful misconduct of the Project
' Manager in the performance of its duties and functions under this Agreement.This section shall
survive the ternunation of this Ageement. ly�. � _.�.(� f{��u rt(
G ����— '
SECTION 6.10.No Personal Liability.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement
SECTION 6.11.FurtherAssurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
each other in obtaining and maintaining any licenses or permits required for the lawful operation
of the Project and otherwise in consummating the transactions contemplated by and effecting the
pucposes of this Agreement The Project Manager shall furnish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporation to comply with the
Sale Agreement.
SECTION 6.12.Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
discretion,such approval,consent,or determination shall not be unreasonably withheld,
conditioned,or delayed.Whenever this Agreement grants the Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such determination and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other party.
� SECTION 6.13.Mergers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Corporation shall bind and inure to the benefit of any successor of the
Corporation.
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Projeci Manager shall bind or inure to the benefit of a successor of the Project
Manager(whether such succession is a result of inerger,consolidation,acquisition, �
reorganization,or othenvise)so long as such successor is controlled(within the meaning
of the federal securides laws)by the same controlling interest that controlled the Project
Manager prior to such succession
Management Agreement
_ Page 17 of 23
'' SEC'ITON 6.14.Resignation ofProject Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignation. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a replacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an addirional six months. The
management fee paid to the Project Manager will continue to be calculated as provided in
Section 1.01 oftheagreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECTION 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if the Project Manager fails
to perform any of its duties under this Agreement that are material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
reasonable action is taken to cure such failure),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such termination shall not take effect until the Person that is to be the
successor to the ternunated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so terminated.
SECTION 7.02.Default by Corporation.
(a) The Corporation shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that are material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
Management Agreemont
Page 18 of 23
• � (assuming reasonable action is taken to cure such failure),the Corporation fails to
_ initiate actioa to cure such failure within such 30-day period or to diligenfly
pursue such action until such failure is cured.
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may teiminate ttris Agreement by providing notice of such termination to the
Corporation.Such termination shall not take effect until the Person that is xo he the
�successor to the terminating Project Manager has assumed the posidon as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECTION 7.03.Project Operation During Sale Agreement Default.
(a) At any time during the continuance of a 5ale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for application pursuant to the Sale
Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Agreement Default,such
� Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
and/or
(3) operate and manage the Project under this Agreement in the stead of the Project
Manager or in a manner contrary to this Agreement to ihe extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
until terminated pursuant to the Sale Agreement.The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescribed by this Agreement.
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict
Management Agreement
Page 19 of 23
' ARTICLE VIII
GENERAL REPRESENTATIONS AND WARRANTIES
SECTION 8.01.Representations and Warranties ofProject Manager.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the
law of the State of California and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder;
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorization,or other action by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
' Project Manager of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Project
Maaager that is eriforceable against the Project Manager in accordance with its
terms(except as such enforceability may be limited by bankruptcy,insolvency,or
other similaz laws affecting the enforcement of creditors'rights generally or by
general principles of equity);
� � (6) except as otherwise disclosed in writing,there is no action,suit,proceeding,
inquiry,or investigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
functions under,this Agreement or(B)adversely affects any of the transactions
' contemplated by this Agreement; .
(7) the Project Manager is not in violation of any statute or a3ministrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would
materially adversely affect its ability to perform its du6es or functions under this
Agreement;
(8) ' the execution and delivery of,and the performance of its obligations under,Uus
Agreement by the Project Manager will not conflict wiih or constitute a breach of
or default under any statute,administrative rule,judgment,decree,or agreement
or other inshvment under which the Project Manager or any of its property is
Management Agreement
Page 20 ot 23
• � bound;
� (9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECTTON 8.02.Representations and Warranties of Corporation.
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corpontion is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas;
(2) the Corporarion has the power and authority to execute,deliver,and perform its
duties and functions under this Agreement;
(3) the execution,delivery,and performance by the Corporation under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Corporation of ttus Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Corporation `
and is enforceable against the Corporation in accordance with its terms(except as
such enforceability(A)may be limited by bankruptcy,insolvency,or other
similaz laws affecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of ihe Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTTON 9.01.Term of.4greement.
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless earlier terminated pursuant to its terms,until the fifteenth anniversary of
the Contract Effective Date.Upon the expiration or eazlier termination of ttus Agreement,the
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount thereof representing a portion of the Management Fee then .
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
ManagamentAgreement
Page 21 of 23
� SECTTON 9.02.Assignment ofifgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
assignee).
SECTION 9.03..4mendment ofAgreement.
No amendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corporation.
SECTION 9.04.Complete Agreement.
This Agreement represents the complete integration of all undertaking between the
Project Manager and the Corporation relating to the operation and management of the Project
� and supersedes any prior agreement(whether written or oral)between them regazding that
subject.
SECTION 9.05.Notices and Olher Communications.
(a) Notices,consents and approvals,and other communications under this Agreement shall
be in writing and delivered by registered or certified United States mail(postage paid,
return receipt requested);by facsimile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement;
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation. .
(b) Each Person to whom communications are delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
Managemenl Agreement
Page 22 of 23
- � have been delivered to the addressee as of the date of deposit in the mail.
' (d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the extent of the conflict.
SECTION 9.06.Benefrt ofAgreement.
Unless otherwise expressly provided by this Agreement,tlus Agreement does not confer
any right,remedy,or claim on any Person other than the respective parties to this Agreement.
SECTION 9.07.Severability.
If any part of this Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under the application of such
ruling.
SECTION 9.08.Counterparts.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING CORPORATION
By:
Title:
SSRS,INC.
By:
Title:
Management Agreement �
Page 23 of 23
. C:WIy Docs1TSHCISSRS-Lodgaw Manage Ag2/F0
Management Agraement
Page 24 of 23
•f •.�
� s
MANAGEMENT AGREEMENT
�
. between
a
, TEXAS STUDENT HOUSING CORPORATION
and
. SSRS,INC.,
as Project Manager
i . ,
i
7
Dated as of December 1, 1995
I ,
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CONTENTS
PREAMBLE
ARTICLE I INTRODUCI'ORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Consuuction
ART'ICLE II GENERAL MANAGEMENT PROVISIONS
Section 201 Project Manager as Independent Contnctor
Section 202 Limitations on Responsibilities of Project Manager
� Section 2.03 Standard of Care .
Section 2.04 General Management Duties
Section 205 Hiring/Retaining Personnel
� Section 2.06 Contracts and Supplies
, Section 207 Maintenance and Repair
Section 2.08 Licenses and Permits
Section 2.09 Personnet Reporrs Required by Law
Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 214 Limitations on Responsibilides of Corporation
r
� ART'ICLE III BUDGET PROVISIONS
4 Section 3.01 Annual Preparation of Project Budget
• Sectioa 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment ,
' ARTICLE N FUNDS MANAGEMENT PROVISIONS
Section 4.01 Funds Held In 1Yust
Section 4.02 Adminisvation of Project Operating Fund
pSection 4.03 Project Capital Imprwemenu
� Section 4.04 Disposition of Project Revenue Receipts
1 Section 4.05 Insurance for Funds Handlers
ARTICLE V RECORDS AND REPORTS
Section 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports ,
f Section 5.03 Annual Financiai Report
Section 5.04 Annual Audit Report
Section 5.05 MonUily Accounting of Project Operating Fund
Section 5.06 Furnishing Copies of Records and Reports
Section 5.07 Cooperation with Audiu
Section 5.08 Pre-Ciosing Reponing Data
DMM0910P.24799-3
, ARTiCLE VI PAR'ITCULAR AGREEMENTS
Section 6.01 Limited Recou[se Obligatioas �
Section 6.02 Tax-Exempt Financing of Project
, Section 6.03 Commercial L.eases
Section 6.04 No Parmership or Joint Venture
Sec[ion 6.05 Compliance with Iaw �
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Iaws
Section 6.08 IndemniHption of Project Manager
Section 6.09 Indemnifiption of Corporation
' Section 6.10 No Pecsonal Liability
Section 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE VII DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 ProJect Operation During Sa1e Agreement Default
, ARTICLE VIII GENERAI.REPRESENTATIONS AND WARRANTIES
„ Section 8.01 Representations and Waaanties of Project Manager
Section 8.D2 Representations and Warranties of Corporation
ARTICLE IX CONCLUDING PROVISIONS
Section 9.01 Term of Agreement
Section 9.02 Assignment of Agreement .
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications '
{ Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 Counterparts .
Section 9.09 Applicable Law
EXECUTION
ATTACf•IIvfENT I Initiat Project Budget • �
DhAS0910P.247993 �ll�
, , , MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated as of December 1, 1995 is between
TEXAS STUDENT HOUSING CORPORATION(the"Corporation"),a Texas nonprofit
corporation,and SSRS,INC. (or any successor to the authority and duties thereof under
this Management Agreement,the"Project Manager"), a California corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires
to engage the Project Manager to manage and operate the Project;
WHEREAS, the Corporation and the Project Manager acknowledge that this
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendmenu thereto,the"Sale Agreement"),dated as of the date of this
Management Agreement, between the Corporation and Rossco Holdings Incorporated
("Rossco"),a California corporation;
NOW,THEREFORE,the Corporation and the Project Manager,in consideration of
the premises,hereby mutually enter into this Management Agreement and agree as follows:
� .
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ni.n�o9�os.u�a
ARTICLE I
IN'I'RODUCTORY PROVISIONS
SECTION 1.01. Definitions.
Except as othenvise provided in this Agreement, the capitalized terms in this
Agreement shall have the following respective meanings (unless the context otherwise
requires):
"?,greement"means this Management Agreement,including any amendments hereto.
"Annual Audit Report" means the "Annual Audit Report" as defined in the Sale
' Agreement.
' "Annual Project Budget" means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particular Fiscal Year period that details
(among other things),on a month-by-month basis for the covered Fiscal Year,all material
revenue and expense categories (including, without limitation, proper funding of the
� Replacement Reserve Fund,compensation of the"Arbitrage Rebate Consultant"(as defined
in the Sale Agreement)and the Project Manager,and appropriate reserves for real estate
� taxes,insurance,maintenance and repair,and other appropriate expense categories)and the
capital expenditures to be made with respect to the Project and that sets forth specif'ic rates
and charges for the rental and other use of the Project during the covered Fiscal Year.
"Approved Annual Project BudgeP'means,initially,the Initial Project Budget(including
any amendments thereo�, and subsequently, any Annual Project Budget (including any
amendments thereo� that has been approved by the Corporation (or by a Management
Consultant,if applicable).
� "BeneSciary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this A,greement takes effect. •
"Corporation"means the"Corporation"as defined in the preamble of this Agreement.
"Current Receipts"means any Project Revenues that aze not Early Receipts.
. "Current Receipts Account"means the account by that name created under the Sale �
Agreement.
DMM0910P.]A799•3 "2" �
"Depositary"means the"Depositary"as defined in the 5ale Agreement.
"Early Receipu"means any Project Revenues consisting of payment for services to be
rendered in the Fiscal Year immediately following the Fiscal Year in which such Project
Revenues are received.
"Early Receipts Account" means the account by that name created under the Sale
Agreement.
"Fiscal Year" means the period commencing with each September 1 and continuing
through each August 31 or such other 12-month period as may be established by
Corporation as the fiscal year for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education Code,as
amended.
"Initial Project Budget"means the initial budget for the operation,maintenance,and �
improvement of the Project as set forth in Attachment I to this Agreement,which budget
covers the period,commencing with the Contract Effective Date,specified therein.
"Management Consu]tant"means any"Management Consultant"as defined in the Sale
Agreement.
"Management Fee"means the fee payable to the Project Manager as compensation for
serving in such capacity under this Agreement, which fee is payable at the rate of
$ " per year,prorated daily during the time that this Agreement remains
in force and effect. .
"Person" means any individual, corporation, partnership, joint venture, joint-stock
company, association, trust, unincorporated organization, or govemment or agency or
' political subdivision thereof.
"Project" means the housing and/or education facilities constituting the "Project" as
� defined in the Sale Agreement.
"Project Manager" means the "Project Manager"as de6ned in the preamble of this
Agreement. •
� "Project Operating Fund" means the fund by that name created under the Sale
Agreement.
� "Project Revenues"means the revenues consisting of"Gross Revenues"as defined in
the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement.
DMM0910P.24799-3 '3' ,
"Revenue Fund"means the fund by that name created under the Sale Agreement.
� "Rossco"means"Rossco"as de5ned in the preamble of this Agreement.
"Sale Ageement" means the "Sale Agreement" as defined in the preamble of this
Agreement.
"Sale Agreement Default" means any "Event of Default" as defined in the Sale
Agreement.
� SECTION 1.02. Other Terms.
The capitalized terms in this Agreement that are not defined herein shall have the
respective meanings assigned to them in the Sale Agreement
� SECTION 1.03. Incorporation b�Reference.
The preamble of this Agreement and all attachments, exlu'bits,schedules, and other
addenda to this Agreement referred to in this Agreement are hereby incorporated by
reference into and made a part of this Agreement.
I
SECTION 1.04. General Rules of Construction.
Whenever in this Agreement the context requires (1) a reference to the singu]ar
number shall include the plural and vice versa and (2) a word denoting gender shall be
,� construed to include the masculine, feminine, and neuter. The table of contents and the
titles given to any article or section of this Agreement are for convenience only and are not
intended to modify the article or section.
1
DMM0910F24799-3 '4'
ARTICLE II
GENERAL MANAGEMENT PROVISIONS
SECTION 2.01. Project Mana�er as Indenendent Contractor.
The Project Manager shall manage,operate, and maintain the Project in accordance
with this Agreement as an independent contractor(not an employee)of the Corporation.
SECTION 2.02. Limitations on Responsibilities of Project Mana�.
(a) The Project Manager shall have no duty to use its own funds in the performance
of iu duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurred by the Project Manager pursuant to this
' Agreement.
(b) The Project Manager shall have no duty to perform any duties or functions under
this Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03. Standard of Care.
The Project Manager shall perform its duties and functions under this Agreement in
a diligent and efficient manner.
SECTION 2.04. General Management Duties. ,
Within the limits of the financial resources provided by (or on behalf o� the
Corporation,the Project Manager shall operate and manage the Project in a commercially
reasonable manner. In carrying out such duty,the Project Manager(among other things)
, shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in
accordance with the tenant leases;
(3) collect the Project Revenues consisting of rents, fees, and other charges
(including,without limitation,parking fees and telephone use chazges)due from Project
tenants and from other users and/or servicers of the Project(if any);
(4) advertise,when appropriate,the ava�7ability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any ,
material change in the status or condition of the Project.
DMM0910F.7A799•3 'S-
SEGTION 2.05. Hirin etaining Personnel.
(a) The Project Manager shall hire and supervise such employees that are necessary
for the operation of the Project. The Project Manager shall provide for the proper training
of all such employees.
(b) The Project Manager may subcontract with any other Person for the performance
of any duty or function that the Project Manager has under this Agreement. However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if no
such subcontract existed (except to the extent that the Corporation, in its sole discretion,
expressly releases the Project Manager from such respons�bility).
(c) The costs incurred by the Project Manager in the hiring and retaining of iu
employees(including,without limitarion,salaries and other compensation and benefits)and
any subcontractors pursuant to this Agreement are expenses of the operation and
maintenance of the Project for which the Project Manager shall be reimbursed from the
Project Operating Fund in accordance with this Agreement. This subsection does not apply
to employee costs to the extent such costs aze incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project.
SECI'ION 2.06. Contracts and Supplies.
E The Project Manager may enter into Project-related agreements with (1)
concessionaires, licensees, tenants, or other users of the Project regarding the use of the
� Project, (2)utility companies to furnish electricity,gas,water,steam,telephone,and other
utilities,(3)service providers for(among other services)cleaning,vermin extermination,air-
conditioning maintenance, plumhing, and equipment maintenance, and (4) vendors to
acquire equipment, tools, appliances, materials, and supplies that are appropriate to
maintain the Project.
SECTION 2.07. Maintenance and Repair.
The Project Manager shall keep the Project in good repair, including (without
limitation) interior and exterior cleaning, painting, decorating, plumbing, alterations,
replacements,improvements,and other maintenance and repair work normally required for
the proper maintenance of facilities of the same or sim�7ar character as the Project.
SECTION 2.08. Licenses and Permits.
The Project Manager shall apply for, obtain, and maintain in the name of the
Corporation all licenses and permiu(including,without limitation,deposiu and bonds)that
aze required for the lawful operation of the Project.
SECfION 2.09. Personnel Reports Required by Law.
The Project Manager shall prepare (or cause to be prepared) and cause to be
DFAS0910P.24799.; � '6'
submitted and/or fi]ed(as appropriate)all forms,returns,or reports that are required by law
(including administrative regulation) in connection with the Project that relate to (1)
unemployment insurance,(2)disability benefits,(3)Social Security and other,similar taxes,
and(4)any other legal requirements in the area of employment or personnel.
SECTION 2.10 Payment of Taxes and Claims.
The Project Manager shall cause to be timely paid or discharged (i)all lawful taxes,
assessments, and other govemmental charges imposed on the Project or the Project
, Revenues and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would
become a lien upon the Project by operation of law. -
SECTION 2.11. Inspection of Project.
The Corporation and/or any Management Consultant (and any of their respective
' authorized representatives) may at any time enter upon any part of the Project for the
purpose of inspecting the Project.
SECTION 2.12. Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any]ega]action or proceeding that the Project Manager considers appropriate to(1)collect
a charges, rents, and other Project Revenues (2) dispossess tenanu or other Persons in
• possession of the Project or any pan thereof,or(3)cancel,terminate,or enforce any lease,
license,concession,or other agreement entered into by the Project Manager in the course
' of performing its duties and functions under this A.greement: , �
SECT'ION 2.13. Project Mana eg r Compensation.
As compensation for the performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
. installment payments,in arrears,on or before the second Business Day of the Srst calendar
month immediately following the calendar month in which the fee was eamed. The
Management Fee for any partial calendar month shall be prorated on a daily basis. Upon
the expiration or earlier termination of this Agreement pursuant to its terms, the
Corporation shall pay all compensation due to the Project Manager no later than the tenth
� day following the date of such termination.
SECI'ION 2.14. Limitations on Respons�'bilities of Corporation.
As]ong as the Project Manager is responsible for the operation and management of
the Project under this Agreement,the Corporation shall have no such respons�'bility(except
' to the extent that this Agreement otherwise expressly provides). The Corporation shall have
no liability for the actions(or omissions)of any employee hired or independent contractor
� retained by the Project Manager pursuant to this Agreement.
DMM0910P.24799-3 '7"
. ' ARTICLE III
BUDGET PROVISIONS
SECTION 3.01. Annua]Preparation of Project Budget.
(a) The Project Manager shall prepaze a proposed Annual Project Budget for each
Fisca]Year and submit such proposed Annual Project Budget to the Corporation at least
45 days before the first day of the Fisca]Year covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shall be based upon
reasonable assumptions and, in the judgement of the Project Manager, shall (1) provide
sufficient Project Revenues to avoid the occurrence of a Sale Ageement Default during the
covered Fiscal Year,(2)maintain the value of the Project to the greatest extent reasonably
practicable in consideration of all lawfully available funds,and(3)otherwise comply with the
Sale Agreement.
SECI'ION 3.02. Approval of Project Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
, Project Manager to be approved in accordance with the Sale Agreement. Upon the
} approval of the proposed Annua]Project Budget,the Corporation shall cause a copy of the
t Approved Annual Project Budget to be promptly furnished to the Project Manager.
SECTION 3.03. Operation of Project under Project Bud�.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget, with such expenditure deviations therefrom as are
. permitted under the Sale Agreement. If the Project Manager has not been furnished with
f an Approved Annual Project Budget for a particular Fiscal Year by the beginning of such
t Fiscal Year,the Project Manager shall use,to the extent practicable,the Approved Annual
Project Budget for the previous Fiscal Year until fumished with the Approved Annual
Project Budget for the current Fiscal Year. The Initial Project Budget shall be deemed to
be the Approved Annual Project Budget for the period that is covered by the Intial Project
, Budget.
� SECI'ION 3.04. Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that sadsfy the same standards as
prescn'bed by this.e,greement for a proposed Annual Project Budget. Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement. Upon such approval,the Corporation shall cause a copy of the amendment to
be promptly fumished to the Project Manager.
(b) If the Project Manager determines that any operation, maintenance, or capital
DMM0910P.2i799•3 '8'
expenditure that is not included in the Approved Annual Project Budget or otherwise
permitted under the Sale Agreement(as a permitted deviation from the Approved Annual
Project Budget)is necessary for the proper operation and/or maintenance of the Project,the
Project Manager shall use iu best efforts to obtain an amendment to the Approved Annual
Project Budget(in accordance with the Sale Ageement)that incorporates such expenditure.
{
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ARTICLE N
FUNDS MANAGEMENT PROVISIONS
SECTION 4.01. Funds Held in Trust.
All funds received by the Project Manager in the course of performing its duties and
functions under this Agreement shall be beld in trust by the Project Manager for the benefit
of the Corporation and applied as provided in this Agreement.
SECTION 4.02. Administration of Project Operatin�Fund.
(a) The Project Manager shall apply the funds on deposit in the Project Operating
Fund,as needed,for the operation and maintenance of the Project in accordance with the
i Approved Annual Project Budget (with such expenditure deviadons &om the Approved
Annual Project Budget as are permitted under the Sale Agreement).
(b) If, at any time, there are insufficient funds on deposit in the Project Operating
Fund for the purpose of paying any obligation incuned in connection with the operation and
i maintenance of the Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds he]d under the Sale Agreement that are available pursuant to the Sale Agreement for
such purpose) to the Project Operating Fund to defray such insuff3ciency,stating in such
� request (1) the amount of such insuff'iciency, (2) a description of each such obligation
� causing such insufficiency,including(without limitation)the identification of such obligation
as a current expense or maintenance expenditure and the amount thereof, and (3) as
identif'ication of the particular budget item(if any)in the Approved Annual Project Budget
within which each such obligation is categorized.
SECTION 4.03. Project Capita]Improvements.
1
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that aze included in the Approved Annual Project Budget
(with such deviations from the Approved Annual Project Budget as are permitted under the
Sale Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering
to the Corporation a request(signed by an authorized officer of the Project Manager)for
a disbursement of such funds from the Replacement Reserve Fund in accordance with the
Sale Agreement.
SECI'ION 4.04. Disposition of Project Revenue Receinu.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in
the course of the operation of the Project to the Depositary for deposit into the Revenue
Fund (the Cunent Receipu to be deposited into the Cunent Receipts Account and the
Early Receipts to be deposited into the Early Receipts Account)not]ater than the Business
. Day next following the date of such receipt. The Project Manager may make arrangements
D���aF.��_3 -ia
�
with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues, the Project Manager shall determine
whether such Project Revenues are C�rrent Receipts or Early Receipts. Whenever the
� Project Manager causes to be deposited Project Revenues to the Depositary(pursuant to
this section),the Project Manager shall include a notice to the Corporation that informs the
Corporation whether such Project Revenues are G�rrent Receipts or Early Receipts.
(c} The Project Manager shall not commingle any Gbnent Receipts with any Early
1 Receipts. G�rrent Receipu shall be accounted for(pursuant to this section)separate]y from
Early Receipts.
SECI'ION 4.05. Insurance for Funds Handlers.
i The Project Manager,at iu own expense,shall cause each individual who is authorized
to withdraw funds from the Project Operating Fund or otherwise handle any funds under
this Agreement to be covered by dishonesty insurance from a responsible insurance carrier
with a liability limit of at least$100,000 per occurrence. ,
,
DMM0910F.24799•3 -11-
ARTICLE V�
RECORDS AND REPORTS
SEGTION 5.01. Maintenance of Records.
(a) T'he Project Manager shall maintain,or cause to be maintained,a comprehensive
system of accounting records pertaining to the operation,maintenance, and improvement
of the Project and the Project Operating Fund. Accounting records shall be kept on an
accrual basis in accordance with generally accepted accounting principles, consistently
applied.
(b) The Project Manager shall maintain such other records as the Project Manager,
in its professional judgment,determines aze necessary for the ef5cient management of the
Project. The Project Manager shall retain all records maintained and invoices received in
connection with its duties and functions under this Agreement for at least four years or for
such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to this Agreement shall
be subject to examination and photocopy by the Corporation, the BeneSciary, any
Management Consultant,or their respective authorized representatives at the office where
they are maintained during normal business hours on Business Days.
SECTION 5.02. Quarterly Financia]Reports.
The Project Manager shall cause to be prepared and delivered to the Corporation and
the BeneSciary,not later than the 45th day after the last day of each"Fiscal Quarter"(as
defined in the Sale Agreement),commencing with the first Fisca]Quarter that terminates
on August 31, 1995,a report containing the following:
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
� Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expenditures; and
(2) cash ba]ances for savings,reserves,and operating accounts as of the last day ,
of such Fiscal Quarter.
SECTION 5.03. Annual Financia]Report.
• , The Project Manager shall cause to be prepared and delivered to the Corporation and
the Beneficiary,not later than the 45th day after the last day of each Fiscal Year,a report
. containing(1)financial statements,including an income and expense statement,a cash flow
statement,and a balance sheet showing the results of operation of the Project,taking into
account appropriate year-end adjustments,and(2)a cumulative statement setting forth the
information contained in the four quarterly financial reports covering such Fiscal Year
prepared pursuant to this Agreement.
DMM0910F.24799-3 '12' .
SECTION 5.04. Annua]Audit Report.
Not later than the 60th day following the last day of each Fiscal Year, the Project
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual
Audit Report for such Fiscal Year,prepared by an independent certified public accounting
firm in accordance with the Sale Agreement.
SECI'ION 5.05. Monthlv Accountin oQ f Project Operating Fund.
The Project Manager shall cause to be prepared and delivered to the Corporation,not
later than the 15th day after the last day of each calendar month, an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06. Furnishin�Copies of Records and Reports.
' The Project Ivlanager shall fumish to the Corporation, the Beneficiary, or any
Management Consultant,upon request,a copy of any record maintained or report prepared
by(or on behalf o�the Project Manager pursuant to this Agreement(as specified in such
request)not later than the 15th day afrer the date of the Project Manager's receipt of such
request.
� SECTION 5.07. Cooperation with Audits.
' The Project Manager shall use iu best efforts to cooperate with any accounting firm
retained by(or on behalf o�the Corporation to conduct an audit relating to the Project,
Project Revenues;and/or the Project Operating Fund.
SECTION 5.08. Pre-Closing Reportin�Data. -
� If any report that is required to be provided by the Project Manager pursuant to this
1 Ageement requires 5nancial or other information with respect to any period of time prior
. to the Contract Effective Date, the Project Manager shall cause to be used, in the
preparation of such report,information that is furnished by(or on behalf o�Rossco with
respect to such period. .
DMM0910P.24799-3 � "13- '
ARTICLE VI
PARTICULAR AGREEMENTS
. SECTION 6.01 Limited Recourse Obligations.
All of the respective obligations of the Corporation and of the Project Manager under
this Agreement(including,without limitation,any indemnification obligations)are limited
recourse obligations that are payable solely (1)in the case of the Corporation, from the
Project Revenues (subject to the lien of the Sale Agreement) and any funds of the
Corporation derived from Project Revenues that are not subject to any lien or pledge
securing any debt instrument or required to pay any current liability of the Corporation and
(2)in the case of the Project Manager,from its unearned Management Fee.
SECTION 6.02. T�-Exempt Financin og f Project.
The Project Manager acknowledges that the acquisition of the Project by the •
Corporation was financed through the Sale Agreement pursuant to the Higher Education
Authority Act under circumstances that the interest payable with respect to the Sale
Agreement is exempt from income federa] taxation under Section 103 of the Code. The
Project Manager shall not,in the course of operating and managing the Project pursuant to
this Agreement,take any action that(or fail to take any action,which failure)would cause
(1)the Project to fail to qualify as a"housing facility"or an"educational facility"under the
' Higher Education Authority Act or (2) the interest payable on the Sale Agreement to
' become subject to federal income taxation.
SECTION 6.03. Commercial L.eases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
I Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on
the tax status of the Interest Component(as defined-in the Sale Agreement).
SECTION 6.04. No Partnership or Joint Venture.
The?,greement does not create a relationship between the Corporation and the Project
Manager as partners or joint venturers. In no event shall either such party be responsb]e
for the debts or other obligations of the other.
SECTION 6.05. Compliance with L.aw.
The Project Manager shall operate and manage the Project in compliance with the
Higher Education Authority Act and all other applicable federal; state, and local law
(including administrative regulations).
DMM0910P.247993 '14'
SECTION 6.06. Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf
of the Corporation,as provided in the Sale Agreement. The Project Manager shall pay the
premiums and other costs associated with such insurance from the Project Operating Fund.
The Project Manager shall cause to be obtained and maintained such additional insurance
with respect to the Project as may be directed by the Corporation(subject to available funds
for payment of the cost thereo�.
(b) All liability coverage for the Project shall name the Project Manager as an
additional insured(in addition to any named insured,additional named insured,and/or loss
payee required by the Sale Agreement). To the extent permitted by any such insurance
policy,the Project Manager and the Corporadon each agree to release the other from all
righu of recovery under such policy (through subrogation or otherwise) for any loss or
damage to the extent there is recovery under such policy. All Project insurance shall contain
only such indemnity and deducrible provisions as are approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make
a full written report to the appropriate insurance camer(s) on all material accidents or
claims for damage relating to the ownership, operation, and maintenance of the Project
known to the Project Manager. All reports of damage to the Project shall include a
description of any damage to, and the estunated cost of repair or replacement of, the
Project. T'he Project Manager shall cooperate with the insurance camer(s)in connection
' with any insurance claims relating to the Project.
SECTION 6.07. Compliance with Labor Laws.
The Project Manager shall comply with applicable law (including administrative
regulations) covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Project.
4 �
. SECTION 6.08. Indemnification of Project Mana�er.
(a) The Corporation shall indemnify (to the extent permitted by law) the Project
Manager and iu ofFicers,employees,and agenu against all]osses,costs,damages,liabilities, •
and claims(including,without limitation,reasonable attomey's fees)incurred,without willful
misconduct on the part of any such indemnified Person, as a result of any of the following:
(1) any action of or omission by any such indemniSed Person within the scope of
the Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf ofl the Corporation
� to pay any obligation owed by the Corporation with respect to the Project;
' (3) the failure of the Project Manager to perform any duty under this
Management Agreement because the Corporation does not provide sufficient funds for
such purpose;or
DMM0910P.2t7993 '1S'
(4) any damage to the Project or bodily injury to any Person in connection with
the Project when the Project Manager is carrying out its duties and functions under this
Ageement or acting at the express or implied direction of the Corporation.
° (b) This section shall survive the termination of this Agreement.
SECTION 6.09. Indemnification of Corporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and
� agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attorney's fees) incurred, without willful misconduct on the part of any such
, indemnified Person, as a result of(1) any action of or omission by the Project Manager
outside the scope of iu authority under this A.greement or(2)the willfui misconduct of the
' Project Manager in the performance of its duties and functions under this Agreement. This
! section shall survive the termination of this Agreement.
SECTION 6.10. No Persona]Liabilitv.
; The directors, of5cers, employees, and agents of the Project Manager and of the
� Corporation shall have no personal liability arising from any action or omission of either
party under this Agreement.
SECTION 6.11. Further Assurances.
� . The Project Manager and the Corporation each shall use its best efforts to cooperate
with each other in obtaining and maintaining any licenses or permits required for the lawfu]
operation of the Project and otherwise in consummating the transactions contemplated by
, and effecting the purposes of this Agreement. The Project Manager shall furnish, upon
� request,such information in its possession pursuant to this?�greement as will enable the
� Corporation to comply with the Sale Agreement.
SECTION 6.12. Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is
required under this Agreement or a determination under this Agreement is to be made in
a Person's discretion,such approval,consent,or determination shall not be unreasonably
withheld,conditioned,or delayed. Whenever this Agreement granu the Corporation or the
Project Manager the right to take an action or make a determination,the Corporation and
the Project Manager each shall act reasonably in taking such action in maldng such
determination and shall not take an action that would result in the frustration of the
commercially reasonable expectations of the other party.
SECI'ION 6.13. Mer�ers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the
benefit of, the Corporation shall bind and inure to the benefit of any successor of the
Corporation.
nnufo��or.u��.s -16-
(b) The wvenants and other provisions of this Agreement entered into by,or for the
beneSt of, the Project Manager shall bind or inure to the benefit of a successor of the
Project Manager(whether such succession is a result of inerger,consolidation,acquisition,
reorganization,or otherwise)so long as such successor is controlled(within the meaning of
the federal securities laws) by the same controlling interest that controlled the Project
Manager prior to such succession.
SECTION 6.14 Resi�.nation of Project Mana�.
� No resignation of the Project Manager under this Agreement shall take effect unless
and until the Person that is to be the successor to the resigning Project Manager has
assumed the position as such successor pursuant to the Sale.Agreement.
��
I
Dhi[.f0910F.24799•3 '17'
ARTICLE VII
DEFAULT AND REMEDIES
SECI'ION 7.01. Default by Project Manaeer.
(a) The Project Manager shall be in default under this Agreement if the Project
Manager fails to perform any of its duties under this Agreement that are material to the
successful operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the
date that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30.day period
(assuming reasonable action is taken to cure such failure),the Project Manager fails
to initiate action to cure such failure within such 30.day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,
the Corporation may terminate this Agreement by providing notice of such termination to
, the Project Manager. Such termination shall not take effect until the Person that is to be
, the successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement. Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former Project
Manager so terminated.
SECTION 7.02. Default by Corporation.
(a) The Corporation shall be in default under this.Agreement if the Corporation fails
� to perform any of iu duties under this Agreement that aze material to the successfu]
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the
. date that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
(assuming reasonable action is taken to cure such failure), the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligently pursue such
action until such failure is cured.
� (b) During the continuance of a defau]t by the Corporation under this Agreement,the
Project Manager may terminate this Agreement by providing notice of such termination to
the Corporation. Such termination shall not take effect until the Person that is to be the
successor to the terminating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement. Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
n�o��oe.u�-s -18-
SECTION 7.03. Project Operation Durin S,� ale A�reement Default.
. (a) At any time during the continuance of a 5ale Agreement Default,the BeneSciary
may d'uect the payment of all or any part of the Project Revenues to iuelf (or to its
authorized agent),rather than to the Project Manager,for application pursuant to the Sale
Agreement. Once commenced,any such direction shall continue until terminated pursuant
to the 3ale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Ageement Default, such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) d'uect the Project Manager in the performance of any such duties and
function;and/or
. (3) operate and manage the Project under this Agreement in the stead of the
Project Manager or in a manner contrary to this Agreement to the extent authorized
� under the Sale Agreement.
Any such undertaldng by the Management Consultant,once commenced,shall continue until
terminated pursuant to the Sale Agreement. The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescn'bed by this Agreement. • • .
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict.
DMM0910F.2t799-3 '19"
ARTICLE VIII
GENERAI.REPRESENTATIONS AND WARRANTIES .
SECTION 8.01. Representations and Warranties of Project Mana`�er.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly eaysting under
the law of the State of California and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this
' Agreement and perform its duties and functions hereunder;
� (3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have been
duly authorized by the Project Manager; .
, (4) no approval,authorization,or other action by,or 51ing with,any governmental ,
authority(other than any that have been obtained or made as of the Contract Effective
� Date)is required in connection with the execution and delivery by the Project Manager
_ of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its terms
(except as such enforceability may be limited by bankruptcy,insolvency,or other similar
laws affecting the enforcement of creditors'rights generally or by general principles of
equity);
(6) except as otherwise descn'bed in the Offering Document,there is no action,
� suit,proceeding,inquiry,or investigation pending before or by any court or other public
body,or,to the]rnowledge of the Project Manager,threatened,that(A)challenges the
validity of, or seeks to enjoin the Project Manager's performance of iu duties or
functions under, this Agreement or (B) adversely affects any of the transactions
contemplated by this Agreement;
(7) the Project Manager is not in violation of any statute or administrative
regulation of the State of Texas or the United States or in breach of any judgment,
decree,or any agreement under which it is obligated,which violation or breach would
materially adversely affect iu ability to perform its duties or functions under tlus
.Agreement;
" (8} the execution and delivery of,and the performance of its obligations under,
this Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute, administrative rule,judgment, decree, or agreement or
other instrument under which the Project Manager or any of its property is bound;
D���aF.u�.3 -aa
(9) any representation in any certificate signed by an authorized officer of the
Project Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECI'ION 8.02. Renresentations and Warranties of Corporation.
T'he Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly e�sting nonpro5t corporation
under the law of the State of Texas;
(2) the Corporation has the power and authority to execute,deliver,and perform
its duties and functions under this Agreement;
(3) the execution, delivery, and performance by the Corporation under this
Agreement,and the consummation of the transactions contemplated herein,have been
duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or 5ling with,any govemmental
authority(other than any that have been obtained or made as of the Contract Effective
� Date)is required in connection with the execution and delivery by the Corporation of
' this.Agreement;
(5) this,Agreement constitutes the valid and binding obligation of the Corporation
and is enforceable against the Corporation in accordance with iu terms(except as such
enforceability (A) may be limited by banlQuptcy, insolvency, or other similar laws •
affecting the enforcement of creditor'rights generally or by genera]principles of equity
and(B)of the obligations of the Corporation under the indemniScation provisions of
this Agreement may be limited by law). �
DMM0910F.26799-3 '21" .
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01. Term of Agreement.
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless earlier terminated pursuant to its terms,until the third anniversary
of the Contract Effective Date. Upon the expiration or earlier termination of this
Agreement, the Project Manager shall deliver to the Corporation all receipts of Project
Revenues in its possession (other than that amount thereof representing a portion of the
Management Fee then owing to the Project Manager) and all records maintained by the
Project Manager pursuant to the Agreement.
SEGTION 9.02. Assi�nment of eement.
Neither the Corporation nor the Project Manager may assign any of its respecrive
interest in this Agreement without the prior consent of the other. The Project Manager
hereby consents to any such assignment by the Corporation in or pursuant to the Sale
Agreement. This Agreement shall bind and inure to the benefit of an assignee(to the extent
of the assignment to such assignee).
� SECI'ION 9.03. Amendment of A�reement.
No amendment of this Agreement shall be effective unless such amendment is in
, , writing and signed by the Corporation. . ,
SECI'ION 9.04. Complete Agreement.
This Agreement represents the complete integration of all undertaking between the
1 Project Manager and the Corporation relating to the operation and management of the
Project and supersedes any prior agreement (whether written or oral) between them
regarding that subject.
SECTION 9.05. Notices and Other Communications.
(a) Notices,consents and approvals,and other communications under this.Agreement
shall be in writing and delivered by registered or certi5ed United States mail(postage paid,
return receipt requested); by facsimile transmission, telex, telecopy, telegram, or other
electronic transmission; or by express or personal delivery. Communicadons under this
� Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement;
DMh10910P24'/993 '22' •
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation.
(b) Each Person to whom communications are delivered pursuant to this Agreement
may designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice thereof
to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be
. deemed to have been delivered to the addressee as of the date of deposit in the mail.
(d) A provision of this Agreement that provides for a different method of
communication or otherwise conflicts with this section supersedes this section to the extent
of the conflict.
SECTION 9.06. Benefit of Aereement.
Unless otherwise expressly provided by this Agreement,this Agreement does not confer
� any right, remedy, or claim on any Person other than the respective parties to this
Agreement.
SECTION 9.07. Severabilitv.
If any part of this Agreement is ruled unenforceable by a court of wmpetent
jurisdiction,this Agreement shall remain operable to the fullest extent possible under the
' application of such ruling. •
SECTION 9.08. Counterparts. '
. Ttus Agreement may be executed in multiple counterparts,each of which shall be an ,
� original and all of which shall constitute one and the same document.
SECiTON 9.09. Apnlicable Law.
THIS AGRFFMFNr SHAI L BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WTTH TI-iE IAW OF TI�SfATE OF TEXAS.
t
DMM0910F.24799•3 "23' . 1
IN WITNESS WHEREOF,each of the parties to this Agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING
C TIO� �
e: � �-✓�2.r
SSRS,INC.
I
By:
Titie: ����r
i
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4
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o�an�za�za�ssn� Signature Page of Management Agreement
ATTACHIvIENT I
Initial Project Budeet
E
}
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DMM0910F.24799-3 �
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file(05ana296) ''
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TEXAS STUDENT NOUSING CORP
COLONY AP7S. �'
a
OPERATING INCOME BUDGET ANALYSIS ��',-;
fOR THE PERIOD DEC.28,1995 TO AUG.31,1996 , '-'
. . o
JAN 98 FEB 96 MAR 96 APR 96 MAY 96 JUN 96 JUL 96 AUG 96 TOTAL s-
�
OPERATING REVENUE; �
N
t RENT,NET OF DISCOUNTS -
^, ANDAI.IOWANCES 82,425 82,425 82,425 62,425 7�,825 73,B25 73,825 83,050 634,225 z
�� DORM REVENUE 10,062 24,3�5 26,014 25,175 6,715 19,923 112,224
'D pORM MAINT7PROCESS FEES 4,500 8,500 15,500 7,500 36,000
MAINTEtdANCE FEES 50D 300 300 300 1,400 500 J00 1,800 5,,00
IATE CHARGES 6D0 500 500 500 400 400 400 400 3,700
VENDINGINCOME 700 1,OOD 1,000 1,000 800 8�D 600 1,100 7,200 .
' OTHER INCOME 30D 300 900 300 900 275 275 t,000 J,650 �
. EXTENDED STAY 1 20D 2 000 2 000 2 000 2 000 2 ODO 2,OOD 2,D00 15,200 �
TOTAL REVENUES 85,787 110,860 112,559 111,700 9D,540 86,300 9�,10D 116,773 817,599 '}"t
�
Y EXPENSES: ~
DORM OPERATING 1,OAD 2,480 2,400 2,480 5,480 5,480 2,480 10,480 32,400 � �
OORM UTILITY 1,30D 3,tOD 3,100 3,100 3,100 1,200 1,200 3,700 19,200 � �
DORM 19 MEAL PROGRAM 3,95D 8,264 8,833 8,548 2,564 3,704 35,863 �
PAYROLL 6,001 6,057 6,057 6,057 7,553 5,446 5,432 8,255 50,858 �
GENERAL&ADMINISTRATNE 4,115 4,753 4,151 4,15J 9,BOB 5,734 3,725 4,289 32,130 ,;,
_� ENERGYCOSTS 6,658 8,739 8,7J9 8,799 8,012 7,858 7,838 9,024 67,6D7 �`
m REALESTAYETAXES o
ANDINSURANCE B,B13 9,813 9,819 9,81� 8,613 8,813 9,813 9,819 7B,504 ` �
MAINTENANCE 8
PROPERTYOPERATIONS ta,401 1�,508 13,508 13,508 7�,245 14,347 14,320 14,551 110,388
MANAGEMENT PEES 2 710 2 710 2 710 2,710 2 T10 2,710 2,710 2,710 21,680 ,
70TAL EXPENSES 50 988 59 824 59 399 59108 56 285 50,588 47,517 65,926 448,630
�� NET INCOME(LOSS} 44,799 52,036 53,146 52,592 34,255 35,712 45,503 50 847 368 969
� µ Nole:The above projecllons are based on assumptions tliat are subject lo change. -"
0
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file(cash2) �
TEXAS STUDENT H�USING CORP .n
COLONY APTS .�
CASH FLOW FORECAST �,`r--,
JAN,1996 FEB.1996 MM.1996 APR.19�J6 MAY.1996 JUN.1996 JUL.7996 AUG.199& TOTAL �
�
BEGINNING CASH 30,321 130,955 126,243 120,962 110,561 99,921 85,353 87,350 30,321 ' ' � '
ry COLLECTION: '
o. SCHEDULED RENT LESS DISCOUN7 82,425 62,425 82,425 82,425 73,625 73,825 73,625 83,050 634,225 `"
,� "A"LEASE PREPAY(1I19/96-5/Bl98) 46,687 46,68T z
-' "B"LEASE PREPAY{1119/96-518l96) 19,406 18,408
� "C"LEASE PMTS(1)•DORM REV. 0,905 5,767 5,767 5,767 19,923 A6,72s
OORMMAINT/PROCESSFEES 4.500 8,506 15,500 7,500 96,OOD
MAINTENANCE fEES 500 30D 30D 300 1,400 50D 300 1,600 5,400
d IATE CHARGES 60D 500 500 500 400 q00 400 40� �,700
� VENDING INCOME 700 t,000 1,000 1,OOD B00 BDO B00 1,100 7,24D
Q, OTHER INCOME 300 300 300 .300 800 275 275 1,000 3,650
EXTEN�ED STAY 1,200 2,000 2,D00 2,000 2,000 2,000 2,000 2,�0 15,20D
m GOG�:�=����-v�C���O�����-..���.���s�����C�L���ca-�C����SS»C Ci_������Ga�C�CC3�PscG��Li���aa�-a
� TOTAL CASH AVAILABLE 791,046 223,247 219,535 27�,254 194,386 186,221 178,453 204,123 847,820
� .
EXPENDITURES '
pORM OPERATING . 1,Oq0 2,480 2,480 2,400 5,480 5,480 2,480 10,q80 52,40D -�
DORMU7ILIN 1,300 �,100 3.i00 3,100 3,100 1,200 1,200 3,100 19,200 c"'-
� DORM 19 MEAL PROGRRM 3,950 8,264 8,833 8,548 2,564 ` 9,704 35,863 .F-
a� PAYROLL 6,001 6,057 6,057 6,057 7.553 5,446 5,4�2 8,255 50,858 .�o
-- pgG q,115 4,153 4,153 A,15� 3,808 3,734 3,725 A,2B9 32,130 �
� ENERGY 8,658 8,73�3 0,739 8,7�9 8,012 7,85B 7,838 9,024 67,6D7 m
:� INSURANCE 5,405 5,405 5,405 16,215 0
PROPERTYTAX(2) 8.011 8,071 8,011 8,011 8,011 8,011 8,011 8,071 64,DB8 �
MAINTENANCE 13,401 13,508 13,508 13,508 13,245 14,3�7 14,320 74,551 110,388
�, MANAGEMENTFEES 2,710 2.710 2,710 2,710 2,710 2,710 2,770 2,71D 21,680
; REFUNp SECURITY DEPOSIT(3) 12,100 _ 12,100
� :�s��_����������_���C���� _���������������������_cva������xs��..������3i�:�J4F����G��.�m����e�C�
Q' TOTALEXPENDITURES 54,591 57,022 57,597 62,711 54,483 60,686 51,121 6q,124 462,529
�
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111e(cash2) i
NETCASHAVAILABLE 1a6,455 766,225 160,944 150,549 1�9,903 725,335 127,332 139,998 385,391 a'-
�
�
MONTHLY DEBT SERVICE AMT. 34,482 34,4B2 34,482 34,482 34,402 34.482 34,482 241,374 .�
RESERVE FUND(4) 5,500 5,500 5,500 5,500 S,SOD 5,500 5,500 5,500 44,000 m
21f296 N.O.I. 9,224 9,224 '
EXCESS CASN FLOW AM7. 130,955 126,243 120,fl62 110,561 99,921 85,353 BT.�50 80,793 80,793 . , o .
u.
� (1)Relmbuisemenl In January 1996 adJusted fof 1pml.In 1995 8 Jan.adJusted lot petlod Jan 19-Jan 31.
:�. (2)Assumed Properly laxes esc�owed monlhly. "'
� (3)Securily deposU tor Augusf move-oul lo be paW In Sept.Total E19,140. �
�" (4)See sepe�ate Resarve for Repfacemenis,Make-Ready and Non-recuning Expendltu�es Ptafotma Schedule.Mnual conUibutlons y
'� are 566,000(55,500 per monlh).Incremental lacreases are reflected In tha monlhs of May to Augusl lo accommodale Make-Ready of lhe unqs,
N Nole:The above proJectlona are based on assumptlnns ihat are subJecllo chan�e.
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TEXAS S7UDENT HOUSING CORP .o
RESERVE FOR REPLACEMEN76,MAKEdtEADY AND NON-RECURRING EXPENDITUfiES PROFORMA SCHEDULE �
COLONY APTS. . ;
FISCAL YEAR ENDING e/31/96 `
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�
JAN B6 FEB BB MAR 96 APR 96 MAY 96 JUN 96 JUL 96 AUG 96 TOTAL "`
BALANCE FORWARD 3,5D0 5,000 8,500 B4OOD 1,500 2,400 2,500 �
N
P' RESERVE FUND: 5 500 5 500 5 500 5 500 5 500 5,500 5 SOD_ 5,500 44,000 �
H +
� TOTAL RESERVE AVAILA6LE 5,500 9,000 10.500 12,000 13,500 7,000 7,500 8,000 44,000
EXPENDITURES:
CAPiTAL ADDITIONS: �� ~~ 3,OOD 3,000 B4O00
"' MAKE-READY: 5,000 2,000 2,000 3,000 12,D00
� NOfV-RECURRING 2 OOD 4 000 4 000 4 000 4 000 3 000 3 000 2 000 26,000
TOTAI EXPENDITURES 2 OOQ b 006 4 000 4 000 12 000 S,OOD 5,000 8,000 4�,000
�
m
.� RESERVE BALANCE 3 500 5,000 8 500 6,000 1 506 2 000 2 500 D 0 `--
0
... Note:The above pro)ections are 6ased on assumplions thal are subJect to change. �
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� 11596
� 4'iYEO�c '9i 'uep zmty �ui.d l�tiv5�8 '9I 'uzp autty paniaaag .
ri��os�.������
TEXAS STUDENT HOUSING CORP
COLONY APTS.
' ASSUMPTIONS
1. Move-in at Quadplexes is August 18,1996&move-out is May 8,1497.Therefore 13 days
of dortn lease receipts&activity fees are 2cognized in fiscai year 1998 as"currern receipts".
Atl other receipis for the 96/97 schooi yeaf a2 classified as"earty receipts".
Z. Leasing activity for the 80 Quadptexes spaces are proje�ed at 1009'o with a 10Yo vacanq factor.
30"A"leases= 5160,620
20"B"Leases= 5110.850
• 22 "C"Leases= 5133,f 10
72 5404,580 !264 days=5i,532.50
Oaily Rate
'Currem receipts'equal,5�,532.50 z 73=$19,923
3. Each lease generates an additional 5625 which represents:
$125 A�tivity Fee
$300 Maintenance/cieamup fee
5200 Processing/adminis�tation fee
i
� We wilf Veat ihe 5125 as"early receipts",d the balance as"currertt receipts'!o be recognized
± as revenues in the month wllected.
Colfection is anticipated as follows: ,
"early receipts" "current receivts" -
May 13 . 9 1125 4500
June 25 17 2125 8500
July 3'I 31 3875 15500
Aug,2'1 15 1875 7500
'I'1596
Oi0'd 9S6D-89i-60fi�'I3J, �1'I SBSS 90�60 (31J,196�9I-'St'P
12-2�-1895 15:02 2149697477 JJBLAKE-DALLAS P.02/02
� 9ENT BY:Xerox Teleoopier ?oYU ;12-27-p5 ; p:pppM ; 214U5�41UU�
, z�aesoia��r.a z
CGRTiF1CAT8 of JOSENH 7.H4AK5&AS50CIA7'L•S '
7'he unJnrei�ncd ofrir.ar of lowpb�,g����Miuclntw("ylaka")l�err,l�y ccrtiAc�,on bchalt o!
. �1�i�e,Y f0110Wi�
��7��')�m RoeRw�iDj�deliv�cdrPp�ntad("'Rouoo'}tUy Traxa�i�4tudant�HouRing Corpor�uiion(t�ho
TSHC),purauknt W tho Instaljiqeut Saio AerpOmmit{Rud�ayrecmcnt, togct�er with tn� doeumonu
enntamplatexl q�eCeyy to be deflvered In eonneetian ther�with to which[ta,vro!a�perty,co��e���yay��1e
, "Soll�Trnneaction Documcacs•)d�ted u of Uecemb�t l,1995 between Rasco and Uie TSHC,
(b) 131ake ix a natlenal real e�tnte appralanl firnt caperlcnecd in nppruaing rwi e��ate proJeea
comp�rable la al!mntcrlal ros octa to the ProJat and hN ptepared wu1 dylivnred cu the'l'SHC und[to�eco
an apprYisal(che"Appre[sel`�of the rraJec;t,
(e) In conncctlou with cxxutfng and dalivering Uila certlfiento on behnlf of Iilake,the undor�lyned
� hu�xtmined @�o ProJcct uid i�tnmillar HItN the operaqOtl tharcof by SSRS,Int.('SSItS").
f (d) IlsseC on t rCvlow by D[ako of tJio management egrecment(tho"Mnnugrment Abreemcet"),
' 6atwenn thn TSHC�uu15SRS,e�ul H1tJce'e axNnlnetlon of tlie opernllon of thc ProJcct nnd othcr maUora
daema!ayproprlatc by Aleko,It li tt�e opinion of Aleka Uial U�o compcnantlan�iey�hic to S5RS undcr thc
Man6Qcment Agrocricnt te rcruoneMlc and not(n excea�of�market rute upplicobie to manauing fncilitiw
compareble in a11 materiul reapecta to the Project 1n yio manner eonsampluled by the Munrgnmcnt
I Ajroament,
lncorrtia�ion cnnt inwlbin thl�ee�rtltica e in cwuia:lion wiUi�rutidelj�,guUlo to�;al opDilon rcyulrcd�Vy�ihp
lattdlmnut Saln Agreement punuatu�o wl�lcl�W�TSHC U purcltnsin�thc Arojcct.
LX�Cl11'L'Ll ANll UEUVkRL'll thit ZBth of Deceruher�y�s
. ,
t'
Dy;�wus S�.�vwer
nutiwrixrd o�cer
Neaie;Arturo Sin�er
, T1d0: Vice—Yrerident
Y�
� � � ^ , ; , ^
4 Y^ .. .
�
DhAfD%CLttll4100091 .
� , ,
. �„ � �
� Jenkens & Gilchrist
A PHOFESS�ONAL CONPOPATION
FOUNTAIN PLACE
1ad5 PO55 AVENUE,SUITE 3200 �usrin,rEx�S
DALLAS.TE%AS 75202�2799 ISt2�.BBaeOa
' (214)855�{500 HOUSTOH,TE%AS
(]1�)951•3300
iELFCOPIER(t��)855��]00
SAN ANTONIO.TE%�5
�Y10)�OB-910G
WILLIAMU MOON W�SMINGTON,DC
�21A)855-i333 December 29, 1995 (202)928�1500
Texas Student Housing Corporation
3 Village Circle, Suite 207
Westlake, Texas 76262
Attention:President
Rossco Holdings Incorporated
P. O. Box 10614
College Station,Texas 77842
Attention: Corporate Secretary
Re: Installment Sale Agreement, dated as of December 1, 1995,between Texas
Student Housing Corporation and Rossco Holdings Incorporated
We have acted as fmance counsel for the Texas Student Housing Corpora[ion (the
' "TSHC")in connection with the sale of certain facilities(the"Project")to the TSHC by Rossco .
Hoidings Incorporated("Rossco")pursuant to the above-captioned Installment Sale Agreement
(the"Agreement"),which has been authorized by the TSHC pursuant to a certain resolution(the
"Authorizing Resolution"),adopted by the governing body of the TSHC on December 19,1995.
(All capitalized terms used herein and not specifically defined shall have'the meanings given
them in the Agreement.) Under the Agreement,the TSHC has agreed to pay the Purchase Price
' for the acquisition of the Project in Installment Payments, which payments shall include the
' Principal Component, the Interest Component, and, in certain circumstances, ihe Additional
Component. Installment Payments are due on the first day of each month(each such day, an
"Installment Payment Date")beginning on the first day of February 1996 and continuing each
, month thereafter until December 1,2020(the"Final Payment Date"). The Principal Component
is due on the Final Payment Date and is subject to prepayment on any Installment Payment Date
to the extent authorized by the Agreement. The Interest Component is due on each Installment
Payment Date. The Principal Component is not subject to prepayment except for certain limited
exceptions contained in the Agreement. If the Principal Component is prepaid for any reason
� (including,without limitation,any prepayment arising from a judicial order or manda[e)other
than the Project has generated sufficient operational revenues for prepayment(as authorized by
the Agreement), the Agreement provides that an Additional Payment Component may be paid
as provided in the Agreement as a condition to the prepayment of the Principal Component.
� The payment of the Installment Payments is secured by a pledge under the Agreement
of the Net Revenues derived from the Project and certain Investments on deposit in certain funds
and accounts that are established by and subject to the Agreement, and by a certain Deed of
DMM09278.24799•3
Jenkens & Gilchrist
Texas Student Housing Corporation A PflOFE5510NNL LOPPORATION
Rossco Holdings Incorporated �
, December 29, 1995
Page 2
Trust, Security Agreement, Assignment of Rents, and Financing Statement(the "Mortgage")
granting a lien on and security interest in the Project.
The Projec[will be managed for the TSHC by a third pariy manager pursuant to a certain
Management Agreement(the"Management Agreement"),dated as of the date of the Agreement,
between the TSHC and SSRS,Inc.("SSRS"). .
A. Review. .
In our capacity as finance counsel, we have participa[ed in the preparation of and have
examined a transcript of proceedings(the"Transcript")pertaining to the execution and delivery
, of the Agreement containing(1)certi5ed copies of the Authorizing Resolution and certain o[her
proceedings of the TSHC, (2) copies of the Agreement, the Mortgage, and the Management
, Agreement (the Agreement, the Mortgage, and the Management Agreement, collectively, the
"Financing Documents"), and (3) customary certificates of officers, agenu, and/or other
representatives of the TSHC and Rossco, certain public officials, and certain other parties
involved in such proceedings and other certified showings relating thereto., We have also
examined such matters of law as we consider material to this opinion. We have not investigated
or verified original proceedings, records, data, or other material but have relied solely on the
Transcript(including,without limitation,the representations,warranties, and covenants of the
respective parties to the Financing Documents contained therein)with respect to matters relating
� to the validiry and binding status of the Financing Documents and the tax-exempt status of the
Interest Component. We have assumed the genuineness of all signatures in original documents
and the conformity to original documents of all copies contaiqed in the Transcript and have
assumed the Financing Documents to be valid and legally binding obligations enforceable against
Rossco and SSRS in accordance with their respective terms.
B. Ooinions.
Based on the foregoing, and subject to the assumptions, qualifications, and limitations
contained herein,we are of the following opinions:
i
� 1. The TSHC has the corporate power and authority to execute and deliver the
Financing Documents to which it is a party and to perfortn its obligations thereunder. The
transactions to which the TSHC is a party as set forth in the Financing Documents have been
duly authorized by all necessary corporate action on the part of the TSHC.
2. The Financing Documents have been duly executed and delivered by the TSHC,
and such Financing Documents (including the obligation of the TSHC to pay the Additional
Component as provided in the Agreement)constitute valid and legally binding obligations of the
DMM0927824799-3
Jenkens & Gilchrist �
Texas Student Housing Corporation A PAOFESSION�L COPPOFRTION
Rossco Holdings Incorporated
December 29, 1995
Page 3
TSHC(except to the extent that enforceability thereof may be limited by applicable bankruptcy
laws or other, similar laws affecting the rights of creditors or by the application of general
principles of equity that permit the exercise of judicial discretion).
3. The Financing Documents, as written, do not contract for a usurious rate of
interest.
4. The Installment Paymenu are secured by and payable solely from the Net
Revenues and from the property encumbered under the Mortgage (such property, the
"Mortgaged Property"). The Installment Payments are not secured by or payable from revenues
raised by taxation.
5. The Agreement creates a valid lien on and pledge of the Net Revenues and
Investments. Assuming that the Mortgage has been duly recorded in accordance with applicable
legal filing requirements,the Mortgage creates a valid deed of trust lien on and securiry interest
in the Mortgaged Property. With respect to matters relating to the title to the Mortgaged
Property,we have made no examination of,and express no opinion with respect to,the title to
the Mortgaged Properry,the existence of any liens,charges,or other encumbrances thereon,or �� �
the accuracy of the description of the Mortgaged Property in the Mortgage.
6. The Interest Component is excludable from gross income of the owners thereof
for federal income tax purposes. The Agreement does not constitute a "private activity bond"
, within the meaning of the In[ernal Revenue Code of 1986 (the "Code"), and the Interest
Component is not subject to the"altemative minunum tax"imposed by the Code on individuals
and corporations, except that[he Interest Component will be included in the "adjusted current
earnings" of a corporation(other than an S corporation, regulated investment company,REIT,
or REMIC) for purposes of computing its alternative minunum tax and iu Superfund -
"environmental tax"liability. In rendering these opinions,we have assumed(a)(based upon a
certificate delivered at closing by Rossco) that, except for the rights of SSRS under the
Management Agreement and the rights of studenu of institutions of higher education and other
individuals under residency agreemenu,the Project is not,as of the date of this opinion,subject
� to any lease,management contract,or other use arrangement of any kind that produces(in the
aggregate together with all such other leases, contracts, or other use arrangements) annual
revenues in an amount in excess of four percent of the amount of annual Installment Payments '
payable in any year while the Agreement is in effect and which leases, contracts, or other use
arrangements have a term in excess of nine months, (b)(based upon information contained in
a certificate delivered by Joseph J.Blake&Associates in connection wifl�an appraisal prepared
� for Rossco and the TSHC relating to the sale of the Project to the TSHC)that the compensation
payable to SSRS under the Management Agreement is reasonable and does not exceed the fair
market value of providing management services to a faciliry comparable to the Project,and(c)
DMM09278 247993
f
Jenkens & Gilchrist
Texas Student Housing Corporation A PAOFESSIONA��ONPORATION
Rossco Holdings Incorporated
, December 29, 1995
Page 4
(based on a certificate delivered at Closing by Principal Financial Securities, Inc.) that the
Interest Component does not exceed a market rate for comparable tax-exempt obligations,and
based upon projections of Project revenues ("Project Revenues") relied upon by Principal
Financial Securities, Inc., Project Revenues will be sufficient, as provided in the Agreement,
to pay all Installment Payments,to the extent necessary to prevent a payment default. We have
also assumed compliance (after the sale of the Project to the TSHC) with certain warranties
� and/or covenants in the Financing Documents in order[o comply with the provisions of the Code
affecting the tax-exempt status of[he Agreement. The violation of any such representation,
warranry, or covenant could cause Interest Component to become includable in gross income
and/or to become subject to the altemative minnnum tax retroactively from the date of the
execution and delivery of the Agreement(regardless of when such violation occurs).
; 7. The sale of the Project by Rossco to TSHC will qualify for installment sale
s reporting under Section 453 of the Code. In rendering this opinion we have relied on the
opinions of Joseph J. Blake&Associates that are contained in the appraisal of the Project(the
"Appraisal") delivered to TSHC in connection with the sale of the Project that (A) the fair
market value of the Project is an amount in excess of the purchase price of the Project,and(B)
the projections of Project revenues("Projected Revenues")available to pay installment payments
to Rossco under the Agreement are as stated in the Appraisal.
8. Other than as required by the applicable provisions of the Texas franchise tax law
(Chapter 171 of the Texas Tax Code),any gain resulting from the sale of the Project by Rossco
, pursuant to the Agreement will not be subject to taxation under Texas law.
9. Under the existing provisions of the Texas Tax Code, as amended, the Texas
Admuustrative Code,published rulings of The Texas Comptroller of Public Accounts and court
decisions, and the representations of Rossco in the Rossco Certi£cate, the sale and transfer of
the assets pursuant to the Agreement will not result in the imposition or assessment against
Buyer of any sales or use tax on the transfer of any of the assets,except for motor vehicles sales
taxes as set out pursuant to Texas Tax Code§§'152.001 and 152.021.
10. As of the date of this opinion,there is no personal income tax under Texas law.
There is no assurance, however,that the State of Texas will not enact a personal income tax or
other tax during the installment reporting period to which the gain on sale of the Project, the
Interest Component and/or the Additional Component would be subject.
11. The Texas franchise tax("franchise tax")imposes a tax on corporations for the
privilege of doing business in the state. The franchise tax is measured by the greater of a tax
based upon capital or eamed surplus apportioned to Texas. The eamed surplus component of
the franchise tax uses as its starting point federal taxable income(Texas Tax Code§ 171.110).
DMM09278 24799-3
Jenkens & Gilchrist
Texas Student Housing Corporation PAOFESSIONAL CORFORATIDN
Rossco Holdings Incorporated
December 29, 1995
Page 5
To the extent the Interest Component is exempt from federal income taxation,it is also excluded
from the eamed surplus component of the franchise tax. The gain on sale of the Project will
be includable in the earned surplus component of the franchise tax of Rossco.
C. Assumotions. Oualifications and Limitations.
The opinions expressed in Section B above are based upon and subject to the further
comments, assumptions, limitations and qualifications set forth below:
1. Except as stated above, we express no opinion as to any federal, state, or local
, tax consequences resulting from ownership of,receipt of interest on,or acquisition or disposition
, of the Agreement. Rossco should be aware, however, that the ownership of tax-exempt
r obligations (such as the Agreement)could have collateral federal income tax consequences to
p financial institutions, life insurance and property and casualty insurance companies, S
corporations with Subchapter C earnings or profits, individual receipts of Social Security or
Railroad Retirement bene�u,and taxpayers who could be deemed to have incurred or continued
indebtedness to purchase or carry tax-exempt obligations. In addition, certain foreign
corporations doing business in the United States may be subject to the "branch profits tax" on
their effectively-connected earnings or profits (including, without limitation, interest on tax-
exempt obligations such as ihe Agreement).
2. We do not express any opinion as to the enforceabiliry of any provision contained
in any Financing Document (a) allowing Rossco, withou[notice to any party against whom
enforcemen[is sought,to accelerate the maturity date of any installment obligation or to exercise
any similar right, if Rossco is deemed to have waived the right to do so by prior course of
conducr (b) restricting access to legal or other equitable remedies, purporting to establish
evidentiary standards,providing for the tolling of applicable statutes of limitations,or relating
to the delay or omission of enforcement of remedies or rights; (c) purporting to nullify
subsequent oral agreements between Rossco and TSHC; (d)purporting to waive in advance or
agree in advance to matters that"might otherwise constitute a defense available to or discharge"
of the TSHC; or(e)relating to the obligation of the TSHC to pay the Additional Component,
but only to the extent that a court should determine ffiat it constitutes a penalry rather than
liquidated damages. Also, we express no opinion as to the validity, binding effect, or
enforceabiliry of any provision contained in the Financing Documents that purports:(x)to permit -
. Rossco to sell or otherwise dispose of any collateral subject thereto other than in compliance
with the UCC, and/or applicable laws of Texas and the United States of America; or(y) to
impose on Rossco standards for the care of col]ateral in iu possession other than as provided or
permitted by applicable law. Also, we point out that indemnity provisions contained in any of
the Financing Documents may be subject to limitations based upon public policy considerations.
However,it is our opinion that none of the exceptions and limitations described in this paragraph
DMM09278.24799•;
�
Jenkens & Gilchrist
Texas Student Housing Corporation A PROFESSIONA�LOHPOHATION
Rossco Holdings Incorporated
� December 29, 1995
Page 6
make the remedies or procedures afforded by the Financing Documents inadequate for the
practical realization of the benefits intended to be provided thereby.
3. We have been advised by Rossco that certain uniu in the Project are cunently
leased to individuals who are not students of institutions of higher education. We have been
further advised by Rossco that these leases account for less than ten percent of the total number
of units available for rental in the Project and have remaining terms not exceeding 9 months.
Under the Agreement,the TSHC has agreed that it will not renew or extend any such leases and
will not lease any residential unit to any nonstudent. Section 53.33 of the Higher Education
Authority Act(the "Act") authorizes the TSHC to acquire "housing facilities." Section 53.02
(7) of the Act defines a "housing facility" to mean "a single-or multi-family residence used
� exclusivelv for housing or boarding ... students,faculty, or staff inembers of an institution of
� higher education...." We have found no case law or other authority interpreting the meaning
of Section 53.02(7). The Project is being acquired by the TSHC pursuant to the Agreement to
be used "exclusively"to provide student housing,and the TSHC has covenanted to operate the
Project in compliance with the Act.
Given the fact that the Project is of a character that can be used"exclusively"for student
housing,is intended to be used"exclusively"for student housing,and will be used"exclusively"
, for student housing,the fact that the Project is being acquired by the TSHC subject to a small
number of leases to nonstudents having remaining terms of no more than nine months should
s not mean that the Project is not a "housing facility"within the meaning of the Act.
, Accordingly, it is our opinion that in a properly presented case before a court of
competent jurisdiction and based upon the facts as described herein,such court should hold that
the TSHC is empowered under the Act to acquire the Project pursuant to the Agreement.
4. For purposes of our opinion expressed in Sections B.2.,B.4.and B.S.,we have
assumed that the TSHC has rights in all of the property purported to be the subject of the '
Financing Documents;provided,however,we express no opinion as to the state of tide to any
property covered by the Financing Documents or as to the priority or perfection of any
� mortgage,lien or security interest granted by any of the Financing Documents.
5. We are licensed to practice law only in the State of Texas and do not hold
ourselves out to be experts on the laws of any jurisdiction other than the State of Texas and the
United State of America. Accordingly, the opuuons expressed herein are specifically limited
to the laws of the State of Texas and federal law.
6. This opinion is rendered based on our interpretation of existing law and is not
intended to speak with reference to standards hereinafter adopted or evolved in subsequent
DMM09278.24799•3
Jenkens & Gilchrist
Texas Student Housing Corporation A PHOFESSIONNL COPPOPATION
Rossco Holdings Incorporated
. December 29, 1995
Page 7
judicial decisions by courts. Additionally, we assume no obligation to update or supplement
such opinions to reflect any facts or circumstances that may hereafter come to our attention or
any changes in law that may hereafter occur.
7. We have acted as£nance counsel for the sole purpose of rendering the opinions
expressed herein. We have not been requested to investigate or verify, and we have not
' investigated or verified, any records, data, or other material relating to the fmancial condition
or capaciry of the TSHC or the Project,and we have not assumed any responsibility with respect
thereto.
8. This opinion letter is limited to the matters stated herein and no opinions may be
� implied or inferred beyond the matters expressly stated herein.
9. Our opinions expressed herein in Sec[ions B.2 and B.3. as they relate to the
enforceability of the Financing Documents in accordance with their terms and to matters of
usury are expressly lunited to an analysis of whether the Financing Documents,as written,wil]
I be subject to a defense,claim or setoff as a result of Rossco's contracting for a usurious rate of
interest. The opinions given herein as to usury are expressly lunited to the issues relating to the
contracting for, as opposed to the charging or receiving of, usurious amounts of interes[.
Provided further, to the extent that the enforceabiliry of the Financing Documenu may be
adversely affected by the usury laws of the State of Texas, in rendering our opinions which
( relate to the enforceability of the Financing Documents, (i)we assume that no fees, charges,
benefiu, or other compensation will be paid, directly or indirectly, to or for the benefit of
Rossco,except as specified in the Financing Documents,(ii)we advise you that under applicable
usury laws of the State of Texas, any fees expressly provided for in the Financing Documents,
other than charges for reunbursement of Rossco's actual, just and reasonable out-of-pocket
� expenses incurred in documenting the Agreements contemplated by the Financing Documents
and all fees payable to parties not a�liated with Rossco for services actually rendered by such
parties in connection with the Installment Payment Obligations (as defined in the Mortgage),
might constitute interest on or in connection with the Installment Paymen[Obligations;and(iii)
we assume that Rossco will duly observe the provisions of the Financing Documents limiting the
, interest contracted for or to be charged or collected by Rossco on or in connecdon with the
Installment Payment Obligations to amounts that do not exceed the maximum rate or amount of
interest that may lawfully be contracted for, charged or collected thereon or in connecdon
iherewith under applicable law. In the event that Rossco actually demands, charges or collects
any amounts in excess of those permitted by any applicable usury laws of the State of Texas,
.we express no opinion as to the effectiveness or enforceability of any provision of the Financing
Documents that purports to permit Rossco to cure such violation by the rescission of such
demand or charge, the refund of excess amounts collected, or otherwise, and we express no
DAlM09276.24799-3
. . .
Jenkens & Gilchrist
Texas Student Housing Corporation A VROFESSIONAL COHPOflATION
Rossco Holdings Incorporated
, December 29, 1995
Page 8
opinion on the provisions of the Financing Documents that purport to involve a waiver of claims
based on usury laws.
10. This opinion may be relied upon only by(a)the TSHC and(b)Rossco,and may
not be relied upon by any other person or entiry;provided,however,the following persons or
entities may rely upon the opinions expressed in Sections B.1 through B.6 hereof: (x) any
assignee of the rights of Rossco which has obtained such rights expressly in accordance with the
assignment provisions of the Agreement or any successor which has succeeded to the rights of
Rossco by merger or consolidation and (y) Rossco's beneficial owners, and their respective
successors and assigns, and all present and future holders (all such persons and entities, the
"Rossco Parties") of any direct or indirect beneficial interest in the Installment Payment
Obligation under the Agreement if, as of the date of this opinion, such Rossco Parties are
affiliates of Rossco, a family member or members of any officer,director, or beneficial owner
' of Rossco or a trust for any of such persons. With respect to(x)a6ove,we point out that any
person or entity which owns an interest in any such assignee or successor can have its interests
in the Installment Payment Obligation protected through such assignee's or successor's asserting
its rights under the Agreement, and if applicable,under this opinion.
Sincerely,
7enkens&Gilchrist, a Professional Corporation
� � �
By: �.��.%!������
William D.Moon,Authorized Signatory
I '
(
DMM09278.24799•3 .
`. 7 . . `ry � • �j
:� .
��p�
MANAGEMENT AGREEMENT
between
TEXAS STUDENT HOUSING CORPORATION
and
SSRS, INC.,
, as Project Manager
Dated as of
but effective as of December 1, 1999
• � CONTENTS
' PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
SecUon 1.01 Defini6ons
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Construction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
Section 2.01 Project Manager as Independent Contractor
Section 2.02 Liuritations on Responsibilities of Project Manager
Section 2.03 Standazd of Care
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Contracts and Supplies
Section 2.07 Maintenance and Repair
Section 2.08 Licenses and Permits
Section 2.09 Personnel Reports Required by Law
Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 2.14 Limitations on Responsibilities of Corporation
ARTICLE III:BUDGET PROVISIONS
Section 3.01 Annual Prepazation of Project Budget
Section 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment
ARTICLE IV:FUNDS MANAGEMENT PROVISIONS
Section 4.01 Funds Held In Trust
Section 4.02 Administration of Project Operating Fund
Section 4.03 Project Capital Improvements
Section 4.04 Disposition of Project Revenue Receipts
Section 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS
Section 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports
Section 5.03 Annual Financial Report
Section 5.04 Annual Audit Report
Section 5.05 Monthly Accounting of Project Operating Fund
Section 5.06 Fumishing Copies of Records and Reports
Management Agreement
Page 2 of 23
' Section 5.07 Cooperation with Audits
' Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
Section 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE:VII DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARRANTIES
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS .
Section 9.01 Term of Agreement
Section 9.02 Assignment of Agreement
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications
Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 Counterparts
Section 9.09 Applicable Law
EXECUTION
ATTACHMENT I:Initial Project Budget
Management Agreement
Page 3 of 23
�
� .
' MANAGEMENT AGREEMENT
I This MANAGEMENT AGREEMENT dated _,1999,effective as of
December 1,1999,is between TEXAS STUDENT HOUSING CORPORATION(the
"Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
authority and duties thereof under this Management Agreement,the"Project Manager"),a
California corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
engage the Project Manager to manage and operate the Project;
WHEREAS,the Corporation and the Project Manager acknowledge that this
Management Agreement is entered into in connecrion with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of January 19,1996,
between the Corporation and Lodgeco Properties,Ltd.("Lodgeco"),a Texas limited partnership;
NOW,THEREFORE,the Corporadon and the Project Manager,in consideration of the
premises,hereby mutually enter into this Management Agreement and agree as follows:
ARTICLE I
,5 INTRODUCTORY PROVISIONS
3ECTION 1.01.Deftnitions.
Except as otherwise provided in this Agreement,the capitalized terms in this Agreement
shall have the following respective meanings(unless the context otherwise requires):
"AgreemenY'means this Management Agreement,including any amendments
,� hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement.
"Annual Project BudgeY'means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particular Fiscal Yeaz period
that details(among other things),on a month-by-month basis for the covered
Fiscal Yeaz,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the
"Arbitrage Rebate ConsultanY'(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and charges
for the rental and other use of the Project during the covered Fiscal Yeaz.
Management Agreement
Page 4 ot 23
"Approved Annual Project BudgeY'means,initially,the Initial Project Budget
(including any amendments thereo�,and subsequently,any Annual Project
Budget(including any amendments thereo�that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Internal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on wluch this Agreement takes effect.
"Corporation"means the"Corporation"as defined in the preamble of this
Agreement.
� "Current Receipts"means any Project Revenues that are not Early Receipts.
t
i "Current Receipts AccounY'means the account by that name created under the
' Sale Agreement.
"Depository"means the"Depository"as defined in the Sale Agreement.
"Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Year immediately following the Fiscal Year in which
such Project Revenues are received.
"Eazly Receipts Account"means the account by that name created under the Sale
� Agreement.
"Fiscal Year"means the period commencing with each September 1 and
continuing through each August 31 or such other 12-month period as may be
established by Corporation as the fiscal year for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education
Code,as amended.
"Initial Project Budget"means the initial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
"Lodgeco"means"Lodgeco"as defined in the preamble of this Agreement.
Management Agreement
Page 5 of 23
"Management ConsultanY'means any"Management ConsultanY'as defined in the
Sale Agreement.
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capaciTy under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$210,000.00 annually,as specified
above. From December 1,2000,through November 30,2002,the management
fee will be payable at the rate of$231,000.00 annually,as specified above. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$252,000.00 annually,as specified above. Beginning
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the
previous year's fee based upon the CPI Index. In the event the CPI decreases,the
Management fee paid to the Project Manager shall remain the same as the
previous year.
' "Person"means any individual,corporation,partnership,joint venture,joint-stock
, company,association,inut,unincorporated organization,or government or
agency or political subdivision thereof.
"ProjecY'means the housing and/or education facilities constituting the"Project"
as defined in the Sale Agreement and known as the University Tower at 410
South Texas Avenue,College Station,Texas 77840,The Forum at 2300 Texas
Avenue,Bryan,Texas 77802,and 130,132,134,136,and 154 Meadowland,
College Station,Texas 77840,all of which are more fully described in Exhibit
"A"attached hereto.
"Project Manager"means the"Project Manager"as defined in the preamble of
this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement.
"Project Revenues"means the revenues consisting of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sa1e
Agreement.
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Sale Agreement"means the"Sale Agreement"as defined in the preamble of this
Agreement.
"Sale Agreement Default"means any"Event of Default"as defined in the Sale
Management Agreement
Page 6 of 23
' Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that are not defined herein shall have the
respective meanings assigned to them in the Sale Agreement.
SECT'ION 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,exhibits,schedules,and other
, addenda to this Agreement referred to in this Agreement aze hereby incorporated by reference
into and made a part of this Agreement.
SECTION 1.04.General Rules of Construction.
Whenever in this Agreement the context requires(1)a reference to the singulaz number
shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,feminine,and neuter.The table of contents and the tides given to any
article or section of this Agreement aze for convenience only and are not intended to modify the
� article or section.
ARTICLE II
" GENERAL MANAGEMENT PROVISIONS
SECTION 2.01.Project Manager as Independent Contractor.
The Project Manager shall manage,operate,and maintain the Project in accordance with
this Agreement as an independent contractor(not an employee)of the Corporation.
SECTION 2.02.Limitations on Responsibilities of Project Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurted by the Project Manager pursuant to this
Agreement.
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Standard of Care.
The Project Manager shall perform its duties and functions under this Agreement in a
diligent and efficient manner.
ManagementAgreement
• Paga 7 of 23
• SECTION 2.04.General Management Duties.
Within the limits of the fmancial resources provided by(or on behalf o�the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In carrying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other chazges
(including,without limitation,pazking fees and telephone use chazges)due from
Project tenants and from other users and/or servicers of the Project(if any);
(4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project.
SECTION 2.05.Hiring/Retaining Personnel.
(a) The Project Manager shall hire and supervise such employees that aze necessary for the
operation of ihe Project.The Project Manager shall provide for the proper training of all
such employees.
(b) The Project Manager may subcontract with any other Person for the performance of any
duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subcontract existed(except to the extent that the Corporation,in its sole
discretion,expressly releases the Project Manager from such responsibility).
(c) The costs incurred by the Project Manager in the hiring and retaining of its employees
(including,without limitation,salaries and other compensation and benefits)and any
subcontractors pursuant to this Agreement aze expenses of the operation and maintenance
of the Project for which the Project Manager shall be reimbursed from the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs aze incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project.
SECTION 2.06.Contracts and Supplies.
The Project Manager may enter into Project-related agreements with(1)concessionaires,
licensees,tenants,or other users of the Project regazding the use of the Project,(2)utility
Managemant Agreement
Page 8 of 23
' companies to fumish electricity,gas,water,steam,telephone,and other utilities,(3)service
providers for(among other services)cleaning,vernun extermination,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that are appropriate to maintain the Project.
SECTTON 2.07.Maintenance and Repair.
The Project Manager shall keep the Project in good repair,including(without limitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or similar character as the Project.
SECTION 2.08.Licenses and Permits.
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
all licenses and pemuts(including,without limitation,deposits and bonds)that are required for
the lawful operarion of the Project.
SECTION 2.09.Personnel Reports Required by Law.
The Project Manager shall prepaze(or cause to be prepazed)and cause to be submitted
and/or filed(as appropriate)all forms,returns,or reports that are required by law(including
administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz taxes,and(4)any other
legal requirements in the area of employment or personnel.
SECT'ION 2.10.Payment of Taxes and Claims. '
The Project Manager shall cause to be timely paid or dischazged(1)all lawful taxes,
assessments,and other governmental chazges imposed on the Project or the Project Revenues
and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would become a lien
upon the Project by operarion of law.
SECTION 2.11.Inspection of Project.
The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Project.
SECTTON 2.12.Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any part thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of performing
Management Agreement
Paga 9 of 23
• its duties and functions under this Agreement.
SECTION 2.13.Project Manager Compensation.
As compensation for the performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arreazs,on or before the second Business Day of the first calendar
month immediately following the calendar month in which the fee was earned.The Management
Fee for any partial calendaz month shall be prorated on a daily basis.Upon the expiration or
eazlier termination of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
� termination.
SECTION 2.14.Limitations on Responsibilities af Corporation.
As long as the Project Manager is responsible for the operation and management of the
Project under this Agreement,the Corporation shall have no such responsibility(except to the
extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the
Project Manager pursuant to this Agreement.
ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annua!Preparation of Project Budget.
(a) The Project Manager shall prepaze a proposed Annual Project Budget for each Fiscal
Yeaz and submit such proposed Annual Project Budget to the Corporation at least 45 days
before the first day of the Fiscal Yeaz covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shall be based upon
reasonable assumptions and,in the judgement of ttte Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
the covered Fiscal Year,(2)maintain the value of the Project to the greatest extent
reasonably practicable in consideration of all lawfully available funds,and(3)otherwise
comply with the Sale Agreement.
SECTION 3.02.Approval of Project Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be prompUy fumished to the Project Manager.
ManagamentAgreement
Page 10 of 23
SECTION 3.03.Operation ofProject under Project Budget.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as are permitted
under the Sale Agreement.If the Project Manager has not been furnished with an Approved
Annual Project Budget for a particular Fiscal Yeaz by the beginning of such Fiscal Year,the
Project Manager shall use,to the eactent practicable,the Approved Annual Project Budget for the
previous Fiscal Year until furnished with the Approved Annual Project Budget for the current
Fiscal Year.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Intial Project Budget.
SECTTON 3.04.Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that sarisfy the same standards as
prescribed by this Agreement for a proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporadon shall cause a copy of the amendment to
be prompdy furnished to the Project Manager.
(b) If the Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved Annual Project Budget or otherwise pernutted under
the Sale Agreement(as a pernutted deviation from the Approved Annual Project Budget)
is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annual
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
ARTICLE IV
FUNDS MANAGEMENT PROVISIONS
SECTION 4.01.Funds Held in Trust.
All funds received by the Project Manager in the course of perfomung its duties and
functions under this Agreement shall be held in hust by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement.
SECTION 4.02.Administration ofProject OperatingFund.
(a) The Project Manager shall apply the funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expenditure deviations from the Approved
Annual Project Budget as aze pernutted under the Sale Agreement).
Management Agreement
Page 11 af 23
(b) If,at any time,there aze insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance of the Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds held under the Sale Agreement that aze available pursuant to the 3ale Agreement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
such request(1)the amount of such insufficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particular budget item(if any)in the Approved Anrtual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capital Improvements.
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that aze included in the Approved Annual Project Budget(with
such deviations from the Approved Annual Project Budget as are permitted under the 3ale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the Sale
Agreement.
SECTION 4.04.Dispositian of Project Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Eazly
Receipts to be deposited into the Eazly Receipts Account)not later than the Business Day
next following the date of such receipt.The Project Manager may make arrangements
with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall determine whether such
Project Revenues are Current Receipts or Eazly Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to this section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues aze Current Receipts or Eazly Receipts.
(c) The Project Manager shall not commingle any Current Receipts with any Eazly Receipts.
Current Receipts shall be accounted for(pursuant to this section)separately from Eazly
Receipts.
Management Agreement
Paga 12 of 23
ARTICLE V
RECORDS AND REPORTS
SECTION 5.01.Maintenance of Records.
(a) The Project Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Operating Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounring principles,consistendy applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines aze necessary for the efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duties and functions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to ttris Agreement shall be
subject to examination and photocopy by the Corporation,the Beneficiary,any
, Management Consultant,or their respective authorized representatives at the office where
they are maintained during normal business hours on Business Days.
SECTION 5.02.Quarter[y Financial Reports.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that terminates on Mazch 31,2000,a
report containing the following:
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expenditures;and
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTION 5.03.Annual Financial Report.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Yeaz,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
a balance sheet showing the results of operation of the Project,taking into account appropriate
year-end adjustments,and(2)a cumulative statement setting forth the information contained in
the four quarterly financial reports covering such Fiscal Yeaz prepazed pursuant to this
Agreement.
Management Agreement
Page 13 of 23
SECTION 5.04.Annual Audit Report.
Not later than the 60th day following the last day of each Fiscal Yeaz,the Project
Manager shall cause to be delivered to the Corporation and the Beneficiazy the Annual Audit
Report for such Fiscal Yeaz,prepazed by an independent certified public accounting firm in
accordance with the Sale Agreement.
SECTION 5.05.Monthly Accounting of Project Operating Fund.
The Project Manager shall cause to be prepazed and delivered to the Corporation,not
later than the 15th day after the last day of each calendaz month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
The Project Manager shall fumish to the Corporation,the Beneficiary,or any
Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf o�the Project Manager pursuant to this Agreement(as specified in such request)not
� later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best efforts to cooperate with any accounting firm
retained by(or on behalf o fl the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Openting Fund.
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the prepazation of such
report,information that is furnished by(or on behalf o�Lodgeco with respect to such period.
ARTICLE VI
PARTICULAR AGREEMENTS
SECTION 6.01.Limited Recourse Obligatiorzs.
All of the respective obligations of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligarions)aze limited recourse
obligations that aze payable solely(1)in the case of the Corporation,from the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project
Revenues that are not subject to any lien or pledge securing any debt inshvment or required to
pay any current liability of the Corporation and(2)in the case of the Project Manager,from its
Management Agreement
Page 14 of 23
� unearned Management Fee.
SECTION 6.02.Tax-Fxempt Financing of Project.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement pursuant to the Higher Education Authority Act under
circuxnstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under Section 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to this Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
facility"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
SECTION 6.03.Commercial Leases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
SECTION 6.04.No Partnership or Joint Yenture.
The Agreement does not create a relationslup between the Corporation and the Project
Manager as parhiers or joint venturers.In no event shall either such party be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law.
The Project Manager shall operate and manage the Project in compliance with the Higher
Education Authority Act and all other applicable federal,state,and local law(including
administrative regulations).
SECTION 6.06.Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of the
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the
premiums and other costs associated with such insurance from the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such additional
insurance with respect to the Project as may be directed by the Corporation(subject to
available funds for payment of the cost thereo fl.
(b) All liability coverage for the Project shall name the Project Manager as an additional
insured(in addition to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the extent permitted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
ManagementAgreement
Page 15 ot 23
� � such indemnity and deductible provisions as aze approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance camer(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECTION 6.07.Compliance with Labor Laws.
The Project Manager shall comply with applicable law(including administrative
regularions)covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Project.
SECTION 6.08.Indemnification of Project Manager.
(a) The Corporation shall indemnify(to the extent permitted by law)the Project Manager
and its officers,employees,and agents against all losses,costs,damages,liabilities,and
claims(including,without limitation,reasonable attorney's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
(1) any action of or omission by any such indemnified Person within the scope of the
Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o fl the Corporation to pay
any obligation owed by the Corporation with respect to the Project;
(3) the failure of the Project Manager to perform any duty under this Management
Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
Project when the Project Manager is carrying out its duties and functions under
this Agreement or acting at the express or implied direction of the Corporafion.
(b) This section shall survive the termination of this Agreement.
SECTION 6.09.Indemnif:cation of Corporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and �
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attorney's fees)incurred,without willful misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager outside
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Paga 76 of 23
• tfie scope of its authority under this Agreement or(2)the willful misconduct of the Project
Manager in the performance of its duties and functions under this Agreement.This section shall
survive the termination of this Agreement.
SECTION 6.10.No Personal Liability.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement.
SECTTON 6.11.Further Assurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
each other in obtaining and maintaining any licenses or permits required for the lawful operation
of the Project and othenvise in consummating the iransactions contemplated by and effecting the
purposes of this Agreement.The Project Manager shall furnish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporarion to comply with the
Sale Agreement.
SECTION 6.12.Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
discretion,such approval,consent,or determination shall not 6e unreasonably withheld,
conditioned,or delayed.Whenever this Agreement grants the Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such determination and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other party.
SECTION 6.13.Mergers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Corporation shall bind and inure to the benefit of any successor of the
Corporation.
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Project Manager shall bind or inure to the benefit of a successor of the Project
Manager(whether such succession is a result of inerger,consolidation,acquisition,
reorganization,or othenvise)so long as such successor is controlled(within the meaning
of the federal securities laws)by the same controlling interest that controlled the Project
Manager prior to such succession.
Management Agreement
Page 17 of 23
SECTTON 6.14.Resignation ofProject Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignation. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a replacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an additional six months. The
management fee paid to the Project Manager will continue to be calculated as provided in
Section 1.01 of the agreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECTION 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if the Project Manager fails
to perform any of its duties under this Agreement that aze material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
reasonable action is taken to cure such failure),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failwe is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such termination shall not take effect until the Person that is to be the
successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so ternunated.
SECTION 7.02.Default by Corporation.
(a) The Corporation shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that are material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
Management Agreement
Page 18 of 23
• ' (assuming reasonable action is taken to cure such failure),the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligenfly
pursue such action until such failure is cured.
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may terminate this Agreement by providing notice of such termination to the
Corporation.Such ternvnation shall not take effect until the Person that is to be the
successor to the terminating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECTION 7.03.Project Operation During Sale Agreement Default.
(a) At any time during the continuance of a Sale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for applicadon pursuant to the Sale
Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the conrinuance of a Sale Agreement Default,such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
and/or
(3) operate and manage the Project under this Agreement in the stead of the Project
Manager or in a manner contrary to this Agreement to the extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
until terminated pursuant to the Sale Agreement.The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescribed by this Agreement.
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict.
ManagementAgreement
Page 19 of 23
ARTICLE VIII
GENERAL REPRESENTATIONS AND WARRANTIES
SECTION 8.01.Representations and Warranties of Project Manager.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the
law of the State of Califomia and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder;
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorizaGon,or other acdon by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execurion and delivery by the
Project Manager of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its
' terms(except as such enforceability may be limited by bankruptcy,insolvency,or
other similaz laws affecting the enforcement of creditors'rights generally or by
general principles of equity);
(6) except as otherwise disclosed in writing,there is no action,suit,proceeding,
inquiry,or investigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
functions under,this Agreement or(B)adversely affects any of the transactions
contemplated by this Agreement;
(7) the Project Manager is not in violation of any statute or administrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would
materially adversely affect its ability to perform its duties or functions under this
Agreement;
(8) the execution and delivery of,and the performance of its obligations under,this
Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute,administrative rule,judgment,decree,or agreement
or other instrument under which the Project Manager or any of its property is
Management Agreement
Pege 20 of 23
• � bound;
(9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECTION 8.02.Representations and Warranties of Corporation.
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas;
(2) the Corporation has the power and authority to execute,deliver,and perform its
duties and functions under tlus Agreement;
(3) the execution,delivery,and performance by the Corporation under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or filing with,any govemmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Corporation of this Agreement;
� (5) this Agreement constitutes the valid and binding obligation of the Corporation
' and is enforceable against the Corporation in accordance with its terms(except as
such enforceability(A)may he limited by bankruptcy,insolvency,or other
similar laws afFecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of the Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01.Term ofAgreement.
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless earlier terminated pursuant to its terms,until the fifteenth anniversary of
the Contract EfFective Date.Upon the expiration or earlier termination of this Agreement,the
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount thereof representing a portion of the Management Fee then
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
Management Agreement
Page 21 of 23
SECTION 9.02.Assignment ofAgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
assignee).
SECTION 9.03.Amendment of Agreement.
No axnendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corporation.
SECTION 9.04.Complete Agreement.
This Agreement represents the complete integration of all undertaking between the
Project Manager and the Corporation relating to the operation and management of the Project
and supersedes any prior agreement(whether written or oral)between them regarding that
subject.
SECTION 9.05.Notices and Other Communications.
(a) Notices,consents and approvals,and other communications under this Agreement shall
be in writing and delivered by registered or certified United States mail(postage paid,
rehun receipt requested);by facsimile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement;
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporadon. �
(b) Each Person to whom communications are delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
Management Agreement
Page 22 of 23
- � have been delivered to the addressee as of the date of deposit in the mail.
(d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the extent of the conflict.
SECTION 9.06.Benefit ofAgreement.
Unless otherwise expressly provided by this Agreement,this Agreement does not confer
any right,remedy,or claim on any Person other than the respective parties to this Agreement.
SECTION 9.07.Severability.
If any part of this Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under the application of such
ruling.
SECTION 9.08.Counterparts.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF TI�STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING CORPORATION
By:
Title:
SSRS,INC.
By:
Title:
ManagementAgreement
Page 23 of 23
4q.
i C;VMy Docs1TSHC�.SSRS-Lodgeco Manage AgfllFO
Managament Agreement
Page 24 of 23
.., =� -� Cj
•i y [�s
1 �
., .
� ��p�
MANAGEMENT AGREEMENT
between
TEXAS STUDENT HOUSING CORPORATION
` and
SSRS, INC.,
" as Project Manager
Dated as of ,
but effective as of December 1, 1999
� ' CONTENTS
PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incoxporation by Reference
Section 1.04 General Rules of Consiruction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
: Section 2.01 Project Manager as Independent Contractor
Section 2.02 Limitations on Responsibilities of Project Manager
Section 2.03 Standazd of Caze
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Contracts and Supplies
Section 2.07 Maintenance and Repair
' Section 2.08 Licenses and Permits
� Section 2.09 Personnel Reports Required by Law
, Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 2.14 Limitations on Responsibilities of Corporation �
ARTICLE III:BUDGET PROVISIONS
Section 3.01 Annual Preparation of Project Budget
Section 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget .
Section 3.04 Project Budget Amendment
ARTICLE IV:FUNDS MANAGEMENT PROVISIONS
Section 4.01 Funds Held In Trust
Section 4.02 Administration of Project Operating Fund
Section 4.03 Project Capital Improvements
� Section 4.04 Disposition of Project Revenue Receipts
Section 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS "
Section 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports '
� Section 5.03 Annual Financial Report �
Section 5.04 Annual Audit Report
Section 5.05 Monthly Accounting of Project Operating Fund
Section 5.06 Fumishing Copies of Records and Reports
Management Agreement ,
' . Page 2 of 23 ,
' Section 5.07 Cooperation with Audits
Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
Section 6.11 Further Assurances
, Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
' Section 6.14 Resignation of Project Manager
ARTICLE:VII DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARR.ANTIES
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS ' , ' .
Section 9.01 Term of Agreement
Section 9.02 Assignment of Agreement
' Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications �
Section 9.06 Benefit of Agreement
Section 9.07 Severability
� Section 9.08 Counterparts
Section 9.09 • Applicable Law
EXECUTION '
• ATTACHMENT I:Initial Project Budget
Management Agreement
'' Page 3 af 23
� ' MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated �1999,effective as of
December 1,1999,is between TEXAS STUDENT HOUSING CORPORATION(the
"Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
authority and duties thereof under this Management Agreement,the"Project Manager"),a
Califomia corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
engage the Project Manager to manage and operate the Project;
WHEREAS,the Corporadon and the Project Manager aclrnowledge that this
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of January 19,1996,
between the Corporation and Lodgeco Properties,Ltd.("Lodgeco"),a Texas limited partnership;
NOW,THEREFORE,the Corporation and the Project Manager,in consideration of the
I premises,hereby mutually enter into this Management Agreement and agree as follows:
ARTICLE I
INTRODUCTORY PROVISIONS
; SECTION 1.01.Deftnitions.
Except as otherwise provided in this Agreement,the capitalized terms in this Agreement
shall have the following respective meanings(unless the context othenvise requires):
"AgreemenY'means this Management Agreement,including any amendments
hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement.
"Annual Project BudgeY'means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particular Fiscal Yeaz period
that details(among other things),on a month-by-month basis for the covered
. Fiscal Yeaz,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the
"Arbitrage Rebate Consultant"(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and chazges
for the rental and other use of the Project during the covered Fiscal Yeaz.
Management Agreement
� Page 4 ot 23
"Approved Annual Project Budget"means,initially,the Initial Project Budget
(including any amendments thereo�,and subsequently,any Annual Project
Budget(including any amendments thereo fl that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this Agreement takes effect.
"Corporation"means the"Corporation"as defined'in the preamble of this
Agreement.
"Current Receipts"means any Project Revenues that are not Early Receipts.
"Current Receipts Account"means the account by that name created under the
Sale Agreement. �
"Depository"means the"Depository"as defined in the Sale Agreement.
� "Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Year immediately following the Fiscal Year in which
such Project Revenues aze received.
"Eazly Receipts Account"means the account by that name created under the Sale
Agreement.
"Fiscal Yeaz"means the period commencing with each September 1 and �
continuing through each August 31 or such other 12-month period as may be
established by Corporation as the fiscal yeaz for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education
Code,as amended. '
"Initial Project BudgeY'means the initial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
"Lodgeco"means"Lodgeco"as defined in the preamble of this Agreement.
Management Agreement
Page 5 of 23
"Management Consultant"means any"Management ConsultanY'as defined in the
Sale Agreement.
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capacity under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$210,000.00 annually,as specified
above. From December 1,2000,through November 30,2002,the management
fee will be payable at the rate of$231,000.00 annually,as specified above. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$252,000.00 annually,as specified above. Beginning
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the
previous yeaz's fee based upon the CPI Index. In the event the CPI decreases,the
Management fee paid to the Project Manager shall remain the same as the
previous year.
"Person"means any individual,corporation,pazlnership,joint venture,joint-stock
company,association,trust,unincorporated organization,or government or
agency or political subdivision thereof.
"Project"means the housing and/or education facilities constituting the"ProjecY'
as defined in the Sale Agreement and known as the University Tower at 410
South Texas Avenue,College Station,Texas 77840,The Forum at 2300 Texas
Avenue,Bryan,Texas 77802,and 130,132,134,136,and 154 Meadowland,
College Station,Texas 77840,all of which aze more fully described in Exhibit
"A"attached hereto.
"Project Manager"means the"Project Manager"as defined in the preamble of
this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement. '
"Project Revenues"means the revenues consisting of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement.
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Sale AgreemenY'means the"Sale AgreemenY'as defined in the preamble of this
Agreement.
"Sale Agreement Default"means any"Event of Default"as defined in the Sale
Management Agreement
Page 6 ot 23
, ' 'Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that are not defined herein shall have the
respective meanings assigned to them in the Sale Agreement.
SECTION 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,exhibits,schedules,and other
addenda to this Agreement referred to in this Agreement aze hereby incorporated by reference
into and made a part of this Agreement.
SECTION 1.04.General Rules of Construction.
Whenever in this Agreement the context requires(1)a reference to the singulaz number
shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,feminine,and neuter.The table of contents and the titles given to any
article or section of this Agreement aze for convenience only and aze not intended to modify the
article or section.
ARTICLE II
GENERAL MANAGEMENT PROVISIONS
SECTION 2.01.Project Manager as Independent Contractor. �
The Project Manager shall manage,operate,and maintain the Project in accordance with
this Agreement as an independent contractor(not an employee)of the Corporation.
SECTION 2.02.Limitations on Responsibilities ofProject Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and fiznctions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurred by ihe Project Manager pursuant to this -
Agreement.
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Staxdard of Care.
The Project Manager shall perform its duties and functions under this Agreement in a
diligent and efficient manner.
ManagementAgreement
Page 7 of 23
r
, • SECTION 2.04.General Management Duties.
Within the limits of the financial resources provided by(or on behalf o fl the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In carrying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other chazges
(including,without limitation,pazking fees and telephone use charges)due from
Project tenants and from other users and/or servicers of the Project(if any);
, (4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project. '
SECTION 2.05.Hiring/Retaining Personnel.
(a) The Project Manager shall hire and supervise such employees that are necessary for the
operation of the Project.The Project Manager shall provide for the proper training of all -
such employees.
(b) The Project Manager may subcontract with any other Person for the performance of any
duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subcontract existed(except to the extent that the Corporation,in its sole �
discretion,expressly releases the Project Manager from such responsibility). ,
(c) The costs incurred by the Project Manager in the hiring and retaining of its employees
(including,without limitation,salaries and other compensation and benefits)and any
� subcontractors pursuant to this Agreement are expenses of the operation and maintenance
, of the Project for which the Project Manager shall be reimbursed from the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs aze incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project. '
SECTION 2.06.Contracts and Supplies.
The Project Manager may enter into Project-related agreements with(1)concessionaires,
licensees,tenants,or other users of the Project regazding the use of the Project,(2)utility
Management Agreemenl ,
' ` Page 8 of 23
' ' companies to fiunish electricity,gas,water,steam,telephone,and other utilities,(3)service
providers for(among other services)cleaning,vemun extermination,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that aze appropriate to maintain the Project.
SECTTON 2.07.Mainlenance and Repair.
The Project Manager shall keep the Project in good repair,including(without limitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or similar chazacter as the Project. '
SECTION 2.08.Licenses and Permits. �
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
all licenses and pernuts(including,without limitation,deposits and bonds)that aze required for
the lawful operation of the Project.
SECTION 2.09.Personnel Reports Required by Law.
The Project Manager shall prepaze(or cause to be prepared)and cause to be submitted
and/or filed(as appropriate)all forms,retums,or reports that are required by law(including
administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz taxes,and(4)any other
legal requirements in the azea of employment or personnel.
SECTION 2.10.Payment of Taxes and Claims.
The Project Manager shall cause to be timely paid or discharged(1)all lawful taxes, �
assessments,and other governmental chazges imposed on the Project or the Project Revenues
and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would become a lien
upon the Project by operation of law.
SECTION 2.11.Inspection ofProject.
The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Project.
SECTION 2.12.Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any part thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of performing
ManagementAgreement � �
Page 9 ot 23
• its duties and functions under this Agreement.
SECTION 2.13.Project Manager Compensation.
As compensation for the performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arrears,on or before the second Business Day of the first calendar
month immediately following the calendar month in which the fee was earned.The Management
Fee for any partial calendaz month shall be prorated on a daily basis.Upon the expiration or
eazlier ternvnation of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
termination.
SECTION 2.14.Limrtations on Responsibrlities of Corporation.
As long as the Project Manager is responsible for the operation and management of the
Project under this Agreement,the Corporation shall have no such responsibility(except to the
extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the
r
Project Manager pursuant to this Agreement.
ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annual Preparation of Project Budget. ,
(a) The Project Manager shall prepare a proposed Annual Project Budget for each Fiscal
Year and submit such proposed Annual Project Budget to the Corporation at least 45 days
" before the first day of the Fiscal Yeaz covered by such proposed budget.
i
(b) Each Annual Project Budget proposed 6y the Project Manager shall be based upon
reasonable assumptions and,in the judgement of the Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
the covered Fiscal Yeaz,(2)maintain the value of the Project to the greatest extent
reasonably practicable in consideration of all lawfully available funds,and(3)otherwise
comply with the Sale Agreement.
SECTION 3.02.Approval of Project Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be promptly fumished to the Project Manager.
� ' ManagementAgreement
Page 10 ot 23 '
SECTION 3.03.Operalion ofProject under Project Budget,
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as aze permitted
under the Sale Agreement.If the Project Manager has not been furnished with an Approved
Annual Project Budget for a particular Fiscal Yeaz by the beginning of such Fiscal Year,the
Project Manager shall use,to the extent practicable,the Approved Annual Project Budget for the
previous Fiscal Year until furnished with the Approved Annual Project Budget for the current
Fiscal Yeaz.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Intial Project Budget.
SECTION 3.04.Project BudgetAmendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that satisfy the same standards as
prescribed by this Agreement for a proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporation shall cause a copy of the amendment to
be promptly furnished to the Project Manager.
(b) If the Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved Annual Project Budget or otherwise permitted under
the Sale Agreement(as a permitted deviation from the Approved Annual Project Budget)
is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annual `
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
ARTICLE IV
FUNDS MANAGEIVI�NT PROVISIONS
SECTION 4.01.Funds Held in Trust.
All funds received by the Project Manager in the course of performing its duties and
functions under this Agreement shall be held in trust by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement.
SECTION 4.02.Administration of Project Operating Fund.
(a) � The Project Manager shall apply the funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expenditure deviations from the Approved
, Annual Project Budget as aze pemvtted under the Sale Agreement).
. Management Agreement
Page 71 ot 23 �
(b) If,at any time,there are insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance of the Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds held under the Sale Agreement that aze available pursuant to the Sale Agreement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
such request(1)the amount of such insufficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particulaz budget item(if any)in the Approved Annual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capitallmprovements.
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that are included in the Approved Annual Project Budget(with
such deviations from the Approved Annual Project Budget as aze permitted under the Sale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the Sale
Agreement.
SECTION 4.04.Disposition ofProject Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Early
Receipts to be deposited into the Early Receipts Account)not later than the Business Day
next following the date of such receipt.The Project Manager may make arrangements
with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall determine whether such
Project Revenues aze Current Receipts or Early Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to this section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues are Current Receipts or Eazly Receipts.
(c) The Project Manager shall not commingle any Current Receipts with any Eazly Receipts.
Current Receipts shall be accounted for(pursuant to this section)sepazately from Early
Receipts.
Management Agreement
Page 72 of 23
ARTICLE V
RECORDS AND REPORTS
, SECTION 5.01.Maintenance ofRecords.
(a) The Project Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Operating Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounting principles,consistently applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines aze necessary for the efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duties and functions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to this Agreement shall be
subject to examination and photocopy by the Corporation,the Beneficiary,any
� Management Consultant,or their respective authorized representatives at the office where
they are maintained during normal business hours on Business Days.
SECTION 5.02.Quarterly Financial Reports.
The Project Manager shall cause to be prepared and delivered to ihe Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that terminates on Mazch 31,2000,a
report containing the following:
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expenditures;and
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTION 5.03.Annual Finaxcial Report.
The Project Manager shall cause to be prepared and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Year,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
a balance sheet showing the results of operation of the Project,taking into account appropriate
yeaz-end adjustments,and(2)a cumulative statement setting forth the information contained in
the four quarterly fmancial reports covering such Fiscal Yeaz prepazed pursuant to this
Agreement.
Management Agreement
Page 13 of 23
SECTION 5.04.Annual Audit Report.
Not later than the 60th day following the last day of each Fiscal Yeaz,the Project �
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual Audit
Report for such Fiscal Year,prepared by an independent certified public accounting firm in
accordance with the Sale Ageement.
SECTION 5.05.MonihlyAccounting ofProject OperatingFund.
The Project Manager shall cause to be prepazed and delivered to the Corporation,not
later than the 15th day after the last day of each calendaz month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
The Project Manager shall fumish to the Corporation,the Beneficiary,or any
� Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf ofl the Project Manager pursuant to this Agreement(as specified in such request)not
later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best efforts to cooperate with any accounting firm
retained by(or on behalf o fl the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Operating Fund.
,
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the prepazation of such
report,information that is fumished by(or on behalf o fl Lodgeco with respect to such period.
ARTICLE VI
PARTICULAR AGREEMENTS
SECT'ION 6.01.Limited Recourse Obligations.
All of the respective obligations of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligations)are limited recourse
obligations that aze payable solely(1)in the case of the Corporation,from the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project
Revenues that aze not subject to any lien or pledge securing any debt instrument or required to
` pay any current liability of the Corporation and(2)in the case of the Project Manager,from its
Managemenl Agreement
Page 14 af 23 �
• tinearned Management Fee.
SECTION 6.02.Tax-Fxempt Financing of Project.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement pursuant to the Higher Fducation Authority Act under
circumstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under Section 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to this Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
faciliry"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
SECTION 6.03.Commercial Leases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
SECTION 6.04.No Partnership or Joint Venture.
The Agreement does,not create a relationship behveen the Corporation and the Project
Manager as partners or joint veniurers.In no event shall either such pariy be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law. .
The Project Manager shall operate and manage the Project in compliance with the Higher
Education Authority Act and all other applicable federal,state,and local law(including
� administrative regulations).
SECTION 6.06.Project Insurance. �.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of the
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the .
premiums and other costs associated with such insurance from the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such additional
insurance with respect to the Project as may be directed by the Corporation(subject to
available funds for payment of the cost thereo�.
• (b) All liability coverage for the Project shall name the Project Manager as an additional
insured(in addition to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the extent permitted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
� recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
Management Agreement , .
Page 15 of 23
, � such indemnity and deductible provisions as aze approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance carrier(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECTION 6.07.Compliance with Labor Laws.
The Project Manager shall comply with applicable law(including administrative
regulations)covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Project.
SECTION 6.08.Indemnif:cation ofProjectManager.
(a) The Corporation shall indemnify(to the extent permitted by law)the Project Manager
and its o�cers,employees,and agents against all losses,costs,damages,liabilities,and
claims(including,without limitation,reasonable attorney's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
(1) any action of or omission by any such indemnified Person within the scope of the
Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o fl the Corporation to pay
any obligation owed by the Corporation with respect to the Project;
(3) the failure of the Project Manager to perform any duty under this Management
Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
Project when the Project Manager is carrying out its duties and functions under
this Agreement or acting at the express or implied direction of the Corporation.
(b) This section shall survive the termination of this Agreement.
SECTION 6.09.Indemn�cation ofCorporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attomey's fees)incurred,without willful misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager outside
, Management Agreement �
Page 16 of 23
� • the scope of its authority under this Agreement or(2)the willful misconduct of the Project
Manager in the performance of its duties and functions under this Agreement.This section shall
survive the termination of this Agreement.
' SECTION 6.10.No Persanal Liability.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement.
SECTION 6.11.Further Assurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
each other in obtaining and maintaining any licenses or permits required for the lawful operation
of the Project and otherwise in consummating the transactions contemplated by and effecting the
purposes of this Agreement.The Project Manager shall fiunish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporation to comply with the
Sale Agreement.
SECTION 6.12.Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
r discretion,such approval,consent,or determination shall not be unreasonably withheld;
conditioned,or delayed.Whenever this Agreement grants ihe Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such determination and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other party.
SECTION 6.13.Mergers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Corporation shall bind and inure to the benefit of any successor of the •
Corporation.
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Project Manager shall bind or inure to the benefit of a successor of the Project �
Manager(whether such succession is a result of inerger,consolidation,acquisition,
reorganization,or otherwise)so long as such successor is controlled(within the meaning
of the federal securities laws)by the same controlling interest that controlled the Project
Manager prior to such succession.
Management Agreement
Page 17 af 23
' SECTTON 6.14.Resignation of Project Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignation. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a replacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an additional six months. The
management fee paid to the Project Manager will continue to be calculated as provided in
Section 1.01 of the agreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECT'fON 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if the Project Manager fails
to perform any of its duties under this Agreement that aze material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
� reasonable action is taken to cure such failwe),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such termination shall not take effect until the Person that is to be the
successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so terminated.
SECTION 7.02.Default by Corporation.
(a) 'The Corporarion shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that aze material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
Management Agreement
Page 78 oT23
� • � (assutning reasonable action is taken to cure such failure),the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligently
pursue such action until such failure is cured.
�
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may terminate this Agreement by providing notice of such ternunation to the
Corporation.Such termination shall not take effect until the Person that is to be the
successor to the ternunating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECTION 7.03.Project Operation During Sale Agreement Default.
(a) At any time during the continuance of a Sale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for application pursuant to the Sale
, Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
' (b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Agreement Default,such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
• and/or
(3) operate and manage the Project under this Agreement in the stead of the Project '
. Manager or in a manner contrary to this Agreement to the extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
until terminated pursuant to the Sale Agreement.The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescribed by this Agreement.
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict.
ManagementAgreement
Page 19 of 23
ARTICLE VIII
GENERAL REPRESENTATIONS AND WARItANTIES
SECTION 8.01.Representations and Warranties ofProject Manager.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the •
law of the State of California and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder; .
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Project Manager of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its
" terms(except as such enforceability may be limited by bankruptcy,insolvency,or
, other similaz laws affecting the enforcement of creditors'rights generally or by
general principles of equity);
(6) except as otherwise disclosed in writing,there is no action,suit,proceeding,
inquiry,or investigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
� functions under,this Agreement or(B)adversely affects any of the transactions
• contemplated by this Agreement;
(7) the Project Manager is not in violarion of any statute or administrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would �
-. materially adversely affect its ability to perform its duties or functions under this
Agreement; .
� (8) the execution and delivery of,and the performance of its obligations under,this
Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute,administrative rule,judgment,decree,or agreement
or other instrument under which the Project Manager or any of its properry is
ManagementAgreement
� Page 20 of 23 ,
� • � bound;
(9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECTION 8.02.Representations and Warranties of Corporation. �
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas;
(2) the Corporation has the power and authority to execute,deliver,and perform its
duties and functions under this Agreement;
(3) the execution,delivery,and performance by the Corporation under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Corporation;
� (4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Corporation of this Agreement;
' (5) this Agreement constitutes the valid and binding obligation of the Corporation
and is enforceable against the Corporation in accordance with its terms(except as
" such enforceability(A)may be limited by bankruptcy,insolvency,or other
similaz laws affecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of the Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01.Term ofAgreement. '
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless earlier terminated pursuant to its terms,until the fifteenth anniversary of
the Contract Effective Date.Upon the expiration or eazlier terxnination of this Agreement,the ,
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount tttereof representing a portion of the Management Fee then
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
Management Agreement
• Page 21 of 23
SECTION 9.02.tlssigrrment ofAgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
assignee).
SECTION 9.03.Amendment of Agreement.
No amendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corporation.
SECTION 9.04.CompleJe Agreement.
This Agreement represents the complete integration of all undertaking between the
Project Manager and the Corporation relating to the operation and management of the Project
and supersedes any prior agreement(whether written or oral)between them regarding that
subject.
SECTION 9.05.Notices and Other Communicatrons.
(a) Notices,consents and approvals,and other communications under this Agreement shall
be in writing and delivered by registered or certified United States mail(postage paid,
retum receipt requested);by facsimile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement;
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation.
(b) Each Person to whom communications aze delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
Management Agreemenl
Page 22 ot 23
' • ` have heen delivered to the addressee as of the date of deposit in the mail.
(d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the extent of the conflict.
SECTION 9.06.Benefet ofAgreement.
Unless otherwise expressly provided by this Agreement,this Agreement does not confer
any right,remedy,or claim on any Person other than the respective parties to this Agreement.
SECTION 9.07.Severability.
. If any part of this Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under the application of such
nxling.
SECTION 9.08.Counterparts.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHAI,L BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING CORPORATION
By:
Title:
SSRS,INC.
By:
Title: �
Management Agreement .
Page 23 af 23
w� �
� ,
C:Vdy�ocs\TSHCISSRS-Lodgeco Manage AgRJFO
i
c
ManagemantAgreement ,
Page 24 of 23
" i
0
. (;�/v✓G� LJ
MANAGEMENT AGREEMENT
between
TEXAS STUDENT HOUSING CORPORATION
and
SSRS, INC.,
as Project Manager
Dated as of
but effective as of December 1, 1999
CONTENTS
PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Construction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
Section 2.01 Project Manager as Independent Contractor
Section 2.02 Limitations on Responsibilities of Project Manager
Section 2.03 Standazd of Caze
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Contracts and Supplies
Section 2.07 Maintenance and Repair
Section 2.08 Licenses and Pemuts
Section 2.09 Personnel Reports Required by Law
Section 2.10 Payment of Taxes and Claims
Secdon 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensation
Section 2.14 Limitations on Responsibilities of Corporation
ARTICLE III:BUDGET PROVISIONS .
Section 3.01 Annual Prepazation of Project Budget
Section 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment
ARTICLE IV:FUNDS MANAGEMENT PROVISIONS
Section 4.01 Funds Held In Trust
Section 4.02 Administration of Project Operating Fund
Section 4.03 Project Capital Improvements
Section 4.04 Disposition of Project Revenue Receipts
Section 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS
Section 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports
Section 5.03 tlnnual Financial Report
Section 5.04 Annual Audit Report
Section 5.05 Monthly Accounting of Project Operating Fund
Secrion 5.06 Fumishing Copies of Records and Reports .
Management Agreement
Page 2 of 23
Section 5.07 Cooperation with Audits
Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
Section 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE VII:DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARRANTIES
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS
Section 9.01 , Term of Agreement
Section 9.02 Assignment of Agreement
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications
Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 Counterparts
Section 9.09 Applicable Law
EXECUTION
ATTACHMENT I:Initial Project Budget
Managemenl Agreement
Page 3 of 23
�
MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated �1999,effective as of
December 1,1999 is between TEXAS STUDENT HOUSING CORPORATION(the
"Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
authority and duties thereof under this Management Agreement,the"Project Manager"),a
California corporation;
WITNESSETH:
, WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
engage the Project Manager to manage and operate the Project;
WHEREAS,the Corporation and the Project Manager acknowledge that this
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of December 1,1995,
between the Corporation and Rossco Holdings Incorporated("Rossco"),a California
corporation;
NOW,THEREFORE,the Corporation and the Project Manager,in consideration of the
premises,hereby mutually enter into this Management Agreement and agree as follows:
ARTICLE I
INTRODUCTORY PROVISIONS
SECTION 1.01.Defnitiorrs.
Except as otherwise provided in this Agreement,the capitalized terms in this Agreement
shall have the following respective meanings(unless the context otherwise requires):
"Agreement"means this Management Agreement,including any amendments
hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement.
"Annual Project Budget"means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particular Fiscal Year period
that details(among other things),on a month-by-month basis for the covered
Fiscal Year,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the
"Arbitrage Rebate ConsultanP'(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and chazges
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Page 4 of 23
for the rental and other use of the Project during the covered Fiscal Yeaz.
"Approved Annual Project BudgeY'means,initially,the Initial Project Budget
(including any amendments thereofl,and subsequendy,any Annual Project
Budget(including any amendments thereo�that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
"Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this Agreement takes effect.
"Corporation"means the"Corporation"as defined in the preamble of this
Agreement.
"Current Receipts"means any Project Revenues that are not Eazly Receipts.
"Current Receipts Account"means the account by that name created under the
Sale Agreement.
"Depository"means the"Depository"as defined in the Sale Agreement.
"Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Year immediately following the Fiscal Yeaz in which
such Project Revenues are received.
"Eazly Receipts AccounY'means the account by that name created under the Sale
Agreement.
"Fiscal Yeaz"means the period commencing with each December 1 and
continuing through each November 30 or such other 12-month period as may be
established by Corporation as the fiscal year for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education
Code,as amended.
"Initial Project Budget"means the initial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
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"Management Consultant"means any"Management ConsultanY'as defined in the
Sale Agreement
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capacity under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$40,000.00 annually,as specified
above. From December 1,2000,through November 30,2002,the management
fee will be payable at the rate of$44,000.00 annually,as specified a6ove. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$48,000.00 annually,as specified above. Begnuung
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the -
previous year's fee based upon the CPI Index. In the event the CPI Index
decreases,the Management Fee paid to the Project Manager shall remain the
same as the previous yeaz.
"Person"means any individual,corporation,partnership,joint venture,joint-stock
company,association,trust,unincorporated organization,or govemment or
agency or political subdivision thereof.
"ProjecY'means the housing and/or education facilities constituting the"ProjecY'
as defined in the Sale Agreement and known as the Colony Apartments at 1101
Southwest Pazkway,College Station,Texas 77840 and 133,135,137,139,141,
. 143,145,147,150,and 152 Meadowland,College Station,Texas 77840,all of
which are more fully described in Exhibit"A"attached hereto. �
"Project Manager"means ttte"Project Manager"as defined in the preamble of
this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement.
"Project Revenues"means the revenues consisting of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement.
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Rossco"means"Rossco"as defined in the preamble of this Agreement.
"Sale AgreemenY'means the"Sale AgreemenY'as defined in the preamble of this
Agreement.
Management Agreement
Page 6 of 23 -
"Sale Agreement DefaulY'means any"Event of DefaulY'as defined in the Sale
Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that aze not defined herein shall have the
respective meanings assigned to them in the Sale Agreement.
SEC'TION 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,eathibits,schedules,and other
addenda to this Agreement refened to in this Agreement are hereby incorporated by reference
into and made a part of this Agreement.
SECTION 1.04.General Rules of Construction.
Whenever in this Agreement the context requires(1)a reference to the singular number
shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,feminine,and neuter.The table of contents and the tides given to any
article or section of this Agreement aze for convenience only and aze not intended to modify the
article or section.
ARTICLE II
GENERAI.MANAGEMENT PROVISIONS
SECTION 2.01.Project Manager as Independent Contractor.
The Project Manager shall manage,operate,and maintain the Project in accordance with
this Agreement as an independent contractor(not an employee)of the Corporation.
SECITON 2.02.Limitations on Responsibilities ofProject Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurred by the Project Manager pursuant to this
Agreement.
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Standard of Care.
The Project Manager shall perform its duties and functions under this Agreement in a
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diligent and efficient manner.
SECTION 2.04.General Management Duties.
Within the limits of the financial resources provided by(or on behalf o fl the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In carrying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other chazges
(including,without limitation,pazking fees and telephone use charges)due from
Project tenants and from other users and/or servicers of the Project(if any);
(4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project.
SECTION 2.05.Hiring/Retaining Personnel.
(a) The Project Manager shall hire and supervise such employees that are necessary for the
operation of the Project.The Project Manager shall provide for the proper training of all
such employees.
(b) The Project Manager may subcontract with any other Person for the performance of any
duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subconhact existed(except to the extent that the Corporation,in its sole
discretion,expressly releases the Project Manager from such responsibility).
(c) The costs incurred by the Project Manager in the hiring and retaining of its employees
(including,without limitation,salaries and other compensarion and benefits)and any
subcontractors pursuant to this Agreement aze expenses of the operation and maintenance
of the Project for which the Project Manager shall be reimbursed from the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs are incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project.
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Page 8 of 23
SECTION 2.06.Contracts and Supplies.
The Project Manager may enterinto Project-related agreements with(1)concessionaires,
licensees,tenants,or other users of the Project regarding the use of the Project,(2)utility
companies to furnish electricity,gas,water,steam,telephone,and other utilities,(3)service
providers for(among other services)cleaning,vermin extermination,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that aze appropriate to maintain the Project.
SECTION 2.07.Maintenance and Repair.
The Project Manager shall keep the Project in good repair,including(without lunitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or similaz character as the Project.
� SECTION 2.08.Licenses and Permits.
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
all licenses and permits(including,without lnnitation,deposits and bonds)that are required for
the lawful operation of the Project.
SECTION 2.09.Personnel Reports Required by Law.
The Project Manager shall prepare(or cause to be prepared)and cause to be submitted
and/or filed(as appropriate)all forms,returns,or reports that are required by law(including
administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz ta�ces,and(4)any other
legal requirements in the area of employment or personnel.
SECTION 2.10.Payment of Taxes and Claims.
The Project Manager shall cause to be timely paid or dischazged(1)all lawful taxes,
assessments,and other governmental chazges imposed on the Project or the Project Revenues
and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would become a lien
upon the Project by operation of law.
SECTION 2.11.Inspection of Project.
The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Project.
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Page 9 of 23
SECTION 2.12.Legal Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any part thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of perfornung
its duties and functions under this Agreement.
SECTION 2.13.Project Manager Comperrsation.
As compensation for ihe performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arrears,on or before the second Business Day of the first calendaz
month immediately following the calendar month in which the fee was earned.The Management
Fee for any partial calendaz month shall be prorated on a daily basis.Upon the expiration or
earlier termination of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
termination.
SECTION 2.14.Limitations on Responsibilities of Corporation.
As long as the Project Manager is responsible for the operation and management of the
Project under this Agreement,the Corporation shall have no such responsibility(except to the
extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the _
Project Manager pursuant to this Agreement.
ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annual Preparation of Project Budget.
(a) The Project Manager shall prepaze a proposed Annual Project Budget for each Fiscal
Yeaz and submit such proposed Annual Project Budget to the Corporation at least 45 days
before the first day of the Fiscal Yeaz covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shall be based upon
reasonable assumptions and,in the judgement of the Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
the covered Fiscal Year,(2)maintain the value of the Project to the greatest extent
reasonably practicable in consideration of all lawfully available funds,and(3)otherwise
comply with the Sale Agreement.
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4�
SECTION 3.02.Approval of Project Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be promptly fumished to the Project Manager.
SECTION 3.03.Operation of Project under Project Budget.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as aze pernutted
under the Sale Agreement.If the Project Manager has not been furnished with an Approved
Annual Project Budget for a particular Fiscal Yeaz by the beginning of such Fiscal Year,the
Project Manager shall use,to the extent practicable,the Approved Annual Project Budget for the
previous Fiscal Yeaz until fiunished with the Approved Annual Project Budget for the current
Fiscal Year.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Initial Project Budget.
SECTION 3.04.Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that satisfy the same standards as
prescribed by this Agreement for a proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporation shall cause a copy of the amendment to
be promptly furnished to the Project Manager.
(b) If the Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved Annual Project Budget or otherwise perxnitted under
the Sale Agreement(as a pernutted deviation from the Approved Annual Project Budget)
is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annual
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
ARTICLE IV
FUNDS MANAGEMENT PROVISIONS
SECTION 4.01.Funds Held in Trust.
All funds received by the Project Manager in ihe course of perfornung its duties and
functions under this Agreement shall be held in trust by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement.
Management Agreement .
Page 71 of 23
SECTION 4.02.Administration of Project Operating Fund.
(a) The Project Manager shall apply the funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expendihue deviations from the Approved
Annual Project Budget as are pernutted under the Sale Agreement).
(b) If,at any time,there aze insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance of the Project,the Project Manager shall deliver to the Corporation a request
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any
funds held under the Sale Agreement that are available pursuant to the Sale Ageement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
such request(1)the amount of such insufficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particular budget item(if any)in the Approved Annual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capital Improvements.
'The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that are included in the Approved Annual Project Budget(with
such deviations from the Approved Annual Project Budget as aze permitted under the Sale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the Sale
Agreement.
SECTION 4.04.Disposition of Project Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Early
Receipts to be deposited into the Early Receipts Account)not later than the Business Day
ne�ct following the date of such receipt.The Project Manager may make arrangements
with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall determine whether such
Project Revenues aze Current Receipts or Early Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to this section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues are Current Receipts or Early Receipts.
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(c) The Project Manager shall not commingle any Current Receipts with any Early Receipts.
Current Receipts shall be accounted for(pursuant to this section)separately from Eazly
Receipts.
ARTICLE V
RECORDS AND REPORT5
SECTION 5.01.Maintenance ofRecords.
(a) The Project Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Openting Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounting principles,consistently applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines aze necessary for the efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duties and fiznctions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to ihis Agreement shall be
subject to examination and photocopy by the Corporarion,the Beneficiary,any
Management Consultant,or their respective authorized representatives at the office where
they aze maintained during normal business hours on Business Days.
SECT'iON 5.02.Quarterly Financial Reports.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that ternunates on March 31,2000,a
report containing the following:
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expenditures;and
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTION 5.03.tlnnual Financial Report.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Year,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
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Page 13 of 23
a balance sheet showing the results of operation of the Project,taking into account appropriate
year-end adjustments,and(2)a cumulative statement setting forth the information contained in
the four quarterly financial reports covering such Fiscal Year prepazed pursuant to this
Agreement.
SECTION 5.04.Annual Audit Report.
Not later than the 60th day following the last day of each Fiscal Year,the Project
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual Audit
Report for such Fiscal Yeaz,prepared by an independent certified public accounting firm in
accordance with the Sale Agreement.
' SECTION 5.05.Monthly Accounting of Project Operating Fund.
The Project Manager shall cause to be prepared and delivered to the Corporation,not
• later than the 15th day after the last day of each calendaz month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
The Project Manager shall fwnish to the Corporation,the Beneficiary,or any
Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf o fl the Project Manager pursuant to this Agreement(as specified in such request)not
later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best efforts to cooperate with any accounting firm
retained by(or on behalf ofl the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Operating Fund.
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the preparation of such
report,information that is furnished by(or on behalf o�Rossco with respect to such period.
ARTICLE VI
PARTICULAR AGREEMENTS
SECTION 6.01.Limited Recourse Obligations.
All of the respective obligations of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligations)aze limited recourse
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obligations that are payable solely(1)in the case of the Corporation,from the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project
Revenues that aze not subject to any lien or pledge securing any debt inshtunent or requued to
pay any current liability of the Corporation and(2)in the case of the Project Manager,from its
unearned Management Fee.
SECTION 6.02.Tax-Exempt Financing of Project.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement pursuant to the Higher Education Authority Act under
circumstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under Section 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to tkris Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
facility"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
SECTION 6.03.Commercial Leases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
SECTION 6.04.No Partnership or.7oint Yenture.
The Agreement does not create a relationship between the Corporation and the Project
Manager as partners or joint venturers.In no event shall either such pariy be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law.
The Project Manager shall operate and manage the Project in compliance with the Higher
Education Authority Act and all other applicable federal,state,and local law(including
administrative regulations).
SECTION 6.06.Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of the
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the
premiums and other costs associated with such insurance from the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such addirional
insurance with respect to the Project as may be directed by the Corporation(subject to
available funds for payment of the cost thereo�.
(b) All liability coverage for the Project shall name the Project Manager as an additional
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insured(in addition to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the extent pernutted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
such indemnity and deductible provisions as aze approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance carrier(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECITON 6.07.Compliance with Labor Laws.
The Project Manager shall comply with applicable law(including administrative
regulations)covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Project.
SECTION 6.08.Indemnifrcation of Project Manager.
(a) The Corporation shall indemnify(to the extent pernutted by law)the Project Manager
and its officers,employees,and agents against all losses,costs,damages,liabilities,and
claims(including,without limitation,reasonable attorney's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
(1) any action of or omission by any such indemnified Person within the scope of the
Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o�the Corporation to pay
any obligation owed by the Corporation with respect to the Project;
(3) the failure of the Project Manager to perform any duty under this Management
Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
Project when the Project Manager is carrying out its duties and functions under
this Agreement or acting at the express or implied direction of the Corporarion.
(b) This section shall survive the termination of this Agreement.
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r
SECTION 6.09.Indemnification of Corporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attorney's fees)incurred,without willfiil misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager outside
the scope of its authority under this Agreement or(2)the willful misconduct of the Project
Manager in the performance of its duties and functions under this A�eement.This section shall
survive the termination of this Agreement.
SECTION 6.10.No Personal Liability.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement.
SECTION 6.11.Further Assurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
each other in obtaining and maintaining any licenses or permits required for the lawful operation
of the Project and otherwise in consummating the transactions contemplated by and effecting the
purposes of this Agreement.The Project Manager shall furnish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporation to comply with the
Sale Agreement.
SECTION 6.12.Reasonable Conduct.
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
discretion,such approval,consent,or determination shall not be unreasonably withheld,
conditioned,or delayed.Whenever this Agreement grants the Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such determination and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other party.
SECTION 6.13.Mergers.Etc.
(a) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Corporation shall bind and inure to the benefit of any successor of the
Corporation.
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Project Manager shall bind or inure to the benefit of a successor of the Project
Manager(whether such succession is a result of inerger,consolidation,acquisition,
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Paga 17 of 23
reorganization,or othenvise)so long as such successor is controlled(within the meaning
of the federal securities laws)by the same controlling interest that controlled the Project
Manager prior to such succession.
SECTTON 6.14.Resignation of Project Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignation. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a replacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an additional six months. The
management fee paid to the Project Manager will conrinue to be calculated as provided in
Secrion 1.01 of the agreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECTION 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if the Project Manager fails
to perform any of its duties under this Agreement that are material to the successful
operation of the Project and:
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of sucfi failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
reasonable action is taken to cure such failure),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such ternunation shall not take effect until the Person that is to be the
successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so terminated.
SECTION 7.02.Default by Corporation.
(a) The Corporation shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that aze material to the successful
operation of the Project and:
Manegement Agreement
Page 18 of 23
(1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cured within such 30-day period
(assuming reasonable action is taken to cure such failure),the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligently
pursue such action until such failure is cured.
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may terminate this Agreement by providing notice of such termination to the
Corporation.Such termination shall not take effect until the Person that is to be the
successor to the ternunating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECTION 7.03.Project Operation During Sale Agreement Default.
(a) At any time during the continuance of a Sale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for application pursuant to the Sale
Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Agreement Default,such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
and/or
(3) operate and manage the Project under this Agreement in the stead of the Project
Manager or in a manner contrary to this Agreement to the extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
until ternunated pursuant to the Sale Agreement.The Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duUes and
functions prescribed by this Agreement.
(c) This section supersedes any other provision of this Agreement to the extent of any
conflict.
Management Agreement
Page 19 of 23
ARTICLE VIII
GENERAL REPRESENTATIONS AND WARRANTIES
SECTION 8.01.Representations and Warranties ofProject Manager.
T'he Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the
law of the State of California and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder;
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execurion and delivery by the
Project Manager of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its
terms(except as such enforceability may be limited by bankruptcy,insolvency,or
other similaz laws affecting the enforcement of creditors'rights generally or by
general principles of equity);
(6) except as otherwise disclosed in writing,there is no acdon,suit,proceeding,
inquiry,or invesrigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
functions under,this Agreement or(B)adversely affects any of the transactions
contemplated by this Agreement;
(7) the Project Manager is not in violation of any statute or administrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would
materially adversely affect its ability to perform its duties or functions under this
Agreement;
(8) the execution and delivery of,and the performance of its obligations under,this
Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute,administrative rule,judgment,decree,or agreement
or other instrument under which the Project Manager or any of its property is
Management Agreement
Page 20 of 23
bound;
(9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
SECTION 8.02.Representations and Warranties of Corporation.
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas;
(2) the Corporation has the power and authority to execute,deliver,and perform its
duties and functions under this Agreement;
(3) the execution,delivery,and performance by the Corporation under this
Agreement,and the consunmiation of the transactions contemplated herein,have
been duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
Effective Date)is required in connection with the execution and delivery by the
Corporation of this Agreement;
(5) this Agreement constitutes the valid and binding obligation of the Corporation
and is enforceable against the Corporation in accordance with its terms(except as
such enforceability(A)may be limited by bankruptcy,insolvency,or other
similaz laws affecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of the Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01.Term ofAgreement.
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless eazlier terminated pursuant to its terms,until the fifteenth anniversary of
the Coniract Effective Date.Upon the expiration or eazlier ternunation of this Agreement,the
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount thereof representing a portion of the Management Fee then
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
Management Agreement
Page 21 of 23
SECTION 9.02.Assignment ofAgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
assignee).
SECTION 9.03.Amendment ofAgreement.
No amendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corporation.
SECTION 9.04.Complete Agreement.
This Agreement represents the complete integration of all undertaking between the
Project Manager and the Corporation relating to the operation and management of the Project
and supersedes any prior agreement(whether written or oral)between them regarding that
subject.
SECT'ION 9.05.Notices and Other Communications.
(a) Notices,consents and approvals,and other communications under this Agreement shall
be in writing and delivered by registered or certified United States mail(postage paid,
retum receipt requested);by facsnnile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows:
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President;
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement;
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation.
(b) Each Person to whom communications are delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
have been delivered to the addressee as of the date of deposit in the mail.
Management Agreement
Page 22 of 23
(d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the extent of the conflict.
SECTION 9.06.Beneftt ofAgreement.
Unless otherwise expressly provided by this Agreement,this Agreement does not confer
any right,remedy,or claim on any Person other than the respective parties to this Agreement.
ia
SECTTON 9.07.Severability.
If any part of this Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under the application of such
tuling.
SECTION 9.08.Caunterparts.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF Tf-IE STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized officer.
TEXAS STUDENT HOUSING CORPORATION
By:
Title:
SSRS,INC.
By:
Title:
C:Wty Docs\TSHCISSRS•Rossw Manage Agr2/FO
Management Agreament
Page 23 of 23
�,y r � �
�^ ' ['h�
_,x_
1
t
����
MANAGEMENT AGREEMENT
between
TEXAS STUDENT HOUSING CORPORATION
and
SSRS, INC., .
as Project Manager
Dated as of ,
but effective as of December 1, 1999
' CONTENTS
PREAMBLE
ARTICLE I:INTRODUCTORY PROVISIONS
Section 1.01 Definitions
Section 1.02 Other Terms
Section 1.03 Incorporation by Reference
Section 1.04 General Rules of Construction
ARTICLE II:GENERAL MANAGEMENT PROVISIONS
Section 2.01 Project Manager as Independent Contractor
Section 2.02 Limitations on Responsibilities of Project Manager
, Section 2.03 Standard of Caze
Section 2.04 General Management Duties
Section 2.05 Hiring/Retaining Personnel
Section 2.06 Contracts and Supplies
Section 2.07 Maintenance and Repair
Section 2.08 Licenses and Permits
Section 2.09 Personnel Reports Required by Law
Section 2.10 Payment of Taxes and Claims
Section 2.11 Inspection of Project
Section 2.12 Legal Proceedings
Section 2.13 Project Manager Compensadon
Section 2.14 Limitations on Responsibilities of Corporation
ARTICLE III:BUDGET PROVISIONS .
Section 3.01 Annual Prepazation of Project Budget
Section 3.02 Approval of Project Budget
Section 3.03 Operation of Project under Project Budget
Section 3.04 Project Budget Amendment
ARTICLE N:FUNDS MANAGEMENT PROVISIONS
� Section 4.01 Funds Held In Trust
Section 4.02 Admuristration of Project Operating Fund
Secrion 4.03 Project Capital Improvements
Section 4.04 Disposition of Project Revenue Receipts
Section 4.05 Insurance for Funds Handlers
ARTICLE V:RECORDS AND REPORTS
Section 5.01 Maintenance of Records
Section 5.02 Quarterly Financial Reports
Section 5.03 Annual Financial Report
Section 5.04 Annual Audit Report
Section 5.05 Monthly Accounting of Project Operating Fund
Section 5.06 Furnishing Copies of Records and Reports
Management Agreement
Page 2 of 23 '
' Section 5.07 Cooperation with Audits
Section 5.08 Pre-Closing Reporting Data
ARTICLE VI:PARTICULAR AGREEMENTS
Section 6.01 Limited Recourse Obligations
Section 6.02 Tax-Exempt Financing of Project
Section 6.03 Commercial Leases
Section 6.04 No Partnership or Joint Venture
Section 6.05 Compliance with Law
Section 6.06 Project Insurance
Section 6.07 Compliance with Labor Laws
Section 6.08 Indemnification of Project Manager
Section 6.09 Indemnification of Corporation
Section 6.10 No Personal Liability
Section 6.11 Further Assurances
Section 6.12 Reasonable Conduct
Section 6.13 Mergers,Etc.
Section 6.14 Resignation of Project Manager
ARTICLE VII:DEFAULT AND REMEDIES
Section 7.01 Default by Project Manager '
Section 7.02 Default by Corporation
Section 7.03 Project Operation During Sale Agreement Default
ARTICLE VIII:GENERAL REPRESENTATIONS AND WARRANTIES �
Section 8.01 Representations and Warranties of Project Manager
Section 8.02 Representations and Warranties of Corporation
ARTICLE IX:CONCLUDING PROVISIONS ,
Section 9.01 . Term of Agreement
Section 9.02 Assignment of Agreement '
Section 9.03 Amendment of Agreement
Section 9.04 Complete Agreement
Section 9.05 Notices and Other Communications
� Section 9.06 Benefit of Agreement
Section 9.07 Severability
Section 9.08 Counterparts
, Section 9.09 Applicable Law
EXECUTION
ATTACI-IMENT I:Initial Project Budget ,
k
. ManagementAgreement • ,
Page 3 of 23 �
' MANAGEMENT AGREEMENT
This MANAGEMENT AGREEMENT dated ,1999,effective as of
December 1,1999 is between TEXAS STUDENT HOUSING CORPORATION(the
, "Corporation"),a Texas nonprofit corporation,and SSRS,INC.(or any successor to the
authority and duties thereof under this Management Agreement,the"Project Manager"),a
California corporation;
WITNESSETH:
WHEREAS,the Corporation,as the owner of the Project(as defined herein),desires to
+ engage the Project Manager to manage and operate the Project;
WHEREAS,the Corporation and the Project Manager acknowledge that this
Management Agreement is entered into in connection with the Installment Sale Agreement
(together with any amendments thereto,the"Sale Agreement"),dated as of December 1,1995,
between the Corporation and Rossco Holdings Incorporated("Rossco"),a California
corporation;
NOW,THEREFORE,the Coxporation and the Project Manager,in consideration of the
premises,hereby mutualiy enter into this Management Agreement and agree as follows:
ARTICLE I
INTRODUCTORY PROVISIONS ,
SECTION 1.01.Def:nitions.
Except as otherwise provided in this Agreement,the capitalized terms in this Agreement
shall have the following respective meanings(unless the context otherwise requires):
"Agreement"means this Management Agreement,including any amendments
hereto.
"Annual Audit Report"means the"Annual Audit Report"as defined in the Sale
Agreement.
, "Annual Project Budget"means an annual pro forma budget for the operation,
maintenance,and improvement of the Project for a particulaz Fiscal Yeaz period
- that details(among other things),on a month-by-month basis for the covered
Fiscal Year,all material revenue and expense categories(including,without
limitation,proper funding of the Replacement Reserve Fund,compensation of the • _
"Arbitrage Rebate ConsultanY'(as defined in the Sale Agreement)and the Project
Manager,and appropriate reserves for real estate taxes,insurance,maintenance
and repair,and other appropriate expense categories)and the capital expenditures
to be made with respect to the Project and that sets forth specific rates and chazges
Managemenl Agreement
Page 4 of 23
• for the rental and other use of the Project during the covered Fiscal Yeaz.
"Approved Annual Project BudgeY'means,initially,the Initial Project Budget
(including any amendments thereo�,and subsequently,any Annual Project
Budget(including any amendments thereo�that has been approved by the
Corporation(or by a Management Consultant,if applicable).
"Beneficiary"means the"Beneficiary"as defined in the Sale Agreement.
"Bond Counsel"means"Bond Counsel"as defined in the Sale Agreement.
' "Business Day"means any"Business Day"as defined in the Sale Agreement.
"Code"means the Intemal Revenue Code of 1986,as amended.
"Contract Effective Date"means the date on which this Agreement takes effect.
"Corporation"means the"Corporation"as defined in the preamble of this
Agreement.
"Current Receipts"means any Project Revenues that are not Eazly Receipts.
"Current Receipts Account"means the account by that name created under the
Sale Agreement.
"Depository"means the"Depository"as defined in the Sale Agreement. .
"Eazly Receipts"means any Project Revenues consisting of payment for services
to be rendered in the Fiscal Yeaz immediately following the Fiscal Yeaz in which
such Project Revenues aze received.
"Eazly Receipts Account"means the account by that name created under the Sale
Agreement.
"Fiscal Yeaz"means the period commencing with each December 1 and
continuing through each November 30 or such other 12-month period as may be
established by Corporation as the fiscal yeaz for the Project.
"Higher Education Authority Act"means Chapter 53 of the Texas Education
Code,as amended.
"Initial Project Budget"means the initial budget for the operation,maintenance,
and improvement of the Project as set forth in Attachment I to this Agreement,
which budget covers the period,commencing with the Contract Effective Date,
specified therein.
, . ManagementAgreement
Page 5 of 23
"Management Consultant"means any"Management Consultant"as defined in the
Sale Agreement.
"Management Fee"means the fee payable to the Project Manager as
compensation for serving in such capacity under this Agreement,which fee is
payable as follows: From December 1,1999,through November 30,2000,the
management fee will be payable at the rate of$40,000.00 annually,as specified
above. From December 1,2000,ttuough November 30,2002,the management
fee will be payable at the rate of$44,000.00 annually,as specified above. From
December 1,2002,through November 30,2004,the management fee will be
payable at the rate of$48,000.00 annually,as specified above. Beginning
December 1,2004,and extending through the term of this agreement,the
management fee paid to the Project Manager shall increase annually over the
previous yeaz's fee based upon the CPI Index. In the event the CPI Index
decreases,the Management Fee paid to the Project Manager shall remain the
same as the previous yeaz. .
"Person"means any individual,corporation,partnership,joint venture,joint-stock
company,association,trust,unincorporated organization,or govemment or
' agency or political subdivision thereof.
"Project"means the housing and/or education facilities constituting the"Project"
as defined in the Sale Agreement and known as the Colony Apaztments at 1101
Southwest Pazkway,College Station,Texas 77840 and 133,135,137,139,141,
143,145,147,150,and 152 Meadowland,College Station,Texas 77840,all of
which aze more fully described in Exhibit"A"attached hereto.
"Project Manager"means the"Project Manager"as defined in the preamble of
this Agreement.
"Project Operating Fund"means the fund by that name created under the Sale
Agreement.
, "Project Revenues"means the revenues consisting of"Gross Revenues"as
defined in the Sale Agreement.
"Replacement Reserve Fund"means the fund by that name created under the Sale
Agreement.
"Revenue Fund"means the fund by that name created under the Sale Agreement.
"Rossco"means"Rossco"as defined in the preamble of this Agreement.
"Sale AgreemenY'means the"Sale AgreemenY'as defined in the preamble of this
Agreement. �
Managemanl Agreement
Page 6 of 23
, "Sale Agreement DefaulY'means any"Event of Default"as defined in the Sale
Agreement.
SECTION 1.02.Other Terms.
The capitalized terms in this Agreement that aze not defined herein shall have the
respective meanings assigned to them in the Sale Agreement.
SECTION 1.03.Incorporation by Reference.
The preamble of this Agreement and all attachments,exhibits,schedules,and other
addenda to this Agreement referred to in this Agreement are hereby incorporated by reference
into and made a part of this Agreement.
SECTTON 1.04.General Rules of Construction.
Whenever in this Agreement the context requires(1)a reference to the singulaz number
shall include the plural and vice versa and(2)a word denoting gender shall be construed to
include the masculine,femnune,and neuter.The table of contents and the titles given to any
article or section of this Agreement aze for convenience only and aze not intended to modify the
article or section.
ARTICLE II
GENERAL MANAGEMENT PROVISIONS
SECTION 2.01.Project Manager as Independent Contractor.
The Project Manager shall manage,operate,and maintain the Project in accordance with
this Agreement as an independent conizactor(not an employee)of the Corporation.
SECTION 2.02.Limitations on Responsibilities ofProject Manager.
(a) The Project Manager shall have no duty to use its own funds in the performance of its
duties and functions under this Agreement and shall have no personal liability for any
obligation to a third Person that is incurred by the Project Manager pursuant to this
Agreement.
(b) The Project Manager shall have no duty to perform any duties or functions under this
Agreement during any period in which a default in the payment of the Management Fee
is continuing.
SECTION 2.03.Standard of Care.
The Project Manager shall perform its duties and functions under this Agreement in a
Management Agreement
Page 7 of 23
' diligent and efficient manner.
SECTION 2.04.General Management Duties.
Within the limits of the financial resources provided by(or on behalf o fl the Corporation,
the Project Manager shall operate and manage the Project in a commercially reasonable manner.
In canying out such duty,the Project Manager(among other things)shall perform the following:
(1) operate and maintain the Project in accordance with this Agreement;
(2) administer Project tenant leases and maintain relations with tenants in accordance
� with the tenant leases;
(3) collect the Project Revenues consisting of rents,fees,and other charges
(including,without limitation,pazking fees and telephone use chazges)due from
Project tenants and&om other users and/or servicers of the Project(if any);
(4) advertise,when appropriate,the availability for lease of rental space in the
Project;and
(5) keep the Corporation informed as promptly as is reasonably practicable of any
material change in the status or condition of the Project.
� SECTION 2.05.Hiring/Retaining Personnel.
(a) The Project Manager shall hire and supervise such employees that are necessary for the
operation of the Project.The Project Manager shall provide for the proper training of all
such employees.
(b) The Project Manager may subcontract with any other Person for the performance of any
duty or function that the Project Manager has under this Agreement.However,the
Project Manager shall retain the same responsibility to the Corporation under this
Agreement for the proper performance of any such subcontracted duty or function as if
no such subcontract existed(except to the extent that the Corporation,in its sole
discretion,expressly releases the Project Manager from such responsibility).
(c) The costs incurred by the Project Manager in the hiring and retaining of its employees
� (including,without limitation,salaries and other compensation and benefits)and any
subcontractors pursuant to this Agreement aze expenses of the operation and maintenance
of the Project for which the Project Manager shall be reimbursed from the Project
Operating Fund in accordance with this Agreement.This subsection does not apply to
employee costs to the extent such costs are incurred for the general overhead of the
Project Manager and not for the direct operation and management of the Project.
� Management Agreement
Paga 8 of 23
SECTION 2.06.Contracts and Supplies. �
The Project Manager may enter into Project-related agreements with(1)concessionaires,
licensees,tenants,or other users of the Project regazding the use of the Project,(2)utility
companies to furnish electricity,gas,water,steam,telephone,and other utilities,(3)service
providers for(among other services)cleaning,vermin extemunation,air-conditioning
maintenance,plumbing,and equipment maintenance,and(4)vendors to acquire equipment,
tools,appliances,materials,and supplies that are appropriate to maintain the Project.
SECTION 2.07.Maintenance and Repair.
The Project Manager shall keep the Project in good repair,including(without limitation)
interior and exterior cleaning,painting,decorating,plumbing,alterations,replacements,
improvements,and other maintenance and repair work normally required for the proper
maintenance of facilities of the same or similaz character as the Project.
SECTION 2.08.Lice�:ses and Permits.
The Project Manager shall apply for,obtain,and maintain in the name of the Corporation
al!licenses and permits(including,without limitation,deposits and bonds)that aze required for
the lawful operation of the Project.
' SECTION 2.09.Personnel Reports Reguired by Law.
The Project Manager shall prepaze(or cause to be prepared)and cause to be submitted
and/or filed(as appropriate)all forms,retums,or reports that are required by law(including
, administrative regulation)in connection with the Project that relate to(1)unemployment
insurance,(2)disability benefits,(3)Social Security and other,similaz taxes,and(4)any other
legal requirements in the azea of employment or personnel.
SECTION 2.10.Payment of Tcnes and Claims. '
The Project Manager shall cause to be timely paid or discharged(1)all lawful taxes, �
assessments,and other govemmental chazges imposed on the Project or the Project Revenues
and(2)all lawful claims for labor,materials,and supplies that,if unpaid,would become a lien
upon the Project by operation of law.
SECTION 2.11.Inspection of Project.
' The Corporation and/or any Management Consultant(and any of their respective
authorized representatives)may at any time enter upon any part of the Project for the purpose of
inspecting the Project. � �
Management Agreement
Paga 9 of 23
SECTION 2.12.Lega!Proceedings.
The Project Manager may institute,in its own name,or in the name of the Corporation,
any legal action or proceeding that the Project Manager considers appropriate to(1)collect
" chazges,rents,and other Project Revenues(2)dispossess tenants or other Persons in possession
of the Project or any par[thereof,or(3)cancel,terminate,or enforce any lease,license,
concession,or other agreement entered into by the Project Manager in the course of performing
its duties and functions under this Agreement.
SECTION 2.13.Project Manager Compensation.
As compensation for the performance of its duties and functions under this Agreement,
the Corporation shall pay the Management Fee to the Project Manager in equal monthly
installment payments,in arrears,on or before the second Business Day of the first calendar
month immediately following the calendaz month in which the fee was earned.The Management
Fee for any partial calendaz month shall be prorated on a daily basis.Upon the expiration or
eazlier temunation of this Agreement pursuant to its terms,the Corporation shall pay all
compensation due to the Project Manager no later than the tenth day following the date of such
temunation.
SECTION 2.14.Limitations on Responsibilities ofCorporation.
As long as the Project Manager is responsible£or the operation and management of the
Project under this Agreement,the Corporation shall have no such responsibility(except to the
. extent that this Agreement otherwise expressly provides).The Corporation shall have no liability
for the actions(or omissions)of any employee hired or independent contractor retained by the
Project Manager pursuant to this Agreement. '
ARTICLE III
BUDGET PROVISIONS
SECTION 3.01.Annual Preparation of Project Budget.
(a) The Project Manager shall prepaze a proposed Annual Project Budget for each Fiscal
Year and submit such proposed Annual Project Budget to the Corporation at least 45 days
before the first day of the Fiscal Year covered by such proposed budget.
(b) Each Annual Project Budget proposed by the Project Manager shall be based upon
' reasonable assumptions and,in the judgement of the Project Manager,shall(1)provide
sufficient Project Revenues to avoid the occurrence of a Sale Agreement Default during
� � the covered Fiscal Year,(2)maintain the value of the Project to the greatest extent
reasonably pracricable in consideration of all lawfully available funds,and(3)otherwise
comply with the Sale Agreement.
, ManagementAgreement ,
, Page 70 of 23
SECTION 3.02.Approva!of Project Budget.
The Corporation shall cause each proposed Annual Project Budget submitted by the
Project Manager to be approved in accordance with the Sale Agreement.Upon the approval of
the proposed Annual Project Budget,the Corporation shall cause a copy of the Approved Annual
Project Budget to be promptly fiunished to the Project Manager.
SECTION 3.03.Operation ofProject under Project Budget.
The Project Manager shall operate and manage the Project in accordance with the
Approved Annual Project Budget,with such expenditure deviations therefrom as aze permitted
, under the Sale Agreement.If the Project Manager has not been fumished with an Approved
Annual Project Budget for a particulaz Fiscal Year by the beginning of such Fiscal Yeaz,the
Project Manager shall use,to the extent practicable,the Approved Annual Project Budget for the
previous Fiscal Yeaz until furnished with the Approved Annual Project Budget for the current
Fiscal Year.The Initial Project Budget shall be deemed to be the Approved Annual Project
Budget for the period that is covered by the Initial Project Budget.
SECTION 3.04.Project Budget Amendment.
(a) The Project Manager may,from time to time,submit to the Corporation proposed
amendments to the Approved Annual Project Budget that satisfy the same standards as
prescribed by this Agreement for a,proposed Annual Project Budget.Any such proposed
amendment shall become and constitute a part of the Approved Annual Project Budget
upon the approval of such proposed amendment by the Corporation pursuant to the Sale
Agreement.Upon such approval,the Corporation shall cause a copy of the amendment to
be prompUy furnished to the Project Manager.
(b) If the Project Manager determines that any operation,maintenance,or capital expenditure
that is not included in the Approved Annual Project Budget or otherwise permitted under
the Sale Agreement(as a pernutted deviation from the Approved Annual Project Budget)
is necessary for the proper operation and/or maintenance of the Project,the Project
Manager shall use its best efforts to obtain an amendment to the Approved Annual
Project Budget(in accordance with the Sale Agreement)that incorporates such
expenditure.
ARTICLE IV �
FUNDS MANAGEMENT PROVISIONS
SECTION 4.01.Funds Held in Trust. ,
All funds received by the Project Manager in the course of performing its duties and
functions under this Agreement shall be held in trust by the Project Manager for the benefit of
the Corporation and applied as provided in this Agreement. ,
Management Agreement .
Page 11 of 23
SECTION 4.02.Administration ofProject Operating Fund. .
(a) The Project Manager shall apply the funds on deposit in the Project Operating Fund,as
needed,for the operation and maintenance of the Project in accordance with the
Approved Annual Project Budget(with such expenditure deviations from the Approved .
Annual Project Budget as aze pernutted under the Sale Agreement). .
(b) If,at any time,there are insufficient funds on deposit in the Project Operating Fund for
the purpose of paying any obligation incurred in connection with the operation and
maintenance of the Project,the Project Manager shall deliver to the Corporation a request ,
(signed by an authorized officer of the Project Manager)for a transfer of funds(from any '
funds held under the Sale Agreement that aze available pursuant to the Sale Agreement
for such purpose)to the Project Operating Fund to defray such insufficiency,stating in
• such request(1)the amount of such insufficiency,(2)a description of each such
obligation causing such insufficiency,including(without limitation)the identification of
such obligation as a current expense or maintenance expenditure and the amount thereof,
and(3)as identification of the particular budget item(if any)in the Approved Annual
Project Budget within which each such obligation is categorized.
SECTION 4.03.Project Capital Improvements.
The Project Manager shall obtain the funds necessary to make the capital expenditures
for improvements to the Project that are included in the Approved Annual Project Budget(with
�such deviations from the Approved Annual Project Budget as aze permitted under the Sale
Agreement),or for the repair,restoration,and/or replacement of the Project with funds �
representing"Project Disposition Proceeds"(as defined in the Sale Agreement),by delivering to
the Corporation a request(signed by an authorized officer of the Project Manager)for a
disbursement of such funds from the Replacement Reserve Fund in accordance with the 3ale
Agreement.
SECTION 4.04.Disposition of Project Revenue Receipts.
(a) The Project Manager shall deliver all of the Project Revenues that it receives in the ,
course of the operation of the Project to the Depositary for deposit into the Revenue Fund
(the Current Receipts to be deposited into the Current Receipts Account and the Early
Receipts to be deposited into the Eazly Receipts Account)not later than the Business Day
next following the date of such receipt:The Project Manager may make arrangements
with the Corporation for the direct deposit of funds for these purposes.
(b) Upon receipt of any Project Revenues,the Project Manager shall deterxnine whether such
Project Revenues aze Current Receipts or Eazly Receipts.Whenever the Project Manager
causes to be deposited Project Revenues to the Depositary(pursuant to this section),the
Project Manager shall include a notice to the Corporation that informs the Corporation
whether such Project Revenues are Current Receipts or Eazly Receipts.
Management Agreement
Page 12 of 23
(c) The Project Manager shall not commingle any Current Receipts with any Early Receipts.
' Current Receipts shall be accounted for(pursuant to this section)sepazately from Eazly
Receipts.
ARTICLE V
RECORDS AND REPORTS
3ECTION 5.01.Maintenance of Records.
(a) The Project Manager shall maintain,or cause to be maintained,a comprehensive system
of accounting records pertaining to the operation,maintenance,and improvement of the
Project and the Project Operating Fund.Accounting records shall be kept on an accrual
basis in accordance with generally accepted accounting principles,consistenfly applied.
(b) The Project Manager shall maintain such other records as the Project Manager,in its
professional judgment,determines aze necessary for the efficient management of the
Project.The Project Manager shall retain all records maintained and invoices received in
connection with its duries and funcrions under this Agreement for at least four yeazs or
for such longer time as may reasonably be requested by the Corporation.
(c) All records maintained by the Project Manager pursuant to this Agreement shall be
r subject to examination and photocopy by the Corporation,the Beneficiary,any
, Management Consultant,or their respective authorized representatives at the office where
they are maintained during normal business hours on Business Days. �
SECTION 5.02.Quarterly Financial Reports.
The Project Manager shall cause to be prepazed and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each"Fiscal Quarter"(as defined in
the Sale Agreement),commencing with the Fiscal Quarter that terminates on March 31,2000,a
report containing the following:
(1) a comparison of revenues,expenses,and capital expenditures set forth in the
Approved Annual Project Budget for the current Fiscal Year to actual revenues,
expenses,capital expendihues;and
(2) cash balances for savings,reserves,and operating accounts as of the last day of
such Fiscal Quarter.
SECTTON 5.03.Annual Financial Report. ,
The Project Manager shall cause to be prepared and delivered to the Corporation and the
Beneficiary,not later than the 45th day after the last day of each Fiscal Year,a report containing
(1)financial statements,including an income and expense statement,a cash flow statement,and
Management Agreement
Page 13 ot 23
. a balance sheet showing the results of operation of the Project,taking into account appropriate
yeaz-end adjustments,and(2)a cumulative statement setting forth the information contained in
the four quarterly financial reports covering such Fiscal Year prepazed pursuant to this
Agreement.
SECTION 5.04.Annual Audit Report.
Not later than the 60th day following the last day of each Fiscal Year,the Project
Manager shall cause to be delivered to the Corporation and the Beneficiary the Annual Audit
Report for such Fiscal Year,prepared by an independent certified public accounting firm in
accordance with the Sale Agreement.
t SECTTON 5.05.Monthly Accounting ofProject Operating Fund.
The Project Manager shall cause to be prepazed and delivered to the Corporation,not
• later than the 15th day after the last day of each calendar month,an accounting of the
withdrawals from the Project Operating Fund during such month.
SECTION 5.06.Furnishing Copies of Records and Reports.
� The Project Manager shall fumish to the Corporation,the Beneficiary,or any
Management Consultant,upon request,a copy of any record maintained or report prepazed by(or
on behalf o fl the Project Manager pursuant to this Agreement(as specified in such request)not
later than the 15th day after the date of the Project Manager's receipt of such request.
SECTION 5.07.Cooperation with Audits.
The Project Manager shall use its best ef�'orts to cooperate with any accounting firm
retained by(or on behalf o fl the Corporation to conduct an audit relating to the Project,Project
Revenues,and/or the Project Operating Fund.
SECTION 5.08.Pre-Closing Reporting Data.
If any report that is required to be provided by the Project Manager pursuant to this
Agreement requires financial or other information with respect to any period of time prior to the
Contract Effective Date,the Project Manager shall cause to be used,in the prepazation of such
report,information that is fumished by(or on behalf o�Rossco with respect to such period. "
. ARTICLE VI
PARTICULAR AGREEMENTS
SECTION 6.01.Limited Recourse Obligations.
All of the respective obligations of the Corporation and of the Project Manager under this
Agreement(including,without limitation,any indemnification obligations)aze limited recourse
� ManagementAgreement
Page 14 ot 23
• obligations that aze payable solely(1)in the case of the Corporation,from the Project Revenues
(subject to the lien of the Sale Agreement)and any funds of the Corporation derived from Project
Revenues that aze not subject to any lien or pledge securing any debt instrument or required to
pay any current liability of the Corporation and(2)in the case of the Project Manager,from its
unearned Management Fee.
3ECTION 6.02.Tax-Exempt Financing of Project.
The Project Manager acknowledges that the acquisition of the Project by the Corporation
was financed through the Sale Agreement pursuant to the Higher Education Authority Act under
circumstances that the interest payable with respect to the Sale Agreement is exempt from
income federal taxation under Section 103 of the Code.The Project Manager shall not,in the
course of operating and managing the Project pursuant to this Agreement,take any action that(or
fail to take any action,which failure)would cause(1)the Project to fail to qualify as a"housing
facility"or an"educational facility"under the Higher Education Authority Act or(2)the interest
payable on the Sale Agreement to become subject to federal income taxation.
SECTION 6.03.Commercial Leases.
With respect to commercial tenants(if any),the Project Manager shall lease the Project
only to such tenants who enter into a lease that is in form and substance acceptable to Bond
Counsel if Bond Counsel is of the opinion that such lease will not have an adverse affect on the
tax status of the Interest Component(as defined in the Sale Agreement).
� SECTION 6.04.No Partnership or Joint Yenture. �
The Agreement does not create a relationship between the Corporation and the Project
Manager as partners or joint venturers.In no event shall either such party be responsible for the
debts or other obligations of the other.
SECTION 6.05.Compliance with Law.
The Project Manager shall operate and manage the Project in compliance with the Higher �
Education Authority Act and all other applicable federal,state,and local law(including
administrative regulations).
SECTION 6.06.Project Insurance.
(a) The Project Manager shall obtain and maintain insurance on the Project,on behalf of the
Corporation,as provided in the Sale Agreement.The Project Manager shall pay the
premiums and other costs associated with such insurance from the Project Operating
Fund.The Project Manager shall cause to be obtained and maintained such additional
insurance with respect to the Project as may be directed by the Corporation(subject to
available funds for payment of the cost thereo fl.
(b) All liability coverage for the Project shall name the Project Manager as an additional
Management Agreement ,
' Page 15 of 23
M
' insured(in addirion to any named insured,additional named insured,and/or loss payee
required by the Sale Agreement).To the extent permitted by any such insurance policy,
the Project Manager and the Corporation each agree to release the other from all rights of
recovery under such policy(through subrogation or otherwise)for any loss or damage to
the extent there is recovery under such policy.All Project insurance shall contain only
such indemnity and deductible provisions as are approved by the Corporation.
(c) The Project Manager shall use reasonably diligent efforts to investigate and make a full
written report to the appropriate insurance carrier(s)on all material accidents or claims
for damage relating to the ownership,operation,and maintenance of the Project known to �
the Project Manager.All reports of damage to the Project shall include a description of
any damage to,and the estimated cost of repair or replacement of,the Project.The
Project Manager shall cooperate with the insurance carrier(s)in connection with any
insurance claims relating to the Project.
SECTION 6.07.Compliance with Labor Laws.
� The Project Manager shall comply with applicable law(including administrative
regulations)covering all of the Project Manager's employees who perform any work in
connection with the operation or management of the Project.
SECTION 6.08.Indemnification ofProject Manager.
(a) The Corporation shall indemnify(to the extent permitted by]aw)the Project Manager
and its officers,employees,and agents against all losses,costs,damages,liabilities,and
claims(including,without limitation,reasonable attorney's fees)incurred,without willful
misconduct on the part of any such indemnified Person,as a result of any of the
following:
(1)� any action of or omission by any such indemnified Person within the scope of the
` Project Manager's authority under this Agreement;
(2) there being insufficient funds provided by(or on behalf o fl the Corporation to pay
any obligation owed by the Corporation with respect to the Project;
(3) the failure of the Project Manager to perform any duty under this Management
' . ' Agreement because the Corporation does not provide sufficient funds for such
purpose;or
(4) any damage to the Project or bodily injury to any Person in connection with the
, Project when the Project Manager is carrying out its duties and functions under
this Agreement or acting at the express or implied direction of the Corporation.
(b) This section shall survive the termination of this Agreement.
Management Agreement
Page 16 of 23 ,
SECTION 6.09.Indemnif:cation of Corporation.
The Project Manager shall indemnify the Corporation and its officers,employees,and
agents,against all losses,costs,damages,liabilities,and claims(including,without limitation,
reasonable attorney's fees)incurred,without willful misconduct on the part of any such
indemnified Person,as a result of(1)any action of or omission by the Project Manager outside
�" the scope of its authority under this Agreement or(2)the willful misconduct of the Project
Manager in the performance of its duties and functions under this Agreement.This section shall
survive the termination of this Agreement.
SECTION 6.10.No Personal Liabiliry.
The directors,officers,employees,and agents of the Project Manager and of the
Corporation shall have no personal liability arising from any action or omission of either party
under this Agreement.
SECTION 6.11.Further Assurances.
The Project Manager and the Corporation each shall use its best efforts to cooperate with
' each other in obtaining and maintaining any licenses or permits required for the lawful operation
, of the Project and othenvise in consummating the transactions contemplated by and effecting the
purposes of this Agreement.The Project Manager shall furnish,upon request,such information
in its possession pursuant to this Agreement as will enable the Corporation to comply with the
Sale Agreement. • '
SECTION 6.12.Reasonable Conduct. °
Whenever the approval or consent of the Corporation or the Project Manager is required
under this Agreement or a determination under this Agreement is to be made in a Person's
discretion,such approval,consent,or determination shall not be unreasonably withheld,
conditioned,or delayed.Whenever this Agreement grants the Corporation or the Project
Manager the right to take an action or make a determination,the Corporation and the Project
Manager each shall act reasonably in taking such action in making such determination and shall
not take an action that would result in the frustration of the commercially reasonable
expectations of the other party.
SECTION 6.13.Mergers.Etc. •
(a) The covenants and other provisions of this Agreement entered into by,or for the bene£it
of,the Corporation shall bind and inure to the benefit of any successor of the
Corporation. J
(b) The covenants and other provisions of this Agreement entered into by,or for the benefit
of,the Project Manager shall bind or inure to the benefit of a successor of the Project
Manager(whether such succession is a result of inerger,consolidation,acquisition,
Management Agreement
Paga 17 oi 23 ' '
. reorganization,or otherwise)so long as such successor is controlled(within the meaning
of the federal securities laws)by the same controlling interest that controlled the Project
Manager prior to such succession.
SECTION 6.14.Resignation ofProject Manager.
In the event Project Manager elects to resign,Project Manager must provide six(6)
months written notice of said resignation. At the expiration of said six months,if TSHC has
been unsuccessful in hiring a replacement Project Manager,Project Manager agrees to continue
management of the property on a month to month basis for up to an additional six months. The
management fee paid to the Project Manager will continue to be calculated as provided in
Section 1.01 of the agreement.
ARTICLE VII
DEFAULT AND REMEDIES
SECTION 7.01.Default by Project Manager.
(a) The Project Manager shall be in default under this Agreement if the Project Manager fails
to perform any of its duties under this Agreement that are material to the successful
operation of the Project and:
; (1) such failure wntinues uncured for a period of more than 30 days after the date
' that notice of such failure is given by the Corporation to the Project Manager;or
(2) if such failure is of a kind that cannot be cured with such 30-day period(assuming
reasonable action is taken to cure such failure),the Project Manager fails to
initiate action to cure such failure within such 30-day period or to continue to
diligently pursue such action until such failure is cured.
(b) During the continuance of a default by the Project Manager under this Agreement,the
Corporation may terminate this Agreement by providing notice of such termination to the
Project Manager.Such termination shall not take effect until the Person that is to be the
successor to the terminated Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the
Corporation to pursue any remedy it may have at law or in equity against the former
Project Manager so terminated.
SECTION 7.02.Default by Corporation.
(a) The Corporation shall be in default under this Agreement if the Corporation fails to
perform any of its duties under this Agreement that are material to the successful
operation of the Project and: �
ManagementAgreement
Page 18 of 23 �
• (1) such failure continues uncured for a period of more than 30 days after the date
that notice of such failure is given by the Project Manager to the Corporation;or
(2) if such failure is of a kind that cannot be cwed within such 30-day period
(assuming reasonable action is taken to cwe such failure),the Corporation fails to
initiate action to cure such failure within such 30-day period or to diligently
pursue such action until such failure is cured. .
(b) During the continuance of a default by the Corporation under this Agreement,the Project
Manager may terminate this Agreement by providing notice of such termination to the
Corporation.Such termination shall not take effect until the Person that is to he the
successor to the temunating Project Manager has assumed the position as such successor
pursuant to the Sale Agreement.Such termination shall not restrict the right of the Project
Manager to pursue any remedy it may have at law or in equity against the Corporation.
SECT'ION 7.03.Project Operation During Sale Agreement Default.
(a) At any time during the continuance of a Sale Agreement Default,the Beneficiary may
direct the payment of all or any part of the Project Revenues to itself(or to its authorized
agent),rather than to the Project Manager,for application pursuant to the Sale
Agreement.Once commenced,any such direction shall continue until terminated
pursuant to the Sale Agreement.
(b) If a Management Consultant is appointed by the Beneficiary pursuant to the Sale
Agreement at any time during the continuance of a Sale Agreement Default,such
Management Consultant may undertake the following:
(1) assume all or any part of the Project Manager's duties or functions under this
Agreement;
(2) direct the Project Manager in the performance of any such duties and function;
. and/or
(3) operate and manage the Project under this Agreement in the stead of the Project
Manager or in a manner contrary to this Agreement to the extent authorized under
the Sale Agreement.
Any such undertaking by the Management Consultant,once commenced,shall continue
• until ternunated pursuant to the Sale Agreement.T'he Project Manager shall cooperate with any
such Management Consultant to the extent consistent with the Project Manager's duties and
functions prescribed by this Agreement. •
(c) This section supersedes any other provision of this Agreement to the extent of any .
conflict.
� Management Agreement ,'
Page 19 oi 23
ARTICLE VIII
GENERAL REPRESENTATIONS AND WARRANTIES
SECTION 8.01.Representatiorrs and Warranties ofProject Manager.
The Project Manager hereby represents and warrants to the Corporation as follows:
(1) the Project Manager is a corporation duly created and validly existing under the
law of the State of California and authorized to do business in the State of Texas;
(2) the Project Manager has full power and authority to enter into this Agreement and
perform its duties and functions hereunder;
(3) the execution,delivery,and performance by the Project Manager under this
Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Project Manager;
(4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
EfFective Date)is required in connection with the execution and delivery by the
Project Manager of this Agreement; -
(5) this Agreement constitutes the valid and binding obligation of the Project
Manager that is enforceable against the Project Manager in accordance with its
terms(except as such enforceability may be limited by bankruptcy,insolvency,or
other similar laws affecting the enforcement of creditors'rights generally or by
general principles of equity);
(6) except as otherwise disclosed in writing,there is no action,suit,proceeding,
inquiry,or investigation pending before or by any court or other public body,or,
to the knowledge of the Project Manager,threatened,that(A)challenges the
validity of,or seeks to enjoin the Project Manager's performance of its duties or
functions under,this Agreement or(B)adversely affects any of the transactions
contemplated by this Agreement;
(7) the Project Manager is not in violation of any statute or administrative regulation
of the State of Texas or the United States or in breach of any judgment,decree,or
any agreement under which it is obligated,which violation or breach would
materially adversely affect its ability to perform its duties or functions under this
Agreement;
(8) the execution and delivery of,and the performance of its obligations under,this
Agreement by the Project Manager will not conflict with or constitute a breach of
or default under any statute,administrative rule,judgment,decree,or agreement
or other instrument under which the Project Manager or any of its property is
Management Agreement
Page 20 of 23
' bound;
(9) any representation in any certificate signed by an authorized officer of the Project
Manager and delivered to the Corporation in connection with this Agreement
shall constitute a representation by the Project Manager under this Agreement.
,� SECT'ION 8.02.Representations and Warranties of Corporation.._
The Corporation represents and warrants to the Project Manager as follows:
(1) the Corporation is a duly organized and validly existing nonprofit corporation
under the law of the State of Texas;
(2) the Corporation has the power and authority to execute,deliver,and perform its
duties and functions under this Agreement;
(3) the execution,delivery,and performance by the Corporation under this
r Agreement,and the consummation of the transactions contemplated herein,have
been duly authorized by the Corporation;
(4) no approval,authorization,or other action by,or filing with,any governmental
authority(other than any that have been obtained or made as of the Contract
� Effective Date)is required in connection with the execution and delivery by the
Corporation of this Agreement;
` (5) this Agreement constitutes the valid and binding obligation of the Corporation
and is enforceable against the Corporation in accordance with its terms(except as
such enforceability(A)may be limited by bankruptcy,insolvency,or other
similaz laws affecting the enforcement of creditor'rights generally or by general
principles of equity and(B)of the obligations of the Corporation under the
indemnification provisions of this Agreement may be limited by law).
ARTICLE IX
CONCLUDING PROVISIONS
SECTION 9.01.Term ofAgreement. .
This Agreement shall take effect on the Contract Effective Date and shall continue in
force and effect,unless eazlier terminated pursuant to its terms,until the fi8eenth anniversary of
the Contract Effective Date.Upon the expiration or eazlier termination of this Agreement,the
Project Manager shall deliver to the Corporation all receipts of Project Revenues in its
possession(other than that amount thereof representing a portion of the Management Fee then
owing to the Project Manager)and all records maintained by the Project Manager pursuant to the
Agreement.
Management Agreement ,
Page 21 of 23
, ,
a e
SECTION 9.02..4ssignment ofAgreement.
Neither the Corporation nor the Project Manager may assign any of its respective interest
in this Agreement without the prior consent of the other.The Project Manager hereby consents to
� any such assignment by the Corporation in or pursuant to the Sale Agreement.This Agreement
shall bind and inure to the benefit of an assignee(to the extent of the assignment to such
'. assignee).
SECTION 9.03.Amendment ofAgreement.
No amendment of this Agreement shall be effective unless such amendment is in writing
and signed by the Corporation.
SECT'ION 9.04.Complete Agreement.
, This Agreement represents ihe complete integration of all undertaking between the
' Project Manager and the Corporation relating to the operation and management of the Project
and supersedes any prior agreement(whether written or oral)between them regazding that
subject.
SECTION 9.05.Notices and Other Communications.
(a) Notices,consents and approvals,and other communications under this Agreement shall
- be in writing and delivered by registered or cercified United States mail(postage paid,
� retum receipt requested);by facsimile transmission,telex,telecopy,telegram,or other
electronic transmission;or by express or personal delivery.Communications under this
Agreement to any of the following Persons shall be addressed as follows: �
(1) if to the Project Manager:SSRS,Inc.,701 East University Drive,Suite 102,
College Station,Texas 77840,Attention:President; , "
(2) if to the Corporation:to the address of the Corporation specified in the Sale
Agreement; •
(3) if to the Beneficiary:to the address of the Beneficiary specified in the register
maintained by the Corporation.
(b) Each Person to whom communications are delivered pursuant to this Agreement may
designate any additional or different address(es)to which subsequent communications
under this Agreement shall be delivered by giving at least ten days'advance notice
thereof to each of the other Persons.
(c) Any communication delivered by mail in compliance with this section shall be deemed to
have been delivered to the addressee as of the date of deposit in the mail.
, Management Agreement
Paga 22 of 23
(d) A provision of this Agreement that provides for a different method of communication or
otherwise conflicts with this section supersedes this section to the e�ctent of the conflict.
SECTION 9.06.Beneft ofAgreement.
Unless otherwise expressly provided by tivs Agreement,this Agreement does not confer
any right,remedy,or claim on any Person other than the respecrive parties to this Agreement.
SECTION 9.07.Severabiliiy.
If any part of this Agreement is ruled unenforceable by a court of competent jurisdiction,
this Agreement shall remain operable to the fullest extent possible under ihe application of such
ruling.
SECTION 9.08.CounterparJs.
This Agreement may be executed in multiple counterparts,each of which shall be an
original and all of which shall constitute one and the same document.
SECTION 9.09.Applicable Law.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS.
IN WITNESS WHEREOF,each of the parties to this agreement has caused this Agreement to be
signed and delivered by its respective duly authorized o�cer.
TEXAS STUDENT HOUSING CORPORATION
By: '
Title:
SSRS,INC.
By:
Title:
C:1My Dacs1T5HC1SSRS-Rossco Manage Ag2/F0 '
Management Agreement
Page 23 ot 23
0 Q'� �
'�e,�t
t
�. �
.�
,
�_._� _.___._..�..____.. _. __.._.� .____.�.._. . .__ ........ _ _.
Moon;Biit D. �
. ....�_.._....._.....__. . . .._._�.. _. ..�..._.....__... .. ... .... .. ... _
From: Ginger Crosswy[gcrosswy@westlake-Uc.org]
Sent: Tuesday,August 21,2001 11:45 AM
To: 'Trent Petty';'Scott Bradley';'Mary Midgette;'Forrest Watson';'Jim Carter;'John
Brooks';'Mike FarhaY;'Patsy Sharp';'Worth Blake'
Cc: 'Allen Moon';'Bill Moon';'Larry Williamson'
Subject: meetings
��
SNEmLLxU
The Texas Student Housing Corporaiions scheduled regular meeting dates at
the meeting last night.
These are the dates for the rest of the year. Please mark these dates on your calendar.
September 25cn
October 23rtl
November 27�n
Attached is the list of students Dr.Sharp requested last night.
Ginger
,,
�
NOTE:This e-mail message is intended only for the named recipient(s)above and may contain
infortnation that is privileged,confidential and/or exempt from disclosure under applicable law. If
you have received this message in error,or are not the named recipient(s),please immediately
notify the sender and delete this e-mail message.
NOTE:Ce courriel est destine exclusivement au(x)destinataire(s)mentionne(s)ci-dessus et peut
contenir de I'information privilegiee,confidentielle eUou dispensee de divulgaiion aux termes des
lois applicables. Si vous avez requ ce message par erreur,ou s'il ne vous est pas destine,
veuillez le mentionner immediatement a I'expediteur et effacer ce cournel.
Huebert,Helen
From: Moon,Bill D.
Sent: Monday,August 20,2001 8:44 AM
To: ` Huebert,Helen
Subject: FW:Agendas
Please print.
----Original Message-----
From: Ginger Crosswy fmailto:qcrosswv(a�westlake-tx.orql<mailto:fmailto:qcrosswvCa�westlake-tx.orql>
Sent: Friday,August 17,2001 3:05 PM
To: 'Forrest Watson';'Jim Carter';'John Brooks';'Mike FarhaY;'Patsy Sharp';'Worth Blake'
Cc: 'Allen Moon';'Bill Moon';'Larry Williamson';'Mary Midgette';'Scott Bradley';'Trent Petty'
Subject: Agendas
�� �� �� �� �� ��
TSH AGENDA.doc MIN 3-19-Ot.doc MIN 5-7-01.doc MIN 6-12-01.doc San Marcos MIN 3-79•01.doc
Agenda.doc
• �� �� �� �� �� ��
MIN 5-7-Ot.doc MIN 6-12-Ot.doc TSH AGENDA.doc MIN 3-19-01.doc MIN 6-12-01.doc Agenda.doc
��
MIN7-9-01.doc
Attached are the agendas for Monday nights meeting. Also attached are the
minutes for you to review. I will be faxing to you the management letter
from Charles Haynes,CPA.
Ginger �
1
�
NOTICE OF MEETING
OF THE BOARD OF DIItECTORS OF 1'HE
TEXAS STUDENT HOUSING CORPORATION
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Board of Directors of the Texas Student Housing
Corporation(TSHC),an instrumentality of the Town of Westlake,Texas,will meet at
7:00 p.m.on Monday,August 20,2001, in the Westlake Boardroom of the Marriott
Hotel,5 Village Circle,Westlake,Texas. The Board of Directors will consider the
following agenda:
1. Call the meeting to order.
2. Review and approve minutes of the meetings held on March 19,May 7 and
June 12,2001.
3. EXECUTIVE SESSION:
The Board will conduct a closed session under Texas Government Code
section 551.071 to seek advice of counsel on legal matters involving pending
or contemplated litigation.
., _ 4. Discuss management letter from Charles Haynes,CPA.
5. Discuss student upgrade costs.
� 6. Hear report from Program Administrator on budget process for coming year.
7. Consider appointment of Auditor for TSHC.
8. Discuss new property acquisition opportunities and issues—Program
� Adminisuator and Legal Counsel.
9. Discuss decision-making authority;check writing authority according to
bylaws—Legal Counsel.
10.Discuss Consultants fees,outstanding money owed,contract status—Program
Administrator and Legal Counsel.
11.Consider any business that may lawfully come before the meeting.
12.Adjourn. `
CERTIFICATION
I certify that the above notice was posted on the front door of the Town Hall of the Town
of Westlake,3 Village Circle,Suite 207,Wesdake,Texas,on Friday,August 17,2001,at
5:00 p.m.,under the Open Meetings Act,Chapter 551 of the Texas Govemment Code.
Ginger Crosswy, Secretary
,
MINUTES AND CERTIFICATION
On March 19,2001, the Board of Directors(the"Board")of the Texas Student
Housing Corporation convened in a public meeting at the designated meeting place in
Westlake,Texas. The roll of the duly constituted officers and members of the Boazd was
called,which are as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Fonest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr.Watson,Mr.Farhat,Dr. Sharp and Mr. Schubert.
Also present were: Mr. Scott Bradley,Mr.Allen Moon,Mr. Chazles Haynes,Mr.Larry
Williamson, Mr. Bill Moon, Mr. Trent Petty, Ms. Mary Midgette and Ms. Ginger
Crosswy.
� President Carter called the meeting to order at 8:31 p.m.
There was a motion by Mr. Blake, seconded by Ms. Bush to convene into
executive session. The motion carried unanimously and the Board moved into executive
session at 8:32 p.m.The Board reconvened into open session at 9:05 p.m. No action was
taken coming out of executive session.
There was a motion by Dr.Brooks, seconded by Mr.Blake,to approve the
minutes for the meetings held on November 18,2000,November 30,2000 and 7anuary
� 15,2001,as presented. The motion carried unanimously.
There was a motion by Mr. Blake, seconded by Dr.Brooks, to accept the
Treasurers report.
The Board took a ten-minute break at 9:05 p.m.
After a lengthy presentation of the audit by Mr. Haynes there was a motion to
accept the audit made by Dr. Gillum, seconded by Mr. Bradberry. The motion carried
unanimously.
Mr.Petty presented the budget to the Board for the year ending August 30,
2001. After a short question and answer session there was a motion by Dr.Gillum,
seconded by Mr.Blake,to adopt the budget. This motion was amended by Dr.Crillum,
seconded by Mr. Blake, to adopt the budget with the authority for negotiation with
SSRS,Inc.to collect any monies owed to TSHC and any of TSHC's advisors.
The motion,as amended, carried unanimously.
There being no further business to come before the Board there was a motion by
Ms.Bush,seconded by Mr.Blake,to adjourn. The motion carried unanimously and the
meeting was adjourned at 9:26 p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to conectly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the 7th day of May,2001.
ATTEST: James P.Carter,President
1
�
4
Ginger Crosswy,Secretary
MINiJTES AND CERTIFICATION
On May 7, 2001, the Board of Directors (the "Boazd") of the Texas Student
Housing Corporation convened in a public meeting at the desi�nated meeting place in
Westlake,Texas. The roll of the duly constituted officers and members of the Boazd was
called,which are as follows:
Name Title
7ames P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Ivfike Farhat Member
all of whom were present except Dr.Watson,Mr.Fazhat,Dr. Gillum,Mr.Bradberry and
. Mr. Schubert. Also present were: Ms.Denyse Swayne,Mr. Allen Moon, Mr. Larry
WilGamson, Mr.Trent Petty,Ms.Mary Midgette and Ms.Ginger Crosswy.
President Carter called the meeting to order at 8:35 p.m.
The Board moved into executive session at 8:36 p.m.The Board reconvened into '
open session at 9:17 p.m. No action was taken coming out of executive session.
Ms.Bush gave the Treasurer's report.
Mr.Petty reported to the Board on several pending items concerning the '
Corporation. '
The Board agreed to renew all of the students currently on scholarship at A&M
University.
At this time President Carter handed out the scholazship applications received,to
the various Board members. Each Boazd member reviewed only the applications from a
school district they are not affiliated with. The criteria for choosing the winners was
developed in April,1995. After the applications were reviewed and discussed,the
following applicants were chosen to receive scholarships for the school year 2001-2002.
Name School
Ryan Sager Northwest High School
Tyler Watters Fossil Ridge High School
Scott Myser Southlake Canoll High School
Stuart Rollings Keller High School
Since the Board is late in awarding the scholarships they made a second choice
from each school in case the students chosen have made other plans.
Each scholarship winner will be contacted by the Board and receive a letter
congratulating them on being chosen. They and their parents will also be invited to a
reception later in the summer.
There being no further business to come before the Board the meeting was
adjourned at 10:50 p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board, and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of ,2001.
' ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
i
MINiJTES AND CERTIFICATION
On 7une 12, 2001, the Board of Directors (the"Boazd") of the Texas Student
Housing Corporation convened in a public meeting at the designated meeting place in
Westlake,Texas. The roll of the duly constituted officers and members of the Board was
called,which are as follows.
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Mike Farhat Member
all of whom were present. Also present were: Mr.Scott Bradley,Mr.Allen Moon, Mr.
Larry Williamson, Mr. Bilf Moon, Mr. Charles Haynes, Ms. Mary Midgette and Ms.
Ginger Crosswy.
President Carter called the meeting to order at 6:44 p.m.
t Mr.Allen Moon explained this item to the Board. There was a motion by Dr.
Brooks,seconded by Dr.Sharp,to adopt a resolution approving the amendment of the
Bylaws and resolving related matters. The motion carried unanimously.
Mr.Bradley gave an update on the negotiations with Leonard Ross and his
� attorneys concerning the matters in College Station. There was a motion by Dr.Brooks,
seconded by Dr.Watson,to accept a deed in lieu of foreclosure in respect to certain
properties subject to the Lodgeco Properties,LTD.,obligation. The motion carried
k unanimously.
There was a motion by Mr.Farhat,seconded by Dr.Brooks,that the Board
deternunes that the annual scholarship rates should be calculated at the variable cost in the
facility and if the management company refuses to recognize that formula then the cost
shall be zero. The variable cost consists of$200.00 make ready cost,a Board defined
dollaz amount student activity fee and prior years average food costs. The motion carried
unanimously.
There being no further business to come before the Board there was a motion by
Dr.Brooks,seconded by Dr.Sharp,to adjourn. The motion carried unanimously and the
meeting was adjourned at 7:38 p.m. .
NIINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to conectly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of ,2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
e
�
NOTICE OF MEETING
OF THE
TEXAS STUDENT HOUSING CORPORATION—SAN MARCOS PROJECT
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF TI�TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Board of Directors of the Texas Student Housing
Corporation(TSHC),an instrumentality of the Town of Westlake,Texas,will meet at
6:00 p.m.on Monday,August 20,2001, in the Westlake Boardroom of the Marriott
Hotel,5 Village Circle,Westlake,Texas. The Board of Directors will consider the
following agenda:
l. Call the meeting to order.
2. EXECUTIVE SESSION:
The Board will conduct a closed session under Texas Government Code
section 551.072 to deliberate the purchase,exchange,lease or value of real
property.
I
� 3. Review and approve minutes of the meetings held on March 19,May 7 and
' June 12,2001.
4. Discuss Fiscal Year and budget review process—Program Administrator.
5. Performance Report—Program Administrator.
6. Consider appointment of Auditor for San Marcos.
7. Consider any business that may lawfully come before the meeting.
8. Adjourn.
CERTIF'ICATION
I certify that the above notice was posted on the front door of the Town Hall of the Town
of Westlake,3 Village Circle,Suite 207,Westlake,Texas,on Friday,August 17,2001,at
6:00 p.m.,under the Open Meetings Act,Chapter 551 of the Texas Government Code.
Ginger Crosswy, Secretary
MINUTES AND CERTIFICATION
On Mazch 19,2001, the Board of Directors(the"Board")of the Texas Student
Housing Corporation — San Marcos Project convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted officers and
members of the Board was called,which are as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Chazles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
IvTike Farhat Member
all of whom were present except Dr. Watson,Mr.Farhat, Dr. Sharp and Mr. Schubert.
Also present were: Mr. Scott Bradley,Mr.Allen Moon,Mr. Chazles Haynes,Mr.Larry
Williamson, Mr. Bill Moon, Mr. Trent Petty, Ms. Mary Midgette and Ms. Ginger
Crosswy.
1 President Carter called the meeting to order at 7:22 p.m.
There was a motion by Mr.Blake, seconded by Mr.Bradberry,to approve the
minutes for the meeting held on December 16,2000 as presented. After discussion the
motion carried unanimously.
Mr. Petty spoke to the Board conceming the budget for the year ending
December,2001,recommending approval. After a lengthy question and answer session
there was a motion by Dr.Brooks,seconded by Dr.Gillum,to approve the budget for the
property in San Marcos. The motion carried unanimously.
There being no fiarther business to come before the Board there was a motion by
Dr.Brooks,seconded by Dr.Gillum,to adjourn. The motion carried unanimously and the
meeting was adjourned at 7:43 p.m.
,
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the 7`� day of May,2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
f
MINUTES AND CERTIFICATION
On May 7, 2001, the Board of Directors (the"Board") of the Texas Student
Housing Corporation — San Marcos Project convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted officers and
members of the Board was called,which are as follows•
Name Title
James P.Carter President
Worth Blake V'ice President
Annette Bush Treasurer
Dr.Fonest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.7ohn Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr.Watson,Mr.Farhat,Mr.Bradberry,Dr.Gillum and
Mr.Schubert. Also present were:Mr.Allen Moon,,Mr.Larry Williamson,Ms.Denyse
; Swayne, Ms.Mary Ellen Ewing, Mr. Trent Petty,Ms.Mary Midgette and Ms. Ginger
; Crosswy.
i •
f President Carter called the meeting to order at 7:25 p.m.
Ms.Ewing spoke to the Board concerning the property at San Marcos. There
was a lengthy question and answer session regarding many subjects relating to the project.
The Board asked Mr.Petty to prepare criteria for second year student scholarship
applications.
Ms.Ewing then gave a report to the Boazd regarding the property in Denton.
With the consensus of the Board being to pursue this project.
There being no further business to come before the meeting was adjourned at 8:34
p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of ,2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
MINiJTES AND CERTIFICATION
On June 12, 2001, the Boazd of Directors (the"Board") of the Texas Student
Housing Corporation — San Mazcos Project convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted officers and
members of the Board was called,which are as follows:
Name Title
James P.Car[er President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Mike Farhat Member
a11 of whom were present. Also present were: Mr.Scott Bradley,Mr.Allen Moon, Mr.
Larry Williamson, Mr. Bill Moon, Mr. Chades Haynes, Ms. Mary Midgette and Ms.
Ginger Crosswy.
President Carter called the meeting to order at 7:45 p.m.
Mr.Allen Moon explained this item to the Board. There was a motion by Dr.
Watson,seconded by Dr.Brooks,to adopt a resolution approving the amendment of the
' Bylaws and resolving related matters. The motion carried unanimously.
There being no further business to come before the Board there was a motion by
Mr.Fazhat,seconded by Dr.Sharp,to adjoum. The motion carried unanimously and the
meeting was adjourned at 7:46 p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to he a correct copy of an official copy thereof,on file among the official records
of the Boazd,on this the day of ,2001.
'ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
NO'I'ICE OF MEETING
OF THE BOARD OF DIRECTORS OF THE
TEXAS STUDENT HOUSING CORPORATION-COLLEGE STATION PROJECT
(AN INSTRUMENTALTl7'OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Board of Directors of the Texas Student Housing
, Corporation(TSHC),an instrumentality of the Town of Westlake,Texas,will meet at
7:30 p.m.on Monday,August 20,2001, in the Westlake Boazdroom of the Marriott
Hotel,5 Village Circle,Westlake,Texas. The Board of Directors will consider the
following agenda:
1. Call the meeting to order.
2. Review and approve minutes of the meetings held on March 19 and 7une 12,
2001.
3. EXECUTIVE SESSION:
The Board will conduct a closed session under Texas Government Code
, section 551.072 to deliberate the purchase,exchange,lease or value of rea(
property.
4. Consider any business that may lawfully come before the meeting.
5. Adjoum. '
' CERTIFICATION
I certify that the above notice was posted on the front door of the Town Hall of the Town
of Westlake,3 Village Circle,5uite 207,Westlake,Texas,on Friday,August 17,2001,at
6:00 p.m.,under the Open Meetings Act,Chapter 551 ofthe Texas Government Code.
Ginger Crosswy, Secretary
MINUTES AND CERTIFICATION
On March 19,2001, the Board of Directors(the"Board")of the Texas Student
Housing Corporation — College Station Project convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted officers and
members of the Boazd was called,which are as follows:
Name Title
James P.Carter ' President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr.Watson,Mr.Fazhat,Dr. Sharp and Mr. 5chubert.
Also present were: Mr. Scott Bradley,Mr. Allen Moon,Mr. Charles Haynes,Mr Larry
Williamson, Mr. Bill Moon, Mr. Trent Petty, Ms. Mary Midgette and Ms. Ginger
Crosswy.
� President Carter called the meeting to order at 7:43 p.m. '
There was a lengthy discussion regarding the tax exempt status of this property.
There was a motion by Dr.Brooks, seconded by Ms.Bush,to approve the '
minutes for the meeting held on January 15.2001,as presented. After discussion the
motion camed unanimously.
There being no further business to come before the Boazd there was a motion by
Ms.Bush,seconded by Dr,Brooks,to adjourn. The motion carried unanimously and the
meeting was adjourned at 8:30 p.m.
' D�IINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to conectly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of ,2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
MINUTES AND CERTIFICATION
On June 12, 2001, the Board of Directors (the"Board")of the Texas Student
Housing Corporation— College Station Project convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted of�cers and
members of the Boazd was called,which are as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Dr.Patsy Sharp Member
Dr.7ohn Brooks Member
Mike Farhat Member
all of whom were present. Also present were: Mr.Scott Bradley,Mr.Allen Moon, Mr.
Larry Williamson, Mr. Bill Moon, Mr. Charles Haynes, Ms. Mary Midgette and Ms.
Ginger Crosswy.
President Carter called the meeting to order at 7:40 p.m.
� Mr.Allen Moon explained this item to the Boazd. There was a motion by Mr.
, , Fazhat,seconded by Dr.Brooks,to adopt a resolution approving the amendment of the
. Bylaws and resolving related matters. The motion carried unanimously.
There being no further business to come before the Board there was a motion by
Dr.Sharp,seconded by Dr.Brooks,to adjoum. The motion carried unanimously and the
meeting was adjourned at 7:45 p.m.
� MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Boazd,and is hereby
certified to be a conect copy of an official copy thereof,on file among the official records
of the Board,on this the day of ' ,2001.
ATTEST: . James P.Carter,President
Ginger Crosswy,Secretary
NOTICE OF MEETING
OF THE
TEXAS STUDENT HOUSING CORPORATION—DENTON PROJECT
(AN INSTRUMENTALTI'Y OF THE TOWN OF WESTLAKE)
TO THE CITTZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Boazd of Directors of the Texas 5tudent Housing Corporation
(TSHC),an instrumentality of the Town of Westlake,Texas,will meet at 6:30 p.m.on Monday,
August 20,2001, in the Westlake Boardroom of the Marriott Hotel,5 Village Circle,Westlake,
Texas. The Boazd of Directors will consider the following agenda:
1. Call the meeting to order.
2. Review and approve minutes of the meeting held on 7uly 9,2001.
3. EXECUTIVE SESSION:
The Boazd will conduct a closed session under Texas Government Code section
551.072 to deliberate the purchase,exchange,lease or value of real property.
4. Discuss Fiscal Year and budget review process—Program Administrator.
5. Performance Report—Program Administrator.
6. Consider approval of Intemet Service Provider Agreement—Program Administrator
and Legal Counsel.
7. Consider appointment of Auditor for Denton Project.
8. Consider any business that may lawfully come before the meeting.
, � 9. Adjoum. •
� , CERTIF'ICATTON
I certify that the above notice was posted on the front door of the Town Hall of the Town
of Westlake,3 Village Circle,Westlake,Texas,on Friday,August 17,2001,at 5:00 p.m.,
under the Open Meetin�s Act, Chapter 551 of the Texas Government Code.
Cringer Crosswy,Secretary
MINUTES AND CERTIFICATION
On July 9, 2001, the Board o£Directors (the "Boazd") of the Texas Student
Housing Corporation—Denton Project convened in a public meeting at the designated `
meeting place in Westlake,Texas. The roll of the duly constituted officers and members
of the Board was called,which are as fol(ows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Fonest Watson Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Mike Farhat Member
all of whom were present,except Dr.Brooks,thus constituting a quorum. Also present
were: Mr. Allen Moon, Mr.Larry Williamson, Mr. Trent Petty,Mr. Charles Haynes,
Ms.Mary Midgette and Ms.Ginger Crosswy.
President Carter called the meeting to order at 6:46 p m
There was a motion by Dr. Watson, seconded by Dr. Sharp, to approve the
' minutes of the meeting held on June 12, 2001 as presented. The motion carried
unanimously. '
Consider a resolution authorizing the issuance of revenue bonds,the acquisition,
financing and management of certain education-related housing facilities, the execution
and delivery of certain documents in connection therewith,and resolving related matters.
Mr. Moon and Mr. Williamson explained the purpose of this resolution to the Board
followed by a lengthy question and answer session. There was a motion by Dr. Sharp,
seconded by Dr. Watson, to adopt the resolution. The motion carried unanimously.
Mr.Carter spoke concerning the process in urging the University ofNorth Texas
to use the£unds from this transaction to further the education interest at the University.
Mr.Petty gave a report on the insurance issue. Mr.Williamson reported on the status of
future projects.
There being no further business to come before the Boazd there was a motion by '
Dr.Sharp,seconded by Dr.Watson,to adjourn. The motion carried unanimously and
� the meeting was adjourned at 7:30 p.m.
,
' MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of 2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
r .
�H Y-tl L-G 1 Uy:L O Y� 1 U W N U Y WCb 1 L H RC tl 1 f 9 3 tl 1 C 1 L Y.tl 1/tl 9
. �2�•.:.;'. �
2�P���' '' � � NOTICE OF M�ETING
`��+� - • • ' OF THE .
7�XA5 STUDENT HOUSING CORPORATION—SAN MARCOS PROJECT
(AN INSTRUMENTALiTY OF THE TOWN QF WESTLAKE) �
TO 1'HE CITIZENS OF Tf;E TOWN OF WESTLAK�,TEXAS:
Notice is hcreby gi�en that the Board of Directors of the Texas Student Hous[ng
Corporstion—5an Mazcos Project,en instrumentality of the Town of Westlake,Texas,
will meet itt a�i organizational mcetine at 6:30 p.m.on Monday,May,7,2001,in tl�e
Westlake Bosrdroom of the Ms1'riott Hotel,5 Vil(age Circle,Westl03ce,Texas. The
I30ard of DirectOrs wili consider tha following agende;
i "
1. Cell the meeting to order.
2. Approve minutes for the maetiug held on March 19,2001.
3. Hear report on San Mnrcos property, Trent Petty and Mary Ellen Ewing -
� :a �%•. ,. .:.. � �.
4. Consider any 6usitiess that may lawfully come berore the meeting.
i , . .. . ..
S. AdjOum,,�� ,, � .
CERTIFICATION•,,, . � '
• `' • , -
I certify that the above notiCe was posted on the front daor of the Towt1 Hall of the To�vn
of Westlake,3 Villase Circle, Su'tte 207,Westlake, Texas, on Frfday, May 4, 2001,at
6:00 p.m.,under thc Open Maetings Act,Chapter 551 pf the Texas Government Code.
. �, '
_ r .. . . . , .�£ ,� '
Gingb�Crosswy,,Secret . _ � _, , � �
` ' 2, _ ,
IIHT-bL-tli nv:Go 1-'ll IUWfY UY Wt�u1LMKt oi! Y.',tl101L F'.tlG/tiv
� � ' �• NOTICE OF MEETINC �
OF THE BOARD OF DIRECTORS OF THE
TE71L�5 STUDEN'I'HOUSING CORPORpTION �
(A1Y INSTItUMENTALITY pF THE TUWN OF WESTLAKE)
TO TFfE ClTIZENS Ox THE TOWN OF WESTLAKE,TEXAS;
Notice is hereby given that the Boazd of Directors of the Texas 5tudent Housing
Corporation(TSHC),an instrumentality of the Town of Westlake,Texas,will mect at
7:00 p,m.on Monday,Mey 7,2001, in the Westlake Bberdroom of the Marciott Hotel.
5 Village Circle,Westlake,Texas. The Board of DireCtors will consider the following
agenda: �
1. Call the meeting to order. � �
2, EXECUTIVE SESSIUN;
The Board will conduCt a closed session under Texas Govemment Code
Scction 551.072 to deliberate the purChese,exchange,lease or value of real -
property and Texas Government Cade section 551.071 to seeic sdvice of •
counsel on lega�matters involving'pending or contemplated litigation.
� 3. Take any neCessaty action with raspeCt to Item#2.
' , 4. Approve minutes fram the meeting hcld on MarGh 19,2001,
5. Traasurer's report: .
� 6. Administrative Report—Trent Petty, Westlake Board of Aldermen pcnding
action i{eiris re:new corpotAtion,board size,ScholBrship Rev�ew Committee
� 7. Consider amending the financial statements dated 8/31/2000,
8. Review end award schularships for 2001. '
9. Consider eny business[hat may iawfully Come beforc the meeting.
10.Adjoum." ' - .. . • - ' , . -.
�� � " • �'°CERTIFICATION� ' � " � . �
1 certify that the above notice was posted on the front door of the Town Hal�of the'i'own
of Wcsilake,3�Villa�c Circle;Suite 207,Westleke,Texas,on Friday, May 4, 2001,at
S:OD p.m.,under the OpeJ1 Meetings ACt,Chapter 55]of the Texas Govemment Code.
� �
*�C ngd Crosswy, Secret • •
;�• '
1'IHY-tlL-tll tlY:G! rll IUWh Ur WtJILHKt G1! YOtl1tl1L r.tlJ�tlY
�Y���VL�
Memo
7'0: 1'exas Studcnt Housing Corporation �
From:Charlas Haynes,CPA
At�he requbst of Trenc Petty we have looked at the rp�ative merits of
modifying the 831 2QOQ fii�8ticial steterpents smounts for crunuletive
scholarships�tyable ae of Auguac 31,2000. We heGcve this mwiiFication
will cahanee thc reader's usefulncss and understanding of those financial
sisicments,even though t}ie aniounls of modiftcetion ue aot material.
We recom�uend the entire 5108,376�recorded on the Belance Sheet as
liabiliri. The current scholarslup expense of�3],757 will remain tha satne
for Colony eud Towei tombiIIed revenue exped9e. '1'hC�56,613 amount of
diLlereace wiil be reco�ded as e prlor pariod adjustment to the Net Asset�on
thc Balenoc Shcet,
At ybiu next schedulad Board moctin8,Monday,May 7,2001,plcave
�4s�der thex lnodificalions to Ihe Au(;ust 31,2000 audited fmallCidl
statomenu.If rhis racommendation!s appraved the audited flnancial
. stetements wi,i!be modificd and reisaued within a few days of approval. .
'1'h�a cumulative schotarship peymont amowrt w�R celculated after origin�l
audited fanancia]statements were issued,wl�en Baard eatablished n method
of aaloulation for tho variable inCiemcntel cost of food,and hCtlsing for a
• Texas Sludent Housing Corpa�ation scholarship rec:;pient.
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MAR-16-01 11-41 HM TOWN OF WESTLAKE 817 4301812 P.01/12
5
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\
NOTICE OF MEETING
OF THE
T�XAS STUDENT HOUSING COrtl'�RATION—SAN MARCOS PROJECT
(AN INSTR[1MENTALITY OF THE TOWN OF WESTLAI�)
TO THE CITI7ENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Boerd of Dircctors of the Tezas Student Housing
Corporation—5sn Mercos Project,en instrumentality of the Town of Westlake,Texas,
will meet in an organizatlonal meeting at 6:30 p.m.oa Monday,March 19,2001,in the
Southlake Boardraom of the Marriott Hotel,5 Village Circle,Westlake,Texas. 'Ihe
Board of Directors will consider the following egenda:
l. Call the meeting to order.
2. Appro�e minutes for the meeting held on December 16,2000, "
C 3. Conslderalion ofbudget For the San Mazcos property.
� 4. Consider any business that may lawfully come before thc mceting.
5. Adjoum.
CERTIFICATTOPI
I cerdfy that the above notice wes posted on the&ont door of the Town Hall of the Town
of Westlal:e,3 Viliega Cizcte,Suite 207,Westlake,Texes,on Fadsy,Mazch 16,2001,ac
" 6:00 p.m.,under the Open Mcetings Act,Chapter 551 of thc Texas Government Code.
inge rosswy, Secretary
MRR-16-B1 11:41 RM TOWN OF WESTLRKE B1T 4301612 P_02i12
MINUTES AND CERTIFICATfON
On December lb, 2000, tho Board of Directors (the "Board") of the Texas
Student Housing Corporatian—San Marcos Project convened in a public mceting at the
designated meetiag place in Wesdake,Texas. The roll of the duly constituted officers
and members of the Board was called,which are av follows:
Name 't e �
James P.Certer President
Worth Blake Vice President
Annette Bush Treasurer
Dr,Forrest Wauon Member
Charles Bradberry Member
Dr.Patsy Shazp Membcr
Dr,John Brooka Member
Dr.Ted Gillum Member
Caaoll Schubert Member
Mike Farhet Member
all of whom wero present except Mr. Bradberry, Dr, Watson, Dr Gillum and Mr.
Schubert. Also present wem: Mr. Scott Bradley, Mr, A11en Maon, Mr. Larry
Williamson,Mr.Bilt Moon,Mr.Trent Petty and Ms.Ginger Crosawy.
President Carter called the meeting to order at 9:46 a.m.
Allen Maon explained to the Hoazd that there were two rosolutions to consider
to�ay. The first being a Resolution approving the Articles of Iococporation and Bylaws
of thc Carporation, eppointing officers, desi�ating a principal office, seal nnd
depository, and engaging a General Covnsel,Financial Advisor,Finaz►ce Counsel,and
Special Finence Counscl, euthorizing action on any other matters lawfiilly before the
Boord,and nsolving related matters. There was a motion be Dr.Shazp,seconded by Mr.
Blake,to adopt this resolution. After much discussion the motion carried unanimously.
The second xesolution is a Resolution authorizing the acquisition,financing,and
management of s Student Housing Project, including related facilities, loca[ed nesr
Seuthwest Texas State University,epproving the form and substance of and suthorizing
lh� execution and delivery of the dacumenu appropdate to effect the ecquisition, '
finencing end managcment of the project,end resolving related matters, There was a -
motion by Dr.Brooks,seconded by Dr.Sharp,to adopt this resolution, Aftcr a Icngthy
discussion thc motion carried unanimously.
Mr.Petty of Petty and Assoslates,explained his propasal to aM as mansger of the
project to the I3oard.
` MAR-16-01 11:42 AM TOWN OF WESTLAKE 817 4301612 P_03/12
. �
After a short discussion there was a motion by Dr.Sharp,seconded by Mr.Farhat,
to employce dinger Crosswy es Secretary to the Board at 320.00 per how. The motion
carried unenimously.
Dr.Brooks suggested that at the next meeung the Board receive a report on the
1�gal llability coverage for thc Board members end formalize the Boazds relationship with
Petty&Asaoa _
There was a motion by Dr. 5harp, seeonded by Mrs. Bush, to adjourn, The
motion carried unanitnously and the meeting wes adjourned at 11:67 a,m.
MINUTES APPROVED ANll CERTIFIED TO BE TRUB AND CORRECT and
to correctly reflec�the duly consatuted of�'icers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereo£on file among the ofticisl recards
of the 8oazd,on this the dey of .2001.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
MAR-16-01 11:42 RM TOWN OF WESTLRKE 817 4301812 P.04i12
NOTICE OF ME�TING
OF THE BOARD OF DIRECTORS OF THE
TEXAS STUDENT TiOUSING CORPORATION-COLLEGE STATYON
PROJECT
(AN INSTRUMENTALITY UF THE TOWN OF WE5TLAKE)
TU THE CITr7ENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby givcn thet the Board of Direetors of the Texas Student Housing
Corporation-College Station Project,an instrumentality of the Towa of Westlalce,Texas,
will meet at 6:43 p.m.on Monday,March 19,2001 in the Southleke Boardroom of the ,
, Marriotc Hotel,5 Village Gircle,V✓estlake,Tex�. The Boazd of Directors will consider
, the following agrnda:
t. Cell the meeting to order.
� 2. Approve minutes of the meeting Jenuary l5,2001.
8. Consider any buslness that may lawfiilly come before the meoting,
� 9. Adjourn.
CERTIFICATION
I certify that the above notice was posted on the ftont door of the Towa Hell of the Town
� af Westlake,3 Village Circle,Suite 207,Westlake,Texes,on Friday, 16,2001,at 6:00
p.m.,undcr the Open Meetings Act,Chapter 551 of the Texes Govemment Code.
��tia�_.___
inge' rosswy, Secret
' v
MRR-16-01 11:42 RM TOWN OF WESTLAKE 817 4301832 P.05�12
MTNUTES AND CERTIFICATION '
On January I5,2001, the Boazd of Directors(the"Hoerd")of the Texas Student
T-iousing Corporation—College Station Projcct convened in a public meeting at thc
dcsignatcd meeting place in Westlake,Texay. Tha roll of the duly constituted officers
and members of the Board was callod,which ue as follows:
Name Iit14
Jamcs P.Csrter President
�'�'orth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Memher
Dr.Patsy Sharp Mem6er
Ar,John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Membet
Mike Farhut Member
all of whom were present except Mr.Bradberry,Dr,Shazp,Dr Gilluru and Mr.Schuben.
Also present were: Mr.Scott Bradley,Mr.Allen Maon, Mr.Larry Williamson,Mr,$ill
• Moon,Mz.Trent Pehy and Ms.Qinger Crossvry.
President Car[er callcd the meeting to order at 8,22 p.m,
There was a motion by Dr.8rooks,seconded by Ms.Bush,to adopt a Resolution
approving thc Articles of Incorparation and Bylaws of the Carporetion, Appointing
� Officers,Designating a Principal Office,Seal,and Depository,and Engaging a Generel
Counsel,Finencia!Advisor,Finance Counsel,and Specisl Finance Counsel,authorizing
� ection on any odier matters lswfully before the Board, and resolving related matters.
Thc motion carried uaaaimously.
Thcre was a motion by Dr.Brooks, seconded by Mr. Blalce, to adjoum, The
motion cerried unenimously and the meeting adjoumed at 6:26 p.m.
MINUTES APPROVED AND CBRTiFIED TO BE TRUE AND CORRECT and
to correctly raflect the duly Constituted ott'icers end members of the Board,and is hereby
' certified[o be a correct copy of an official copy thereof,on file among thc official records
af the Boazd,on rhis the day of ,2001.
ATTEST: Jemes P.Carter,President
" Ginger Crosswy,5ecretary
MAR-16-01 11:42 AM TOWN OF WESTLAKE 617 4303812 P.B6/12
, .�
� PIOTICE OF MEETING
OF THE BOAIZD OF pIRECTORS OF THE
TEXAS STUDEN'I'HOUSWG CORPORATION .
(AN INSTRUMENTAI,ITY OF TFIE TOWN OF WESTLAI�)
TO THE CITIZENS OF THB TOWN OF WESTLAKE,TEXAS:
Notice is hcreby given that the Board of D'uectors of the Texas Student Housing
Corporation(T3HC),an lnstrumentality of tf�e Town of Westlske,Texas,wlll meet at
7;00 p.m.on Monday,March 19,2001, in the Souttilake Boardroam of the Marriott
Hotel,5 Village Circle,Westlake,TexAs. The Board of Directors wilt consider the
following aEende: •
1. Cap the meeting to order.
2. EXECUTNE SESSION:
The Boerd will conduct a clased session under Texas Government Code
section 551.072 to deliberate the purchese,exchange,lease or value of real
property and Texac Govemment Code secGon 551.071 to seek advice of
eounsel an legal metter9lnvolving pending ar contempiated litigation.
, 3. Take any nocessary ectioo with respect to Item d�2.
• 4. Approve minutes Irom the meeting held on November 1 S,2000,November
30,2000 and Jaauery 15,2001.
5. Treesurer's report,
6. PresentatIon from Charlas Haynes,CPA concetning the audit for the ycar
endit►$Augus[30,2000 and take any necessary action.
7. Cansider the budget far the College Station properties for the ycar ending
August 30,2001. •
8. Consider eny huvincss that mey lawfully come before the meeting.
9. Adjourn,
, �RTIFICATION
I certify thet the above notice wes posted on the front door of the Town Hall af the Town
of Westlake,3 Village Circle,Suite 207,Westlake,Texa9,on Friday,March 16,200i,ec
5:00 p.m.,under the Open Meetings Act,Chapter 551 nf the Texas Govemment Code,
iG ngd}Crosswy, Secret
MAR-16-01 11:43 AM TOWN OF WESTLAKE 817 4301912 P.07i12
, ' 1
MINUTES AND CERTIFICATTON
On November 18, 2000, the Board of Directors (tha "Board"} of the Texas
Student Housing Corporetion (the "TSHC") canvened in a publie meoting at the
designated meeting place in Westlake,Texes, The ro11 of the duly constituted officers
and membors of the Hoazd was called,which are a9 follows: .
�� Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Foaest Watson Member ,
Churles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillwn Member
Carroll Schubert Membcr
Mike Ferhat Member
�
� all of whom were prescnt except Dr.Ciillum,Mr.Hradberry,Dr.Watson,Mr. Schuhen
, aod Ms. Bush. Also present were: Mr.Scott Bradley, Mr.Allen Moon, Mr.Lacry
Williamson,Mr.Steve Ross,Mr.Fred Baylisa end Ma.Ginger Crosswy.
, President Cartcr called the meeting to order nt 9015 a,m,Moiton by Dr.Brooks, '
seconded by Dr, Sharp, to convene into executive session cazried unanimously. The
Board coavened direcdy into executive session. �xccutivc session was adjourned at
� 10:20 a.m.and�the Board convened into open session at 10:30 a,m,
i
Therc was a lengtt►y discussion regarding the operations of?SI�IC facilities,fecs .
to be chazged for TSHC students on scholazship,nodce of default and intent to accelcrat�,
management contract with SSRS, Ina to operate dormitory facilities owned by TSHC
and othcr relatcd mattcrs. The consensus of the Hoard was that Chairmap Carter,Mr.
Williamson and Mr. Bradley would cal[ Mr. Leonard Ross d'uectly and gather more
information,
There�vas a break at 11:30 e.m.end the Basrd resumed the mceting at 11:45 a.m.
The 8oard[hen discussed the cuimnt and past year budget with the following motion
being made by Dr.Brooks end seconded by Dr.Sharp: To apprave an amended budget
for the fiscal ycar ending August 30,2040, There was much discussion as to assuring
that thc ttansaction cost assaciated with the installation of tha fiber system and the cost of
lhc proposed management egreement werc included in the amended budget. T'he motion
was withdrawn by Dr,Brooks ar�d Dr.5harp end SSR5,Inc.was thcn instructed to brinb
nn amended budgct for the fiscal ycar 1999-2000 to the next meeting for setion by the
Boerd.
MAR-16-03 11:43 AM TOWN OF WESTLAKE 837 4301812 P.B8i12
Thare was a motion by Mr.Blake,seconded by Mr.Farhat,to accept the minutes
for the meeting af March 22,2000,as presented. •The moUon carried unanimously. ,
T'here was a lengthy discussion of various items, Dr. Sharp spake rcgatding
hosting the Lagislatars at the Cepital and including some of the students.
C:hairmen Carter appointed Dr. Sharp to organiu end implement this event.
'Ihere wes a motion by Dr. Brooks,seconded by Mr. Farhat, to adjourn, The
motion catried unanimously, The mecting was then edjourned at 1:52 p.m.
MINUTES APPROVED AND CER7IFIED 70 SE TRUE AND CORRECT and
to coaeetly reflect the duly constituted officers and members of the Boazd,and is hereby
eertified to be a correct copy of an official copy thereof,on file antong the o�cial records
� of the Soard,on this the day of ,2000.
, ATTEST: James P,Csrter,President
Ginger CrossWy,Secretary
MAR-16-01 11-43 AM TOWN OF WESTLRKE . 817 4303812 P.69i12
. • �j
MINUTES AND CERTIFICATION
On November 30, 2000, the Board of Directocs (the "Board") of the Texas
S�udent Housing Corporation (the "I'SHC") convened in a public mecting et the
designated meeting place in Westlake,Texas. The roll of the duly consdtuted officers
and mcmbcrs of the Board was called,which are as follows: �
Nama Title
James P.Carler President -
Worth Blake Vice President
Annette Sush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.'fed Gillum Member
Carroll Schubert Member
Mike Farhet Member
all of whom were presen�except Mr.Bradberry,Dr.Watson,Mr,Hlake and Ms,Bush,
� Also prescnt were; Mr,Scott Bradley,Mr�Allen Moon, Mr�Larry Williemson,Mr.Hill
Moon,Mr.Mazk Rogers,Ms.Mary Ellen Ewing,Mr.Rafael Figueroa and Ms,Ginger
Crosswy.
' President Carter called the meedng to order at 7:00 p.m.
Every�ne at the mecting introduced themselves to the representatives from JPI
and the group from JPI also spoke. I'here was a lengthy discussion regarding the JPI
property in San Mazcos.
'I'he mceting was adjourned at 9,20 p,m,
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to coaectly reflect the duly constituted officers and members of the Hoard,and is heroby
certified to be a coaect copy ofan official copy thereof,on file amang the official records
of the Board,un this the__ day of ,2000. '
A7TEST: 7ames P.Carter,President "
Ginger Croeswy,Secretary '
MAR-16-01 11-44 AM TOWN OF WESTLRKE 917 4301812 P.10�12
� ' �
MIMITES AND CERTIFICATION
On Jenuary 15,2001, the Board of D'uecton(the"Board")of the Texas 5tudent
Housing Corporation (the "TSHC") convcned In a public mceting at the designated
mecting place in Westlake,Texas. The roll of thc duly consdtuted officers and membecs
of ttie Board was called,which ere ac follows:
Namc Tltl�
James P.Carter Presideat
Worth Blake Vice President
Annene Bush � Tseesurer
Dr,Forsest Watsan Member
Cherlcs Bradberry Mamber
Dr.Patsy Sharp Memher
Dr.John Brooks Memher
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhot Member
all of whom were present except Mr.Bradberry,Dr,Gillum,Mr,Schubert and Dr.Sharp.
Also present�vere:Mr,Scott Bradley,Mr.Allen Moon,Mr.Latry W[Iliamson,Mr.Bitl
� , Moon,Mr.Trcnt Petty and Ms.Ginger Crosswy.
President Carter called the meeting to order at b:20 p.m.
'Ihere was a motion by Ar. Hrooks, seconded by Mr, 81ake, to recess into
executive session The mocion carried unanimouely and the Board moved into executive
+ � session at 621 p.m, '
i •
The Boazd maved into ogen session at 7:42 p.m. with a motion by Mr. Blake,
seconded by Ma.Dush,which cerried unanimously,
Comtng out of execuUva session there was a motion by Mr.Farhat,seconded by
Dr.Watson, authorizing Mr.Carter and Mr.Bradley to epproaeh Leonerd Ross with the
offcr to let the Fonun go back as a deed in lieu of foreclosure with Mr.Ross's agreement
to forgivc che original$3,000,000.00 de6t plas any accrued interest with no additional
cost to the$onrd. The mot;on cazried unanimously,
Mr.Petty made a prcsentation to the Hoard regarding s consulting conh�act with
Petty and Assxiaces, 'Chere was a mo6on by Dr.Watson,seconded by Dr.Broaks,to
auchorize Mr� Certer to sign a conhact with Petty and Associates for management-
consu[ting at n cost of$15,000.00 per year to be roviewed in aix monlhs. The motion
cerriod unanimously.
MAR-16-01 11-44 AM TOWN OF WESTLAKE 817 4301912 P_11�12
. . �
There was a motion by Dr. Brooka, aeconded by Ms, Bush, to autharize Mr.
Certer to enter lnto a one year extension of the management egreement with SSRS,Inc.
with the understanding that Mr. Petty will review this agreement end make a
recommendation at the end oFthe year concerning the fifteen yeaz contract. The moiion
carried unanimously.
There tivas a discussion concemtng the current budget situation.
There was a motion by Dr.Watson,seconded by Ms.Bush,to recommend to lhe
Baerd of Aldcrmen of Westleke changing tha governing structure of the Hoazd by
establiehing a Soard of Govemors and naming the ISD Superintendents to that Board.
The motion carried unanimously.
There was a discussion regarding enlarging the Boazd to eleven members.
There wss a motian by Dr. Brooks, seconded by Ms. Bush, to adjourn, The
motion carried unanimously.
The mccting was adjourned nt 8:22 p.m,
MINUTBS APPROVED AND CERTIFIED TO HE TRUE AND CORRECT and
, to coaectly retlect the duly constituted officers end members of the Board,and is hereby
ecrtified to be a coaect copy of an officiaf copy thereof,on file among the official records
of the Board,on this the day of .2000.
A7'I'LST: James P.Certer,President
• Ginger Crosswy,Secretsry
P.12�12
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NOV-91-00 10:3B pM TOWN OF WESTLRKE B17 4301812 P.01i02
r �
MEETING NOTICE
Texas Student flousing Authority/Texas Student Housing Corporation
Date: Saturday,November 18,2000
Time: 8:30 a.m. until approximately 2:00 p.m.
, donuts, coffee and lunch wili be provided.
Piace: Westlake Boardroom in the Town HaII.
3 Village Circle, 5uice 207
We have many things to disauss, including thc budget, management contract,the
paymenc policy for scholarships, audits plus several others,
Yes, [will be able to attend,
No, I will be unable to atte .
Name:
E-Mail;
R.S.V.P. to Ms. Ginger Crosswy at 817/430-0941 or fax 817/430-1812
Or e-mail: gcrosswy(�westlake-tx:org
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MAR-05-61 02:22 PM TOWN OF WESTLAKE 61T 4301812 P.01i02
01 IiA������it 2�25 �
MEETING NOTICE
Texas Student��ousing Authority/Texas Student Housing Corporation '
Date: Thursday,March 8, 2001
Time: 6:30 p.m. ,
� Place; Marriott Hotel in Wesdake
Wesdake Boardroom
� Dinner will be served
Yes, I will be able to attend.
1Vo, I will be unab2e to attcnd, _
Name:
R,S,V,P, [o Ms. Ginger Crosswy at 817/430•0941 or fax 817/430-1812
Or e-mail: gcrosswy�westlake-tx.org
�
P.02�02
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-"" '- 817 4301 B12
P.01iO3
,�
OF THE BppgD OF DIRECTORS OF THE
TEXAS STUDENT HObSING CpRppRqTIQN
(AN INSTRUMEIVT,�I,IT'y�F.�.HE T�Wi�,OF WESTLAKE)
TO THE CITIZENS OP THE TpWN pp�STLAKE,TEXAS;
Nntice ie hereby given thet the Board of Airectors of the Texes Student Housing
Corporation(TSHC),an�nstrumentality ofthe Town of Wcgt�ake�rexas,wiU meet at
6t00 p,m.on Monday,Juauary 15,2001, in the Westlake Boardroam of the Iv{artiott
Hotel,S Village Circle,Westlake,Taxas, Thc Board of Directora will consider the
following ngenda;
1• Cali the meeting to order.
2. EXECL'TIVE S&SSIpN;
�
Thc Hoard will eonduet$c]osed sossion under Tcxas Govemment Codc
eeation SS].072 to deliberate the purc}�as��exchang�,loase or valuc of rea]
property.
3. Take any necessary aetion with respect to Item#2.
' 4• Consider adrrriniatrative servlce requirements for the Texes Student Housing
. Corporation in regard to the Forum,Colony,Fourplexes end the Univeraity
Tower.
5. Adjourn.
C�RTIFICATION,
I cerUfy that the above notice was posted ou the front door of the Town Hall of tha Town
of Wcstlake,3 Villege Cirole,Suite 207,Westlake,Texes,on Friday, 7anuary 12,2001,
at 5;00 p.m„under the Open Mee[in�s Act,Chapter 551 of tho Texas Govec�unent Code.
sinQqr CrosswY, Sec�@tary T�—
,o.�_... -
- -'-- • • ��wn oF WESTLRKE
817 4301812 P.02/03
�� NOTICE OF MEETING
OF THE BOARp OF DIRECTORS OF THE
TEXA5 STUDEN'I'HOU3ING CORPORATION•C4LLEGE STATION
PROJECT
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE}
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notica is hereby given thet the Board of Directors of the Texas 5tudent Housing
Corporation-College Statian ProJect,an instrumenta(ity of the Town of WesUake,Taxas,
� will meet at 6:15 p.m,oa Monday,January I5,Z001 in the Weatlake 8osrdroom of the
' Marriott Hotel,5 Vilisge Cimle,Westlake,Taxes. The Bo4rd of biractors tv�ll consider
�r
the followtng agenda:
� 1. Call the meeting to order,
2. Approval of articles of incorporstion,
j 3. Adoption of bylawa,
f 4. Election of officers,
f 5. Establishment of a principal corporate of�ice,
6, Adoption of a corporate seal,
7, DesiEaatlon of a depository bank,and
I
8. Engagement of a general counael,financial advisor,$nance counsel,administrative
R menager,and special finance counsel,
9, Adjourn,
CFRTI�'ICATION
I certif�that lhe above notice was posted on the front door of the Town Hall af the Torvn
of Westlake,3 Villa�e Circle,Buite 207,Westlake,Texas,on Friday,7anuary 12,2001,at
li 5:00 p.m.,under the Open Meetings Act,Chapter 551 of the Texas ov
G emment Code.
' ��
Gin'gt�Crasswy;Secre
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FROM:iONN DF HESiLAKE
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s
NOTICE OF MEETING
or F�B27 In•,, oFT�
TEXAS STUDENT HOUSIF�G'�QRpORATION-SAN MARCQS PROJECT
(ATT INSTRUM�NTALITY OF THE TOWN 4F WESTLAKE)
TO THE CITIZENS OF THE TaWN OF WE51'LAKE,TEXAS:
Notice is hereby gfyen thlt che Board of D3rectors of the Tsxss Student Housing
Corporation-•Sen Marcos Projeet,an instrumentality of the Town of Wcstlake,Texas,
wfU mcet in an organizationnl maeting at 6:00 p,m.on I'6uraday,March 1,2001,in the
R'estlake Town Hall,3 Village Circle, Suitc 207,Westlake,Texas. The Boazd of
Directors wi(I consider the following agenda:
1. Cell the meeting to order,
2. Approve minules for the meeting held on December 16,2000. -
3. ConsideCation of budget for the$sn Marcos propercy.
4. Adjonm. •
- C�RTIFICATION
I certify thet tlie above notice wa9 posted on the ftont door of the TOwn Hall of the Town
of Westlake, 3 Vi!lage Circle, 5uite 207, Westlake, Texas, on Monday, February 26,
2001,at b:00 p,m.,under the Open Meetings Act,Chapter 551 of the Texas Government
Codc,
in�wy, Secrc ~� ,
rrn—cr—na in:va ni� iuwn ur wnai�Hnc aar �an•nac r.nciac
IvIINUTES AND CERTIFICqTION
On December l6, 2000, the Board of Directors (the "Board") of the Texas
Studettt T-Iousing Corporation—Spn MarcoS Ptoject epnvencd in a public mceting pt the
designated meeting place in Westlake,Texes. The roll of the duly constituted offieers
end members of the Board was called,brhich are ss followa:
Name itl •
James P.Carter President
Worth Blake Vice President
Annette Bush Treasarar
Dr,Fotrest Watspn Member
Charles Hradberry Memher
Dr,Patsy Sharp Membcr
Dr_.Tohn Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom weCe present exCept Mr, Bradberry, Dr. Watson, Dr Gillum and Mr,
Schubert. Also present were: Mr, Stott Bradley, Mr, Allen Moon, Mr, Lnrry
Williamson,Mr.B111 Moon,Mr.Trent porty snd Ms,Ginger Crosswy.
Y
President Carter called the meeting to prder at 9;46 a.m.
Allen Moon expinined to the Board tt,at there were two resolutians to consider
�aday "I'he first being a Resolution approving thc Articles of Incorporation and$ylaws
of the Corporation, appointing officers, designflting a principal office, seal and
depositoty, and engaging a Getleral Counsel,Financiel Advisor, Fin�Ce Couttsel,and
5pecial Finanee Counsel, duthorizing action on any other matters lawfully before the
Board,and resolving related matters, There wes a modon be Dr,Sharp,secpnded by Mr.
Rleke,to adopt this resolution. Aftpr much discussion the moti0n carCied unanimously. °
The second resolution i9 a Resolution eutharizing the acquisition,financing,and
, management of e 5tudent Hpueing Froject, including related facilities, located near
Southwest Texss State University,approving the form and substance of and authorizing
the execution and delivery of the docume�ts appropriate to effect the aCc]uisidon,
financing and p��nagemant of the project,and resolving related matters. Thcre wes a
. motIon by Dr,Brooks,seconded by Dr.Shazp,to adopt this resolutiori. After a lengthy
discussion the moteon carried un�nimously, �
Mr.Pelty of petty and Associates,explained his proposal to aCt as menager of thc
project to the Board.
rtu-�r-ni in.4v Hn iuwn ur WtbILHKt nir vonadi< r.eeii�
After a shott discussiqn there was a modon by Dr.Sh9rp,seconded by Mr.Farhat,
to employce Ginger Crosswy as Secretary to the Board at$20.00 per hour. The mation
carried unp�umously.
Dr.Brooks suggested that at the next meeting the Board receive s report on the
lega(liability coverage for the Board members and forntelize the Boards relationshtp with
Petty&Assoc.
There was a rqotion by Dr. Sharp, seconded by Mrs. Bush, to adjourn. The
mouon carHed unanimously and the mceting was adjourned at 11:07 a,m.
MTNUTES A.PPROVED AND CE1tTIFIED TO BE TRUE AND C4RR�CT and
to coaectly reflect the duly constltuted officers and members of the Board,snd is hereby
certified to be a eocrect copy of an ofElCial copy thereof,on file amallg the official records
of the Board,Gn tivs the day of .2001.
ATTEST: James P.Carter,President
5
. Ginger Crosswy,Secretary
F �
YtH-L�-tll lb:9y M� IUWN Ur WtbILHKt alf 90tl1tl1G r.tl9/lt
NOTICE OF MEETING
OF'CHE HQARD O�'DIRECTORS OF THE
TEXAS STUDENT HOUSIN(",CORpORA1'ION-COLLEGE STATION
PROJECT
(AN INSTRUMENTALITY OF THE TOWN pF WESTLAKEy
TO TI3E CIT[ZENS OF THE TOWN pF WESTLAKE,TEXAS;
Notice 15 hcreby given that the Board of D'uectors of the Texas Student Housing
Corporation-Collcge Station Project,an instrurtlentality of the Town of Westlake,Texas,
W�►►meet at 6:15 p.m.on Thursday,March 1,2001 in the Westlake Boardroom of the
Marriptt Hotel,5 Viilage CirCle,Westlake,Texss. The Baard of DireCtors will consider
the following agenda:
1. Call the meeting io order.
• 2, Approve minutes of the maeting January 15,2001.
8. Consider any busjness thBt may Iawfully come before the meeting.
9. Adjourn,
• CERTIFICATION •
1 Certify[hat the above notice was posted on the front door of the Town Hali of the Town
of Westlake, 3 Villago Cirele, Suite 2o7, Westlake, Texas, on Monday, February 26,
j 2001,at 6:00 p.m.,under the Open Meetings Act,Chapter SS l of the Texas Government
Code.
���k
ing Crosswy, Sec y
r�n-cr-na an:YV nii iuwn ur wca��Hnt ai( 43G1tl1L r.na�i<
MINUTES AND CERTIFICqTION
On Jenuary 15,2U01, the Board of birectors(the"Bosrd")of the Teacas Student
Housing Corporation— College Station Project convcned in a publIc meetiag at the
designated meeting place in Westlake,Texas. 1'he roll of the duly constituted officers
and members of the Board was called,which are as follows;
�L �
James P,Carter Pre9ident
Worth B[ake Vice President
Annette Bush Treasurer
br.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Shazp Member
br.John Brooks Member
br,Ted Gillum Member
Cerroll Schubert Member
Mike Fprhat Member
all of whom were present except Mr.Bradberry,Dr.Sharp,Dr Gillum and Mr,Schubert.
Also present were: Mr.Scott Bradley,Mr,Allen Moon, Mr.Larry Williamson,Mr.Bi11
, M1toon,Mr,Trent Petty end Ms,Ginger Crosswy, •
� President Carter called the meeting to order at 8:22 p.m.
There was a modoa by Dr,Brooks,seconded by Ms.Bush,to adopt a Resolution
approving the Articles.of Incorporation and Bylaws of the Corpoiation, Appointing
O�Cers,Designating a Ptincipal Office,Saal,and Dppogitory,end Engaging a Gencral
� Counsei,Financial Advisor,Finsnce Counsel,and Speciai Finance Cbwsel,authorizipg
, action on any ot}�er mattcrs lawRilly before the BOArd, and resolving related matters.
The motIon oavied unenimously. . ,
There was a motion by Dr, Braoks, seconded by Mr. Btake, to adjourn, The
motion carried unanimously and the meetine adjourned at 8:2fi p,m.
MINUTES APPRQVED ANb CERTIFIED TO BE TRUE AND COItRECT and
to correctly refleet thc duly constituted officers and membet's of the Board,and is hereby
• certified to be a correct eopy of an qtFcial copy thereof,on file among the offieial records
of the Boazd,on this the day of ,2001.
ATTEST; 7ames P,Cartex,President
Ginger Crosswy,Seeretary
YtD-L�-tll 1b:94 H� IUWN VY WtbILHKt tllf 9JGLtl3G Y.tlb/1L
NOTICE OF MEETING
OF THE BOARD OF bIRECTORS b�THE
TEXAS STUDENT HpUSTNG CpRpORATION
(AN INSTRUMENTALITY OF THE TOWN OF WE5TLAKE)
TO TH�CITIZENS DF THE TOWN OF WESTI,AKE,TEXAS:
Notice is hercby given that the Board of bireetors of the Texes Student Housing
Corporation(TSHC),an instrumentality ofthe Town of Westlake,'fexes,will meet at
b:30 p.m.on Thursday,March 1,2001, in tha Westlake Boardroom of the Marriott
Hotel,5 Village Circle,Westlake,Texes. The Board of Direotors wip consider the
following agenda:
1. Call the meeting to order.
2, E7iECUTIVE SESSION:
The Hosrd will conduct a closed session under Texas Govemment Code
section 551.072 to deliberate the purohsse,exclla�tge,lease or vsluc of real
property.
3. Take any necessary actioA with respcct to Item#2.
� 4. Approve minutes from the meeting held on November 18,2004,November
30,2000�d January 15,2001.
5, 7reasurer's regort.
� 6. Presentation from Charles Haynes,CpA concerning the audit for the year
ending August 30,2000 and take any necessary action.
7. Consider the budget for the College Station properties f01'the ycaC ending
Aubust 30,2001, �
, S. Adjourn.
CE IFI N .
I cenify that the above notice was posted on the front door of the 7own Hall of the Town
01'Westlake, 3 Village Circle, Suite 207, Westl�e, Taxas, on Monday, February 26,
z001,at 5;00 p.m„under Uie Open Meetings Act,Chapter 551 of tllc Taxas Govemment
Code.
�.dd.
iage rosswy, 5ecre
rrn-cr-ni an:vo Hi•i iuwn ur wcai�Nnc eir vaniai� r.nria<
MINUTES AND CERTIFICATION
On November 1$, 2000, the Board of DireCtors (the "Board") of the Texas
Studettt Housing Corporation (ihe "TSHC"} corivaned in a pUblic meeting �t the
designated meeting place in Wesdake,Texas, The roll of the duly constituted of�icers
and members of the Board was called,which are as follows;
Name Title
Jarnes P,Carter Presidcnt
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forreat Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr,Ted Qillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were prescnt except Dr.Gillum,Mr.Bradberry,Dr.Watson,Mr, Sahubcrt
and Ms.Busli. Also presetlt were: Mr. Scptt Bradley, Mr. Allen Moon, Mr,Larry
Wiliiamson,Mr.Steve Ross,Mr.Fred Bayliss and Ms,Giager Crosswy.
t
� President Cprter called the meeting to ordet at 9:15 a,m.Motion by Dr, BrookS,
, secollded by Dr. Sharp, to convene into executive session csrried unatlimously, Thc
Board convened directty into executive session, Executive session was adjourned et
1020 a.m.and the Board convened into open session at]030 a.m.
Thtrt was a lengthy discussion regarding the operations of TSHC faCjlitics,fees
to be charged for TSHC students on seholarship,notice of default and intent to accelerste,
managemen[contract witb SSRS,Inc.to operete dormitory Yacilities owned by TSHC
and pthcr related matters, The consensus of tEu Board was that Chairmen CarteC, Mr.
Williamson and Mt, Bradloy would call Mr. Leonard Ross directly and gather more
information,
There was a break at 1130 a.m,and the$oard resumed the meeting at 11:45 a.m.
"fhe Boazd then discussed the cunent and past year budget with the following motion
being made by Dr.Brooks and seconded by Dr.Shaz�p: To approve an amended budget
for tHe fiscel year ending August 30,2000. There was mpCh discussion as to assuring
that the transaction eost assoCiated with the installation of ihe fiber system and the cost of
che proposed nianagement agreement were included in the amended budget. The motion
was withdrawti by Dr,Brooks and Dr.Sharp and S5RS,Inc.was then instructed to bring
an amended budget for ti�e fisca�year 1999-2000 to the next meeting for action by the
8osrd.
r�n-<r-ni an:ro Nn �uwry ur WtbILNKt air 4enani< r.nd�i�
There was a motion by Mr.Blake,seconded by Mr,Farhat,to�ccept the minutes
for the meeting of March 22,2000,as presented. The motion carried unat7�mously. ,
Ther4 was a lengthy discussion of various items. Dr. Sharp spoke regarding
hosting the Legisletors at thc CapitAl and including some of the students.
Chairmnn Carter appointed 17r, Sharp to organize end implement this event,
There was a motion by Dr. Brooks, seconded by Mr. Fsrhat, tp adjoum. T'he
motion carricd unanimously. The meeting wa9 then adjoumed at 1:52 p,m.
MiNCJTES APPROVEb AND CERTIFtED TO BE TRUE AND CORRECT and
to correctly reflect the duly eonstituted off"�cers and members of th4 Board,and is heYeby
eertified to be a correct copy of an official capy thereof,on file among the official records
of the Board,on this the • day of ,2000.
ATTES7: James P.Carter,President
Ginger Crosswy,Secretary
rtn-t�-ni in:qo Hn iuwn ur wca��Hrcr eir voei�i� r.e7iic
MINUTES AND CERTIFICATION
On November 30, 200p, the Board of Directors (the "Board") of the Texas
Student Housjp� CorporaTion {the "TSHC") convened in a public meeting at thc
desigttetcd me�ing place in Westlake,Texas. The roll of the duly constituted ofticers
und members of the Board was called,which arc as follows:
Nsme �
Jemes p,Carter President
Worth Blake Vice President
Atlnette Bush Treasurer
Dr.Forrest Watson Member
Chetics Bradberry Member
Dr,Patsy Sharp Member
Dr,John Brooks Member
Dr.Ted Gillum Member
Cerroll Schubert Member
Mike Farhat Member
' all of whom were present except Mr.Hradberry,Dr,Watson,Mr.Blake and Ms.Bush.
Also pre9ent were: Mr,Scott Bradley,Mr.Allen Moon, Mr,Larry Williatnson,Mr.Biq
� h(oon,Mr,Nfark Rogers,Ms.Mary Ellen Ewing,Mr.Rafael Figueroa and Ms. Ginger
' Crosswy,
' President Certer called the meeting iv order at 7:00 p,m. •
' Bveryone at the meeting introduced themselves tb the representatives from JPI
I� and thc group from JPI elso spoke, There was a lengthy discussion regarding the JP!
i property in San Marcos.
I� The meaUtlg wes adjourned at 9:20 p,m.
MINUI'ES APPROVEb AND CERTIFTED Tp BE TRUE AND CORRECT and
II to correetty reftect the duly constituted officers and members of the Soard,and is hereby
certified to be a conect copy of an official eopy thereof,on file smong the official records
� of the Board,nn this the day of�,2b00.
ATTEST: James P.Carter,President
Gittger Crosswy,Secretaty
rrn-cr-ei ie:qe Hn iuwn ur wraiLMKt oir 4enaaic r.inii�
MINUTES AND CERTIFICATION
On]anuary 15,2001, the Boerd of birectors(the"Hoard")vf thc Texas Student
Hausing Corporation (the "TSHC") convened in a pubile meeting at thc designated
meeting place in Wcstlake,Texes. The roll of the du]y constitated offcers and members
of the Board was called,whfch are ay foliows:
Name �
Jpmes P,Carter I'resident
Wonh Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Chsrles Bradberry Member
Dr.Patsy Sharp Member
br.John Srooks Membe�
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
�U of whom were present except Mr,Bradberry,Dr,Gillum,Mr.5chubert and Dr.Sharp.
Alsa present were:Mr.Scott Bradley,Mr,Allen Moon,Mr.Larry Willismson,Mr.Bill.
Nfoon,Mr.Trent Petty and Ms.Ginger Crosswy.
f � �
+ President Carter ealled thc meeting to order at 6:20 p,m.
There wes a moQon by Dr. Brooks, seconded by Mr, Blake, to recess fnto
executive session. The mouon carried unanimously and the Board moved inta executive
session at 6;21 p.m.
The Bosrd moved fnto apen sessiot►st'I:42 p.m, with a motion by Mr. Blake,
secondcd hy Ms.Sush,which carried unanimously,
Coming out of executive session there was a motion by Mr.Farhat,seconded by
br,Watson, suthorizing Mr.Carter and Mr.Bradley to approach Leonard Ross with the
offer to lot the Forum go beck as a daed in lieu of foreclosure with Mr,Ross's agreement
, to forgivc the original $3,000,000,00 debt plus any aocrued interast with no additional
cost co the Board. Thc motion carried unanimously.
Mr.Pctty made p presentation to the Board regarding a consulting coniract with
Petty and Associates, There was a motion by Dr.Watson,secanded by Dr.Brooks,to
authorize Mr. Carter to sign a contract with Petry and Associates for managemeat
consulting at p cost of$l5,000.00 per year to be revlewed in six months. The motion
carried unanimously.
rtn-�r-ei in:4e wn iuwn ur WtbILHKt nar vanaoia r.iiii�
There was a motloti by DY. BrookS, seConded by Ms. Bush, to authorize Mr.
Carter to enter into a one year oxtension of the management agreement with SSRS,Inc,
with t}te understanding that Mr, Petty will review this a�+teement and make a
recommendntion at the cnd of the year concerning the fifteen yesr contract. The motion
carried utlanimously,
There was a discussion concerning the current budget situation.
Theru was a motion by Dr.Watson,seconded by Ms.Bush,to recommend to tNc
floard of qidermen of Westlake changing the goveming etructure of the Bosrd by
establishing a Board of Governors and naming the ISD Superintendents to tltat Board.
1'he motion carried unanimausly.
There was a discussion regarding enlarging the Boazd to eleven members,
There was a motion by Dr, Hrooks, seconded by Ms, Bush, to adjoum. The
motion carried unanimously.
The meeting was adjoumed st 8;22 p,m,
MINUTES APPRdVED AND CERTIFIED TO BE TRUE AND CORRECT and y
z to correctly reflect the duly constituted o�cers and members of the Boazd,and is hereby
certified to be a correc�copy of en officiai copy thereof,on file among the o�cial records
' of thc Board,on this the day of_. _,2000.
A'TCEST: James P,Carter,President
ainger Crosswy,Seeretary
P_12/12
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• T.S.H.C.-UNIVERSITY TOWER
COMBIN�D STATEMEN7 OF 30URCE
AND APPLICATIONS 4F FUNDS
FOR THE PBRIOD ENDING JUNE 30,Z000
NET INCPME(LOSs)FROM OPERATIONS (199,176.23)
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 11,702.90
INCREASE IN OEFEftRED DORM INGOME 1,048,086.00
EMPLOYEE ADVANC E 145.89
TOTAL SOURCES Qf FUN�S 858.788.58
USES OF FUNDS�
INTERCO 7RANSFERS 2,112.55
DECREASE IN S�CURITY DEPO51T5 149.00
INCREASE IN ACCTS RECEIVABLE 96,088.18
INCREASE IN PREPAIDS 1,847.25
INCREASH IN INVENT�RY t70.66
bECREASE IN ACCRUED PAYROLL ZZ.SOZ•�7
DECREA3E IP!ACCTS PAYABLE 04,241.04
DECREASE IN N/P-BANK OF TEXAS 5,486.45
TOFAL USES OF FUNDS 272,B88.28
NET INCREASE(I�ECREASE)IN CA5H
,� , • � -
� CASH ACC4UNTS:
BALANCE AT OSf31100 BALANCE AT 08/30100 ,
DEPOSITORY-FNB CURRENT 24,893.78 83,292.69
DEPOSITORY-FNB EARIY 34,703.37 33t,648 03
REPLACEMENT RESERV�-7CB 382,544.29 3@0,065,86
OPERATING•TCB 160,368.22 325,617.33
DEPOSITORY-TCB EARLY 15,870.43 , � 15a,999.A4 '
PETTY CAShI 1.fi00.00 1,800.00
DEPOSITORY-TCB CURRENT 343,693.61 342,152.13 .
TO7ALS , � 953,473.70 1,599,373.98 {
NETINCREASE(DECREASE)
UVI-l7-Gtl ll:tll H11 IUWN Ur WCbILMM1C C1! YJtl1tl1G Y.tlG�l�
, T.S.H.C.-UNN�RSITY TOWER
COMBINED STATEM�NT OF SOURGE
AND APPLICATION3 OF FUNDS
YEAR TO OATE ENDING JUNE 30,2000
NET INCOME{LOSSJ FROM OPERATIONS 1,571,520,21
SOURCES OF FUNDS:
DECREASE IN IMVENTORY 24,529.11
�ECREASE IN PREPAIO RENTS(COLONY) 150,000.00
DECREASE IN PREPAID5 10,518.83
INCREAS�IN SECURITY DEPOSITS 3,488.00
707AL SOURGES OF FUNDS 1,780,053.95
USES OF FUNOS'
OECREASE IN ACC7S PAYA6LE 152,294.34
OECREASE IN AGCRUE�PAYROLL 8,656.68
DECR�ASE IN PROPER7Y TAX PAYABLE 18,457.93
INCREASE IN bORM RECEIVABLE 134,694.68
INTERCO TRAN5FER5 23,882.38
DECREASE IN DEFERR£D SCHOLARSHIP FUND 36,961.00
EMPLOYEE ADVANCE 486.30
INSURANGE SETYLEMENT 26,962.00
�ECREASE IN N/P-BANK OF TEXAS 10,937.01
DECREASE IN DEFERRED DORM INCOME 1,5D4.797.18
r
TOTAL USES bF FUNDS 1,974,119.51
NET INCREASE(DEGREAS�)IN CASH
CASH ACCOUNTS_ '
BALANCE AT 08/31199 , BALANCE AT 06/30100
DEPOSITORY•FNB CURRENT 59,506.42 s3�29z•B9 �
DEPOSITOF�Y-FNB EARLY � 373,733.7U 331,646.03
REPLACEMENT RESERVE•TCB 386,453.91 380.Q65.96
OPER�+TING-TCB 44,527.54 325,617.33
DEPO5ITORY-7CB EARLY 781,352.46 154,899.94
PETTY CASFi 7,600.00 9,606.00
. DEPOSITORY-TCB CURRENT 126.265,51 3A2,762.13
TOTALS 1,753,439.54 1.599.373.9B
NE7INCREASE(DECREAS�)
u�i-i>-nn ii:na Hii �uwn ur w�ai�nnc cir vanaaic r.naii7
' T,S.H.0•THE FQRUM �
COMBINED STATEMENT OF SOURCE �
AND APPLICATIONS OF FUNdS
pOR THE PERIOD ENDING JUNE 30,2000
NET INCOME(L.OSS)FROM OPERATI�NS (37,800.69}
SOURCES OF F�UNDS.
INCREASE IN PR�PERTYTAX PAYABLE 2,421.92
INCREASE IN DEFERRED DORM INC9M� 183,157.00
TOTAL SOURGES OF FUNDS 147,978.23
USES OF FUNOS:
6ECREASE IN ACCRUED PAYROLL 5,292.44
DECREASE IN ACCTS PAYABLE 11,894,18
INTERGo 7RANSFER 9,704.03
DECREASE IN OTHER PAYABI.ES �9�'73
INCREAS�IN PREPAIDS 242.32
INCREASE IN DORM RECEIVABLES ' 107,173.33
TOTAL US�S OF FUNDS 134,298.03
NET INCREASE(DECR�ASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 05/3tl00 BALANCE A7 06/30100
p�pQ$ITORY•FNB CURRENT 1,666.81 1,294.63
DEPOSITORY-FNB EARLY 4,442.40 47,369.44 '
REPI.AC�MENT RESERVE-TCB (358.683.86) (358,683.66)
OPERATING-TCB 245,885.66 184,011.00
OEPOSITORY-TGB GURRENT (260,169.00) (247.169.00)
�EPOSITORY-TCB EARIY 81.998.71 111,999.71
PETTY GASI-I 0.00 0.00
TOTALS (274,85$.28) 261,178.08
MET INCREASE(�ECREASE)
• � «
u�i-i7-nn ii:n� Hri �uwn ur WC51LHRt nir wanici< r.ntiia7
T.S.H.C,-THE FORUM
COMBINED STATEMENT OF SOURGE �
AND APALICATIONS OF PUNDS
YEARTO DAT�ENDINa JUNE 30,2000
NET INCOME(LOSS)FROM QPERATIONS ' (3D,720.73)
SOURCES OF FUNPS:
DECREASE IN PREPAIDS 4,�so.�2
DECREASE IN INVENTORY 3.863.17
DECREASE 1N DORM RECEIVABLES 28,577,80
TOTAL SOURGES OF�UND3 3,88D.96
USES OF�UNOS:
DECREASE IN ACCTS PAYABIE 26,542,49
DECREASE IN ACCRUfiD PAYROLL 1,596.51
DECREASE IN OTHER PAYAgLES �9�'73
DECREASE IN PROPERTY TAX PAYABLE 5,526.42
INTERCO TRANSFER 18,099.06
DECREASE IN DFFERRED OORM INCOME 276,073.85
INSURANCE SETTLEMENT 53,295.00
TOtAL USES OF FUNDS 391,315 Ofi
NET INCREASE(D�CREAS�)IN CASH
CASH ACCOUNTS:
BAIANCE A7 0$131199 BALANCE AT 06130/00
DEPO$ITORY-FNB CUF2�tENT 9.058.08 1,294.83
DEPOSIT�RY-FNB EARLY 87,174.68 47.369.44
REP�ACEMEN7 RESERV E-TCB (343,883.98) (358.883.86)
� OPERATING-TCB • 902,876.41 184,011.00
� ' DEPO$ITORY-TC6CURRENT (51,189.00) (247,iB9.�0)
DEPOSITORY-TCB EARLY 301,999.71 111,999.71
p�TiY CASH o.00 o.00
TOTALS 118.256,02 281,178,OB
NET INCREASE(DECREASE)
u�i- -en ii:nc nri iuwn ur wrai�nn� ear vonaei< r.naiin
. 7.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
� AND APPLICATIONS Op Fl1NDS
FOR THE PERIOD ENDINO JUNE 30,2000
NET INCOME(LOSS)FROM OPERATIONS 5,755.58
SOURCES OFFUNDS�
INGREaSE IN pROPERTY TAX PAYABLE B,5A7 47
INCREASE IN SECURITY DEPOSIT5 1,150.00
INSURANCE SEl'TLEMENT 6,411.B3
i DECREASE IN ACC75 RFCEIVABLE 5,328.03
TOTAL SOURCES OF FUNDS Z�'�92'��
USES DF FUNDS: ,
INTERC4 7R/�NSFERS 583.84
INCREASE IN PREPAIDS �3,750.00
DECREASE IN ACCTS PAYABLE 17.871.88
, DECREASE IN ACGRUED PAYROLL Z'��'�
T4TAL USES OF FUNDS 34,346.06
NE7INCRE45E(DECREASE)IN CASH
CASH ACCOUNTS: " `
� BALANCE AT 05/3t/00 BAIANCE AT 08130/00
DEPOSIT9RY-FNB CURRENT 12,757.48 18,�2�•AS
REPLACEMEN7 RESERVE•TCB 7,820.32 � 328.57
OPERATING-TCB , 143,512.11 111,929.88 ,
OEP�SITORY-7CB CURRENT 42,860.23 71,308.50
DEPb$I70RY-7CB EARLY 0.00 0.0�
PETTY CASH 0.00 0.00
I .
TOTALS� 206,950.15 200,396.80
NET INCREASE(DECREASE)
�
u��—i7—nn ll:n< nri iuwn ur WCOILMM1G �ir +anaea� r.bb/17
T.S.H,C.-COLONYAPART�VIENTS
COMBINED STATEMENT OF'SOURCE
AND APPLICATIONS OF FUNDS
YEAR 70 DATE ENDING JUNE 30,200�
NET INCOME(LOSS)FROM OPER.4TIONS 522,SOS.05
SOURC�S OP�UNDS:
INCREASE IN ACCT$PAYABLE 2,766.A3
INCREASE IN PROPERTY TAX PAYAQLE 25,765.70
DECREAs�IN ACCTS RFCEIVA6LE 6,437.41
TOTAL SOURCES OF FUNDS 657,471.09
USES OF FUNDS:
DECREASE IN SEGURITY DEPOSI7S 3,068.00
INSURANC�SETTLEMEPdT 18,683.51
DECREA5E IN�EFERRED DORM REVENUE 150,000.00
INCR6A5�IN P�tEPAIDS B,B30.82
INTERCO TRANSFERS 103,329.19
TRANSFER T4 COLONY l-ODGING ' 154,500.00
DECREASE IN ACCRUED PAYROLL �28'Z7
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS ' 451,360.59
NET INCREASH(dECREASE)IN CASH
GASH ACCOUNTS: y
BALANG�AT oe131/99 BALANCE AT 06130/D0 �
DEPOSITOftY-FNB CURRENT 49,185.68 16,827.85
. REPLACEMENTRESERVE-TGB 23,1T3.24 329.57
OPERATING-TCB (43,856.02) 111,929.88
DEPOSITORY-TCB CUFRENT 86,783.42 71,309.50
� DEPOSITORY-7C6 EARLY 0.0� � .0.00
PETTY CASH 0.00 � 0.00
TOTALS 94.2$6.34 200,395,80
NETINCREASE(DECREASE)
u��-in-nn ii:n� Hii �uwn ur wra��Hrcc � air vananic r.nr.iv
' T.6.H.C..coLdNY APARTMENTS
COM8INED STATEMENT OF SOURCE
ANd APPI.ICATIONs oF FUNDS
FOR TliE PERIOD ENDINd JULY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 39,058.22
SOURCES OF FUNDS:
INCR�ASE IN SECURITY DEPOSIT5 5,616.62
INCRFI�SH IN ACGTS PAYABLE 5,948.30
DECREASE IN PREPAIDS t,z80.00
, TOTAL SOURCES OF FUN�S 51,873.14
USES OF FUNpS: �
INTERCO TRANSFERS 17,926.37
INCREAS�IN ACCTS REGEIVABLE 10,474.09
DECREASE IN PROPERIYTAX PAYABLE 41,B54.09
INSURANCE SETTLEMENT 23,293,48
TOTAL USES OF FUNDS 93,64B.OA ,
NET INCREASE{OECREABE)IN CASH
CASH ACCOUNTS:
BALANCE AT O6/30/00 BALANCE AT 07/31/00
DEPOSITORY-FNB CURRENT 16.827.85 � 5,279.35
REPLACEM[NT RESERVE-TCB � 329.57 5,831.62 .
OPERATING-TCB • - 111,929.88 126,065.42
DEPOSI70RY-TCBCURRENT 71,309.50 � 20,745.51
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH • 0.00 0.00
TOTALS 200.398.80 159,721�80
ry � NETINCREASE(DECREASE)�
:
, . ' .
�
u��-iy-nn ii:na•nii iuwn ur wrai�nR� cir veniaic r.neii7
T.S.H.C.-COLONY APARTMENTS
COM6IN�D STATEMENT OF SOURCE
ANG APPLICATIONS OF FUNDS
YEAR TO DATE�NOINO JULY 31,2000
NET INCOME(LOSS)FROM OPERA710NS 581,559.27
SOURGES OF FUNDS:
INCREASE IN ACCTS PAYABLE 8,715,23
fNGREASE IN SECURITY DEPOSITS 2,548.62
70TAL SQURC�S oF FUN�S 572,82312
USES OF FUNUS:
INSURANCE SE'TT4.EMENT 4t,987.00
INCR�ASE�N ACCTS RECEfVABLE 4,036.6B
DECREASE IN PROPERTY TAX PAYABLE 16.088.39
DECREASE IN DEFERRED DORM REVENUE 150.000.00
INCREASE IN PREPAIDS 7.580.62
IN7ERG0 TRANSFERS 121,255.56
TRANSFER TO COLONY LODGING 154,50Q,00
DECREASE IN ACCRUEQ PAYROLL �28'Z�
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
T07AL 11SES OF FUNDS 508,387.52
� NET INCREASF(DEGREASE)IN CASH
9
CASH ACCOUNTS: .
BALANCE AT OB137/99 BALANCE AT 07131/DO
DEPOSITORY-�NB CURRENT 49,185.66 5,279.35
REPLACEMENT RES�f2VE-TCB 23,173.24 5,831.82
' OPERATING-TCB (43,856.02) 126,Bfi5.42
� DEPOSITORY-TCBCURRENT 65,783.42 2D,7d5.61
t DEPOSITORY-TG6�A}�LY 0.00 0•00
f PETTY CASH o.o0 0.00
TOTALS 94,2B6,30 158,721•90 "
, NET INCREASE(f7ECREASE}
u��—i�—no aicna Nii �uwry ur WtbILHKt ni! 9Jtl1tl1L r.n7�i7
• T,5.H,C.-UNIVERSITY TOWER
COM8INED STATEMENT OF SOURCE
AND APPLICATIONg OF FUN�S
FOR THE PERIOD ENDING JULY 3t,2000
NET INCOME(LOSS)FROA9 OPEFZ4TION5 (283,243.42)
SOURCES OF FUN�S'
INCREABE IN PROPERTY TAX PAYABLE 11,702.90
DECREASE IN ACCTS RE.C6IVABLE 163,094.91
INCREASE IN ACCTS PAYABLE 37,088.07
INCREASE IN SECURITY DEPOSITS 734,00
INCREASE IN DEFERREO DORM INCOME 264,878.00
DECREASE IN INVENTORY 240.50
TOTAI.SOURces oF�UNDS 214,494.98
USES OF FUNDS:
1NTERCO TRANSFERS 20,926.58
INCREASH IN PREPAIDS 1,847.25
EMPLOYEE ADVANCE 302.74
pppREASE!N ACCRUEO INT-LODGECO NO7E 14B,275.00
DECREASE IN N/P-BANK OF TEXA9 5,522.57
TOTAL USES OF FUNDS 17fi,874.74
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
. � 6ALANCE AT 06/30/00 BALANCE AT 07/31lQD
D�POSITORY-FNB CURRENT 83,292,69 26,822.34 .
DEPOSITORY•FNB EARLY 331,648.03 50,137.20
REPLACEMENTRESERVE-TCB 360.065.86 379,573.56
OPERATING-TCB 325,817.33 • 640,779.63
DEPOSITORY-7CB EARLY 754,999.94 100,693.12
PETTY CASFI 1,600.00 1,804.P9 �
6EPOSITORY-TCB CURRENT 3A2,152.13 437,588.95 _
TOTAL$ 1,688,373.80 1,636,994.80
. NET INCREASE(DECREASE)
u�i—a7—nn ai:eo rii iuwn ur WG�IL'HM1t eir voniaic r.in�•
. 1
7.S,H,C.-UNIVERSITY TOWER
COMBINEU STATEMENT OF SOURGE
AND APPLICATIONS OF FUND3
YEAR TO DATB ENDINO JULY,37,2000
NET INCOME(LOSS)FROM OPER14TION5 1,308,276.79
SOURCES OF FVNDS:
DECREASE IN INVENTORY 24,769.61
DEGREASE IN PREPAID FiENTS(COLONY) 150,000.00
DECREASE IN PREPAIPS " 8,889,38
pECREASE IN ACCTS REC�IVA6LE 28,410.23
iNCREQSE IN SECURITY DEPOStTS q•222�d
TO7AL SOURCES OF FUNDS 1,524,348.01
USES OF FUNDS:
DECREASE IN AGCTS PAYABLE 115,2D6.2T
DECREASE IN ACCRUED PAYRQLI. 6,858,60
DECREASE IN PROPERTY TAX PAYABLE 4,755.03
� INTERCO TRANSFERS 44.809.9fi
DECR�ASE�N D[FERRED SCHOLARSHIP F'UND 36,961.00
EMPLOYEE ADVANCE - 789.04
INSURANCE SETTI.�MENT 26,962.00
DECREASE IN NIP-BANK OF TEXAS 16,459_58
DECREASE Ih!ACCRUED INT-LODGECO NOTE 140,275.00
DECREASE IN DEFERREb DORM INCOME 1,239,919.19
� � 1,840,792.75
TOTAL USES OF FUNDS
NET INCR�ASE(DECRFI�SE)IN CASFi �
CASH ACCOUN7S: �
BALANCE AT 08131198 BALANCE AT 07/31100 _,_
� DEPdS17bRY-FNB CURRENT • 69,506.42 28,622.34 " �
pEPO51TORY-FNB EARI.Y 373,733.7D 50,137.20
REPLACEMENT RESERVE-TGB 388,4b3.91 379.573.58
OPERATING-TCB 44,527.5A 640,779.63
DEPOSITORY-TGB EARL.Y 761,352.46 100,693.12
PETTY CASH 1,800.00 . 1,600.00
p�PO$1TORY-TCB CURR�NT 126,265.51 437,588.95
TOTALS 1,753,439.54 1,636,994.80
NETINCREASE{P�CREASE)
�
a �
UVI—l7—tltl 11:tlJ MI'1 IUWry Ur WCbILMM1C O1f YJbLO1L r.alil7
a
� T,S�H.0.THE�ORUM
COMBINED S7ATEMENT OF SOURGE
AND APPL,ICATIONS bF FUNl7S
FOR 7HE PERIOD ENDING JULY 31,2000
NET INCOME{LO55)FROM OPERA710N5 (50,321.85)
SOURCES OF FUNDS:
INCREASE 1N PRaPERTY TAX PAYABLE 2,421,8�
INT�RCO TRANSFER 18,024,08
DECREASE IN DORM fZECEIVABLES 103,280.20
INCREASE IN ACCTS PAYABLE 12,892.86
. INCREASE IN OTHERPAYABLES 1g�'�3
' TOTAL SOURCES OF FUN�S 86,588.92
USES OF FUNDS:
�ECREASE IN ACCRUED INT-LODG�CO NOTE 100,000.00
INCREASE IN{NVENTORY 271.04
WCR�ASE IN PREPAIDS Z42'32
DECREASE IN D[FERRED DORM INCOME 887.00
� 101,500.36
, TOTAL USES OF FUNDS ,
NET INCREASE(DECREASE)tN CASH
CASH ACCOUNTS:
, , BALANCE AT 06130/00 BALANCE AT D7/31100
' DEPOSITORY-FNB CURF2ENT 1,294.63 7,888.72
DEPOSITORY-FN9 EARLY 47,368,44 26,961.47
REPLACEMENT RESERVE:-TC6 (358,683.86) (358,683,86)
OPE RATING•TC 9 1 BA,011.0� 144,105.44
pEPOSITORY-TCB CURRENT (247,169.00) � (327.169.00)
DEPOSITORY-TCB EARL Y 111,999.71 236,999.71
.� PE"fTY CASN , 0.00 0.00
TOTALS (261,17�.OB) 276,089.52)
NET INCREASE(D£CREASE)
, K
UVI-l7-tltl 11:tlY NI'I IUWN Ur WGbILMKt tll! YOtl1C1L Y.1L/17
� T,S,H,C,•THE FORUM
COMBINED STATEMENT OF SOIJRCE
� AND APPLICATIONS OF Ft1NPS
YEAR TO DATE ENDING JULY 39,200tl
NET INCOME(LOSS)FROM OPERATIONS (81,042,58)
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 3,818.40
DECREASE IN INVENTORY 3,592.13
DECREASE IN DORM RECEIVABLES 129,B58,00
TOTAL SOURCES OF FUNDS 6fi,325.95
USES OF FUNDS:
dECREASE IN ACCTS PAYABLE 13,549.63
DECR�AS�IN ACCRIIED PAYROLL 1,586•51
DECREASE IN PROPERTY TAX PAYABLE 3,104.50
INTERCO TRANSFER 75.00
DECREASE IN DEFERRED DORM INCOME 277,O60.B5
DECREASE IN ACCRUED INT-I.ODGECO NOTE 100,000.40
INSURANCE SETTLEMENT 53,295.00
TOTAL USES OF FUNDS 448,871.49
NET INGREASE(DECR�ASE)IN CASH
CASH ACCOIJNTS: '
BALANC@ AT 08131l99 BALANCE AT 07/31100
DEPOSITORY•FNB CURRENT 9,OS9.4$ 1�896•�2
DEPOSITORY-FNB EARLY 97.774.88 26.961.47
REPLACEMENT RESERVE-TCB (343,683.86) (358,883.86)
OPERATING-TCB 102,876.41 144,105.44
DEPOSITORY-TC8 CURRENT (51,169.00) (327.189.00)
DEPOSITORY-TCB EARL.Y 3Q1,B99.71 � 236,989.77
PET7Y CASH 0.00 0.00 �
TOTALS 116,256-02 (276,089.52)
NET INCREqSE(DECREASE) '
u�i—a7—ne ii=nv Nii iuwn ur wtai�ti�t dar yenaai< r.aoia7
� T.S.H.C.-COL�NY APAR7MENT5
COMBINED STATEMENT O�$OURCE
AND APALICATIONS OF FUNDS
FOR THE PBRIOD ENDING AUaUST 31,2000
� NE7INCOME(I.OSS)FROPA OPERATIONS 7,929.53
$OURCES OF FUNDS:
INCR�ASE IN SECURITY DEPOSITS 4,008.38
INCREASE IN ACCRUED PAYROLI 914.52 ,
DECREASE IN ACC75 RE?CEIVABLE 12,992.34
INCREASE IN PROPERN TAX PAYA6L.E 8,547.47
pECREASE IN PR��'AID,�i 1,250.00
TOTAL SOURCES OF FUNDS 35,602.24
USES OF FUNDS:
INTERGO TRANSFERS 23,053.35
DEC�EASE IN ACCTS PAYABLE _ 4,270.27
TOTA�US�S OF FUNDS 27,323.82
NET INCREAS�(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 07131lOD BALANCE AT 0813110D
� DEPOSITORY-FNB CURREN7 5,279.35 ^ 8,878.35
REPLACEMENTRESERVE-TCB 5,831,62 , 76,349.95
` OAERATING-TCB 126,865.42 . �4��647•82
DEPOSITORY•7GB GUFRENT 20,745,51 124.40
PETTY CASH 0,00 0.00
70TAL5 � 158,721,90 167,000.52
. � NET INCREAS�(DEGREASE)
x ,
u�i-i7-nn ii:nv Ni� iuwn ur wcai�nnc dir yanaca< r.avia7
T.S.H.C..COLONY APARTMENTS
COMBtNED STATEMENT QF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO UATE ENDINO AUGUST 31,2000
NET INCOME(LOS5)FROM OPERATI4NS 569,48B.80
SOURCHS OF FUNDS:
INCREASE IN ACCTS PA'YA6LE 4,444.96
INCREASE IN AGCRUED PAYROLL 874.52
DECREASE IN ACCT9 RECEIVABLE 8,955.fi8
INCREASE IN SECURITY DEPQSITS 6,557.00
TOTAL SOURCES OF FU�JDS 590,320.94
USES OF FUNDS:
INSURANCE SETTLEMENT 41.987.OD
DECREAS�IN PF20PERTY TAX PAYABLE �,540.92
DECREASE IN DEFERRED DORM REVENUE 150,000.00
INCREASE lN PREPAIDS 6,330.82
INTERCO TRANSFERS 14d,308.91
TRANSFER 70 GOLONY LODGING 154,500.OD
DECREASE IN ACCRU�Ci PAYROLL 728•�y
INCREASE IN DESFERR�P SCHOLARSHIP FUND �Z•Z��•QD-
TOTAL USES OF FUNDS '517,606.72
NET INCREASE(DECREASE)IN CASH
t �
CASH ACCOUNTS: '
BALANCE AT 08/31199 BALANCE AT OB131I00
DEPOSITORY-FNB CURRENT 49,185.86 8,878.35
REPLAGEMENYf2ESERVE-TCB 23,173.24 • 16,349.95 '
OPERATING-7CB (43,e56.02) 141,847.82
DEPOSITORY-TCB CURF2ENT 85,7B3.A2 • 124•40
PETi'Y CASH 0.00 0.00
70TALS 84,Z86.30 167,000.62
NE7 INCREASE(DECREASE)
u��-i7-nn ii:nV nri iuwn ur WtbILHRt dir 4oniaac r.i�ii7
' T.S.H�C,-UNIVERSITY TOWER
COMBINED STATEM�NT OF SOURCE
ANP APPLICATION5 OF FUN�S
FOR THE PERIOG ENDINd AUGUS7 31,2000
NET INCOME(LOSS)FROM OPERATIONS (74,569.84)
SOURCES OF FUNDS:
INCREASE IN PROPERTYTAX PAYABLE 11,702 90
DECREASE IN ACCTS RECEIVABLE 59,499.15
EMPLOYE�ADVANCE 19726
INCREASE IN ACCTS PAYABLE 25,127,82
INCREAS�IN ACCRUED PAYROLL 72,062.38
TOTAL SOURCES OF FUP1D5 34,009.67 .
usEs o��UNDS�
INTERCO TRANSFERS 160,169.58
INCREASE IN INVENTORY 1��127 79
INCREASE IN PRFPAIPS 1,847.25
DEGREASE IN DEFERREI�DORM INGOME 15,197.09
DECREASE�N SECURITY�EPOSI7S 512.00
�ECREASE IN NJP-BANK OF TEXAS " 5,668.92
TOTAL USES QF FUNDS 220,432.63
NET INCREASE(DECREASE)Ih!CASH
CASH ACCdUNTS• .
BALANCE AT 07/31/00 BALANCE AT 08/31I00
DEPOSiTOaY-FNB CURkENT Z6,622.34 15,203.18
' DEPOSlTORY-FNB EARLY 50,137.20 16,154.OB
REPI-ACEMENTRESERVE-TC8 378,573.56 , 399,119.79
pPERATING-TC� 64Q,779.fi3 247,009.35
DEPOSITORY•TCB�ARLY ' 100,893.12 268,457.06
PET1'Y CASH 1,600.00 1,600.00
OEP031TORY-TGB CLIRFENT 437,688.95 503.028.38 '
TOTAIS • � 1,838,994.80 1,450,571.SA
NETINCREASE(DECREASE)
u�i—av—nn •a:no Hri iuwry ur WCDILHRt dar 4oniaac r. ao�a7
T.S.H,C,•UNIVERSITYTOW�R •
COMBINED STATEMENT OF SOURCE ,
AND APPLICATIONS 4F FUNos
YEAR TO DATE ENDING AUGUST 31,2000
NET INCOME(l.OSS)FRObi OPERATIDNS t,238,073.76
SOURCES OE FUNOS:
DECREASE IN INVENTOF:Y 3,275,01
DECREASE IN PREPAID FiENTS(COIONY) 150,D00 Oa
DECREASE IN PREPAIDS 8,622.13
DECREA5E IN ACCTS RECEIVABLE 67,999,38
INCREASE IN PR4PERT`rAX PAYABLE 6,947.e7
INGREASE IN ACCRUED PAYROLL 12,062.38
INCREASE IN SECURITY DEPOSITS 3,710.00
TOTAL SOURCES OF FUNDS 1,SOB,790.53
USES OF FUNDS:
pECREASH IN ACCTS PAYABLE ' 90,078.45
DECR�A$�IN pCCRUE�PAYROLL 6,856.68
INTERCO 7RANSFERS 224,998.5d
DECREASE IN DE��FtREtS SCHOLARSHIP FUND 36,967.00
EMPLOYEE ADVANC� 587.78
INSURANGE SETTLEMENT 28.982.Q0
DECREASE IN NIP-BANK OF TEXAS 22.DiB.5Q
DECREASE IN ACCRUED tNT•L.ODOEGO N07E 748,275.00
DECREASE IN bEFERRED DORM INCOME 1,255,116 29
1 � .
� TOTAL USES OF FUNDS 1,A11,650.23
NET INCREASE(DECR�ASE)IN CASH .
CASH ACCOUNTS,
BALANCE AT OB131/99 BALANGE A7 OB/31/00
DEPOSITOftY-FNB CURREN'T' S9,506 42 75,203.18
DEPOSITORY-FN8 HARI.Y 373,733.70 18,154.08 '
R�PLACEMENTRESERVE-TCB 386.A53.91 - 399�519•78 .
OPERATING-TCB 44,527.54 ' 247,009.35
p�POSITORY-TGB EARI.Y 781,352.46 288,457.06
PETTY CASH 1,800.00 1,800.00
DEPOSITORY•TGB CURRENT 126,2B5.51 503.028.38
• TOTAi.3 1,753,439.54 1,460,571,94
� � NET INCREASE(DECRE4SE)
u�i-i7-ne ii:no Hri iuwn ur wca��Hne air 4onaci< r.iria7
� T.S.H.0-THE FORUM
C9MBINED STATEMENT OF SOURCE
AND AP?LICATIONS OF FUNDS ,
FOR THE PERIOD END�NG AUOUST 31,2000
NET INCdM�(l.OSS)FROM OPERATIONS (32,695.24)
SOURCES OF FUNDS: �
INCREASE IN PROP�RTY TAX PAYA6LE 2,42�•9z
DECREASE IN INVENTORY 3,757.5a
INTERCO TRANSFER 780,264.58
DECREASE IN DORM RECEIVABLES 179,991.54
INCREASE IN ACCRUED PAYROLL �29_z4
TOTAL SOURCES OF FUNDS 334,469.82
U5ES OF FUNDS:
DECREASE IN ACCTS PAYABLE 27,8�2.55
INCREASE IN PREPAIDS 242•32
DEGREASE IN D[FERRED DORM INCOME 384,903.70
TOTAL USES OF FUNDS 413,019.57
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS•
BALANCE AT 07l31/00 BALANCE AT 09l31100
DEPOSITORY y FNB CURRENT 1,696.72 9,940.48
DEPOSITORY-FNB EARLY 26,967.47 1,961.47
REPLaCEMENT RESERVE°-TCB (358,6B3.B6) � (358.883.Bfi)
OPERATING-TCB 144,105.44 55,812.73
DEPOSITORY-TCB CURftENT (327,169.00) (325,669.00)
DEPOSITORY-TCBEARLY 238,999.71 261,999.71 ,
PETTY CASH 0.00 �.OQ
707ALS (276,OB9.52) (354,638.47)
NETINCREASEiDECREASE)
• � ,
u�i-i7-nn ii-n� Hri iuwn ur wra��Hnr �ir vonina� r.icii7
' T.S.H.C.•THE FORUM
COM6INED S7A7EMENT�F SouRCE
AND APPLICATIONS OF FUNDS
YEAR T�DATE ENDINO AUOUST 31,2000
NET INCOM�(LpSS)FROM OPERATIONS (193,759.27)
SOURCES OF FUNDS:
DECREASE IN PREPAIDS � 3,687.53
pECREASE IN INVENTORY 7,349.71
INTERCO TR.4NSFER 18�,189.59
INCREASE IN ACCRUED PAYROLL 729.2k
DECREASE IN p4RM REGEIVAeLES , 309,849.54
TOTAL SOURCES OF FUNDS 398,056.33
USES OF FUNDS�
DECREASE IN ACCTS PAYABLE 4��4zz•�$
DECREASE IN ACCRUED PAYROI.L 1,580.51
DEC(2EASE IN PROPERTY TAX pAYA9LE 682.58
�ECREASE IN DEFERRED DORM INCOME 667,964.55
DEGREASE IN ACCRUED INT-LODGECO NOTE 100,0�0.00
INSURANCE SETTLEMENT 53,295.00
TOTAL USES OF FUNDS 858,950.82
NET INCREASE(DECREASE)IN CASH
� CASH ACCOUNTS:
BALANCE AT 08131/99 BALANCE AT 08131/00
DEPOSITORY-FNB CURRENT 9,058.08 9,940.48
DEPOSITORY•FNB�,4RLY 87,174.68 1,861.47
REPLACEMENT RESERVE-TCB (343,683.96) (358,683,B6j '
OPERATING-TGB 102.876.41 � 55,812.73
DEPOSITORY-TCBCURRENT " (51,189.00) (325,869.00) ,
DEPOSITORY•7C6 EARLY 301,999.71 261,999.77 .
PETTY CASH 0.00 0.00
TOTALS 116,256.02 (354,536.47)
NETINCREASE(DECREASE)
��
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NOW-09-00 07:04 PM TOWN OF WESTLRKE 817 4301812 P_01�04
• < T,S,H,C.•UNIVERSRY TOWER
COMBINED s7ATEMENT OF SOURCB
AND APPLICATIONS OF FUNDS
FOR THE pERIOD END1Na SEPTEMBER 30,200D
NET INCOME(LOSS)FRL7M OPERRTIONS 83,599.57
SOURCES OF FUNDS:
INCREASE IN pROPERTY TAX PAYABLE 11,702,90
INTERCO TR,qNSFERS 24,770.40
DECREASE IN ACCTS R�C�iVABLE 161,988.86
EMPLOYEE ADVANCE 1 g7.2g
INCREASE IN ACCTS PAYABLE ' 46,241.74
INCRFJISE IN SECURIN DEPOSITS 140.00
INCREASE IN ACCRUED PAYROLL 8,330.73
TOTAL 50URCE3 pF FUNDS 337,851.46
USES OF FUNDS:
INCREASE IN INVENTOtiY 10,4t4.04
INCREASE IN PREPAIDu 1,847.25
OECREASE IN DEFERRFD DORM INCOME 770,386.15
INCREASE IN PREPAID RENTS(COLpN'Y) 10tl,800.00
DECREASE IN WP-BANK OF TEXAS 5,558.92
TOTAL USES QF FUND5 ' 889,006.38
NET INCf2FA5E{DECREASE)IN CASH
CASH ACCOUNT5: �55(�dJ�I.q0�
BALANCE AT 08/31/00 BALANCE AT 09/30/00
�EPOS170RY-FNB CURRENT 15,203.18 . 37,722.29
DEPOSITORY-FNB EARLY 18,154.08 2,911.08
R�PLACEMGNT RESERVE-TCB 398,119.79 418,693.17
OPERATING-TCB 247,009.35 70,064.82
DEPOSITORY-TCB EARLY 2fi6,457.08 {113,015,24}
PETTY CASH 1,800.00 1,600.00
QEPOSITORY-TCB CURRENT 503,028.38 481,541,02
70TALS 1,450,571.84 899,516.B4
NET INCREqSE(DECREASE)
�ss�,o�,�F 9��
NOV-09-00 07:04 PM T�WN �F WESTLAKE 61T 4e91812 P.02iO4
• �� T,S,H,C.•COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
ANp APPLtCAT10NS OF FUNDS
FOR TH�PERIOD�NDINC3 S�PTeM�ER 30,2000
NET INCOME(LbSS}FRbM QPERATIQNS 55,408.37
SOURCES OP FUNDS.
INCREASE IN DEFERRED DORM REVENUE 10D,800.00
INCREASE IN ACCRUE[7 PAYROLL 326.D3
DECf2EASE IN ACCTS RECEIVASLE 1,556.80
INCREASE IN ACCTS PAYABLE 1,107.54
INCREASE IN PROPERTY TAX PAYABLE 8,547.47
DECREASE IN PREpqIOS 1,25D.00
TOTAI SOURCES OF Fl1ND5 , 188,998.21 �
USES OF FUND5.
INTERCO TRANSFERS 24,770.40
DECREASE IN SECURI7Y DEPOSITS 13,050.06
TRANSFER TO COLONY LODGING 100,400.00
70TAL USES OF FUNDS 137,820.46
NET INCREASE(DECREASE)IN CASH
CASH ACCdUNTS: �I� l�7 'S
6ALANCE AT OBl31/00 BALANCE qT 09130/00
�EPOSITORY-FNB QURRENT 8,878.35 2,827.92
REPLACEMENT RESERVE-TCB '„ 16,349.95 21,886.12
OPERATING•TCB 141,647.82 113,B98.00
DEPOSITORY-TCB CURCiENT 124.40 59,587.23
PETTY CASH 0.00 0.00
TOTALS 187,000.52 198,178.27
NET INCREASE(DECREASE)
�'l� �77.7�
NOV-09-00 07:04 PM TOWN OF WESTLRKE 837 4303812 P-03�04
: T.S.H.0•THE FpRUM
COMBINED STATEMENT OF SOURGE
AND qpPLICqTIONS OF FUN�S
POR tHE PERIOD ENGING SEPTEMBER 30,2000
NE7INCOM�{LOSS)FROM OPERATIONS (29,917.0�)
SOURCES OF FUNDS:
INCREASE IN Pf20PERTY TAX AAYABLE 2,q2�.g2
INCREASE IN ACCTS PAYABLE 12,130.56
INCREASE IN ACCRUED?AYROLI 238 33
7QTAL SQURCES OF FUNpS (15,126 20)
USES OF FUNDS:
INqRFASE IN PREPAIpS 242.32
TOTAL USES dF FUNpS 242,32
NET INCREASE{DECREASE)IN CASH
C r.s;3�8.�y�
CASH ACCOUNTS:
BALANCE A7 06/31lDO BALANCE AT 09130100
DEPOSITORY-FNB GURRENT 9,940,48 965.08
DEPOSITORY-FNB EARLY 1,861.47 1,961.47
' REPLACEMENT RESERVE-TCB (358,683 88) (358,683.86)
OPERATING-TCB 55,812,73 40,429.63
' DEP051TORY-7C6 CURRENT (325,889.00) (316,669.00)
DEPQSI70RY-TCB EARI_Y 267,999,71 261,988.71
PETTY CASN � 0.00 0.00
70TAL3 _ (354,638.47) (370.OD6.99}
NETINCREASE(DECREASE)
, . Crs.��$.s�.,}
FRon:TOHN OF WESTLAKE ^M I
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OCT-15-99 02-37 PM TOWN OF WESTLRKE 817 4301812 P-01/04
� �
NOTICE OF MEET1lVG
OF THE
TEXAS STUDENT HQUSING CORPORATION
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAK�)
'tQ'I'IiE CITI7,ENS OP T]IL•TOW►�T OP WESTLAKF.,TL•'XAS:
Nolice is hercby given lhat the Bourd of pirectors of the Texas Student Housing
CorporAtion,an instrumenl�ility of the Town of Westlnkc,Texos,will meet at 6:Op p.m.
on Wedncsday,October 20,1999,in 5alon G of the Marriott Solana Hotel.5 Village
C'ircla,Westlake,Texss. The Bonrd of Direc[ors will consider the following agenda:
1, Call thc meeting ta order,
� 2. Approve minutes from the meetinb held on Septembcr 22, 1999.
3. ReCeive a report from the Treasurer,
.
+ 4. Consider and take action on a tax exempt loan for updating the
telecommunications snd security systems at the University Tower and thc
� Forum.
5. Consider and take aeiion to sdopt the budget for the operations of the student
housing properties owncd by the Texus Student Housing Corporatian at
College Station and Brynn,Texas,for thc�scal yesr ending August 31,200p.
�
6. Consider any additional business that may lawfully come before the meeting.
7. Adjourn.
� CERTIFICATION
I c;crtif'y that the above notice was posted on the front door of the Town Iiall of the'fown
of West[ake,3 Village Circle,5uita 207,West(nke,Texas,on Friday,October 15, 1999,
at S:UU p.m.,under the Open Meetings Act,Chapter 551 of the Texas Govemment Cude,
/ , ti
C,ing d Crosswy, 5ecreta
OCT-IS-99 02:38 PM TOWN OF WESTLAKE 817 4301812 P_02/04
.l
� MINUTF.S AND CERTIPICATtON DRAFT
On September 22, 1499, the Doard of Directors (the "Board") of the Texas
Sludent 1{ousing Corporation (fhe "TStIC") convcned in a public meeting at the
d�signated meeting pince in Westlake,Texas. 'fhe roll of the duly constituted cifficers
and ntembCrs of the Board was called,which ure as follows:
ame Title
Jamcs?.Carter President
Worth Dlakc Vice President
Annette Bush Treasurer
Dr.Forrest Wtttson Member
Chsrles Bradberry Member
Ur.Pstsy Shttrp Member
Dr.John I3rooks Member
Dr.Ted Gillum Member
Carrolt Schubert Mcmber
' Mike Farhat Member
i all of whom werc present except br, Gillum, Mr. Bradberry and Mr. Schubert. Also
present wcre: Mr,Scott Brudlcy, Mr,Trent Petty,Mr. Bill Moon.Mr.Charles H�tynes,
Mr,Aill Davis,Mr.Carlos Fernandez and Ms.Ginger Crosswy,
� President C&rter called the meeting to order at 6:10 p.m.
Mr. Bill Moon explainad that after the Board adopted the resolution sgrceing to
� thc requcsl from Leonard Ross to refinance his loan on the property in Collebe Slatiun al
� tlie mceting of March 24,1999, the attorneys had mada minor changes to the wot'ding o1'
thc resolution. The Board was asked to adopt a resalution amending and restating the
resolution previously adqpted. The Board asked the advice of Mr.Bradley,the BoaPd's
Icgal counsel. Mr. Bradley agreed that tlie change was not substantivc. 'fhere wus a
ntotion by I)r. IIrooks,seconded by pr. Watson,to adopt this resolution. The motion
carriecl ununimously.
'flicre wss a motion by Dr,Watson,seconded by Dr.Sharp,to accept the minutes
of the mectings held on February 13,1999 and March 24, 1999 as presented. The motion
carricd unanimously,
� There was a mqtion by Mr. Farhat, secqnded by Mr. Blake, to accept thc
Treasurers'report given by Ms.$ush. The motion carried unanimously.
Mr.Bill Davis made a presantation to the Board stnting the need fpr updating the
telecommunications and security systems at the University Tower and thc Forum. After
a lengthy qucstion and answer scssion the Board decidcd to tnble this itcm until thc next
mceting when the Board will hear sltarnnte propossls from Mr,pavis.
OCT-15-99 02:38 PM TOWN OF WESTLRKE 817 4301812 P.03iO4
Mr, Bill pavis presented the budget for thc fiscal year ending August 31, 2000
snd Mr. Charles Haynes presentec3 thc audit for the fiscal ycar ending August 31, 1998
and the period ending August 31, 1997. There wns much discussion concerning the
budgct and the audit. There was a motion by Dr.Watson, secnnded by Dr. }3rooks,to
� autharize normal expanditures based on histprical data but to table considcration af the
budgct until the next meeting. The mption carried unsnimously. Therc was a motion
by Ms. 8ush, seconded by Dr. Shazp, to accept ihe audit es presented. The tnotion
cnrricd unanimously.
Mr. Charles Haynes gave a report on the progress of the audit on the .Austin
properties. There was a motion by pr. Brooks,secpnded by Mr. Blake,asking Mr.
8radley to draft$Ietter requesting paymeni of moneys owed to the TSHC by A.S.C,
Management, Inc., the company previously managing the property in Austin. "I'he
moticm carried unanimously.
Ms. $ush stated that college night at the local high schools is appronching and
memhers oFthe Board need to attend.
Dp. Brooks stated that the Board should start looking into acquiring additional
pmpertics.
After cheeking everyone's caIendar, President Certer scheduled tfie next meeting
for Wednesday,October 20,1999.
�
There was a motion by Dr. Sharp, seconded by Mr, 81ake, to adjoum. The
motion carried unanimously.
4 The meeting was adjourned at 8:55 p.m.
M[NUTES APPROVED AND CERTIFIED TO BE TRUE AND C�IZRFC7'and
to correctly reflect the duly eonstituted oflicers and members of tlie�oard,and is hereby
certificd to be a correct copy of an official copy thereof,on file among the otficiai records
of�tl�c Soard,on this the day o1' ,1999.
AT'I'EST: Jsmes P.Csrter,President
i
Ciin6er Crosswy,$ecretary
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�� OCT-21-99 09-28 AM TOWN OF WESTLAKE 817 4301812 P_01
�.
MINUTES AND CERTII'ICATION
On t�ebruary l3, 1999,the B�ard of Diractors(the"Board")of the'Texas Student
}ipusing Corporation (the "TSFiC") conva»ed in a public mecting at thc designated
meeting pface in College Station, Texns. Tha roll of the duly consYituted officers and
members of the Doard was called,which are as follows:
N�me Title
dames P.Carter President
WoHh Dlake Vice President
Attnette Bush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Mcmber
al]of whom were present except Mr.$radberry, Dr.Watson,fJr.Hrooks,pr,Gillum and
Mr. Fnrhnt. Also present werc: Mr. Scott Bradley, Mr. Charics Hpyncs, Mr. Bill
navis, Mr.Steve Rass and Ms.Ginger Crosswy.
President Carter called thc meeting to order at 2:20 p,m.and thanked Mr. Ross
Emd his stnff for hosting the mcetins. �
There wss a molion by Mr. Blake, seconded by Mr. Schuhert, tcr accept the
minutes of the mceting hald on Saptember 17, 1998,ss presentcd. This motion carried
unanimously.
�
Consider and take action on an extension of the management contract wifh SSRS,
lnc. Mr.Ross and Mr.Davis presented the new contract to the$oard. Mr.Bradley,
the �3unrd's ]egsl counsel, noted the concems thut he had with the contract. "These
concerns wer� negotiated between the parties to everyone's satisfaction, Motion by
Ms.Bush,seconded by Mr.$lake,to appCove the new management contract with SSRS,
Inc., witli a modification made to Section 6.14 adding that a six month ad�•ance notice
ntust be given to the TSHC before the management comppny may resign its contract and
that the Bonrd will then have the right to extend the contract on a montJi to month basis
!'or an additional six months, if necded to find a replacement. The motion carried
ununimously.
There was a lengthy discussion concerning such topics as the refund of a payment
made in error on the audit, the student's response tv the Board's request for letters
updsting their progress and rewording the letters 6eing sent to thc new scholcrship
recipients stnting that any upgrade in room wou[d be at the student's expense.
' OCT-21-99 09:29 qM TOWN OF WESTLRKE 817 4301832 P_02
�;
Mr.Bradley gave a report on the situation of scholarship recipient Laura DeCook.
Mr. Haynes gave a report on the situation regarding the audit of'tha Madison
Ilouse property, Mr.Haynes was instructed to scnd a ietter rcquesting the information
submittcd by A.S.C.Managemant,Inc.to lhe Internal Revenue 5ervice.
Motion by Mr.Blake,seconded by Dr.Shazp,asking Mr.Carter to prepara a leiter
of appreciation Yo Mr. Ross and his managentent team. 7he motion carried
unanimously.
'1'hcre being no further business to bring before thc Board, thc mee2ing was
adjourned at 320 p,m.
Although a quorum was not present for actions taken nt this meeting, the$osrd
was advised that such actions could become official if,subsequent to this meating,each
, abseni member was accorded an opportunity to review the actions and unanimous consent
wus expressed by�lj absent members.
The SeCYetary attests that such 3Ction has been t0.ken and that�]J absent members
have affinned,as evidenced by their signature hereon,their approval of said actions,
MiNL7TE5 APPROVED AND CERTIFIEp TO BE TRUE AND CORRECT and
to correcUy reflect the duly constituted officers and members of the Board,and is hereby
certi fied to be a correet copy of an offieial copy thereof,on file among the ofricial records
of the f3ourd,on this the day of , 1 g99,
� [sFAL]
. James P,Carter,President
A'i"1'EST:
Ginger Crosswy,Secretary
APPROVED AND AbpPTED;
Worih 61ake,Vice President Ted Gillum,Direotor �
Annettc Bush,Treasurer Chnrles Bradberry,Director ~
OCT-21-99 09:29 RM TOWN OF WESTLAKE 817 4301812 P.03
1�
Carrol!W,Schubert,Directpr dohn Brooks,I]irector '
F'onest Watson,AiraCtor Mtke Farhat,Director
Petsy ShArp,Director
T FH�M:TOHN WESTLRKE
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NOV-04-99 11:10 AM TOWN OF WESTLAKE 817 4301812 P_03�02
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CDIdGRATULATIONSII II W�AfiE 30 PROUD OF YOU!Il YOU AFtE A EXqMPLE UF'WFfY ALL WL-
I�6 A7'I'Exqg BT�IDENT HOUSING CORF�C3RATION 19 WpRTFf THE�FF`pRT,
�wlll b�daying at tho Towp�7henkegirin�niQht,will pp pK��lnp Ihe Bam�ire,ard the next dsY. If you
are al Cpllope Stetion durinq thet tltfle,peaee etop by�rrd uay Iretlo.
A9�n corgr�tutellons.
JIM CertOl'
»>Jill MeKe�t sJAm4215�unlx.temu.edu>71/011BB 07:49PM»>
HOwdyl
i j�rst Nrar�6 te tell ycw Ihat I actapted an intem9hlp ta the spring
semester(atnrpng In Jenuary)wlth tht�Nled 8tatee Olympic Commiuee
� Intemetional Games P�ep�raNpn dlvldon Aner much Struggla WI1F1 the
dedelDn and dhor oHera NAth 1he Olympic Committae end Southarr.MetFnxiiet
Univanily�tltfe ons wnilced aR and 1 am axoISEW wbout workin8 in CO�wdOo
Springa.
Just thpugh!ypu µq�kl flke t0 know.
Hav�p Camat Dayl
JIII MeKean
Opp�fWnity: "DonY wall fur yau slrp ta oome In...sw1m rwl ta It."
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NOTICE OF MEETING
OF THE
TEXAS STUDENT HOUSING CORPORATION
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Boazd of Directors of the Texas Student Housing
Corporation,an instrumentality of the Town of Westlake,Texas,will meet at 6:00 p.m.
on Wednesday,October 20,1999,in Salon G of the Maniott Solana Hotel,5 Village
Circle,Westlake,Texas. The Board of Directors will consider the following agenda:
1. Call the meeting to order.
2. Approve minutes from the meeting held on September 22,1999.
3. Receive a report from the Treasurer.
4. Consider and take action on a tax exempt loan for updating the
telecommunications and security systems at the University Tower and the
Forum.
5. Consider and take action to adopt the budget for the operations of the student
housing properties owned by the Texas Student Housing Corporation at
' College Station and Bryan,Texas,for the fiscal year ending August 31,2000.
6. Consider any additional business that may lawfully come before the meeting.
7. Adjourn.
CERTIFICATION
I certify that the above notice was posted on the front door of the Town Hall of the Town
of Westlake,3 Village Circle,Suite 207,Westlake,Texas,on Friday,October 15, 1999,
at 5:00 p.m.,under the Open Meetings Act,Chapter 551 of the Texas Government Code.
Ginger Crosswy, Secretary �
P.07�07
� � T � � � TI � � � � E � � HEET
U � TE : � � T - 1 � - � � � � : � � � �
T � : � ILL � � � �
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� � � � E � � E � E � E � T �
� I � � L � � I � � THI � � � � E � � HEET �
OCT-16-00 04:02 PM TOWN OF WESTLAKE B17 4301812 P.01iB7
' - T.S,H.C.•UNIVERSITY TOWER
COMBINED STATEM�NT 4F S6URCE
ANo APpLICATI4N5 OF FUNDS
FOR THE PERIOD ENDING MARCH 31,2000
NET 1NCOME(LOSS)FROM OPERATIONS 259,701.95
SOURCES OF FUNDS:
DECREASE IN PREPAIp RENTS(COLONYJ 21,800.00
INCREASE IN P�OPERTY TAX PAYABLE 11.702.90
DECREASE IN INV�N70RY �3 72z 7�
INTERCO TRANSFERS 596.00
INCREASE 1N SECURiTY�EPOSITS 641.86
INCREASE IN ACGRUED PAYROLI. 13,5A1.50
OECREASE IN PREPAIDS 9,362.77
EMPLOYEE ADVANCE B�2B
TOTAL SOURCES OF FUNDS 330.988.94
USES OF FUNDS:
D�CREASE IN ACGTS PAYABLE 38,545.03
INCREASE IN ApGTS f2�CEIVABLE 132,901.84
DECREASE IN DEFERf2ED DORM INCOME 303,005.54
TOTAL USES OF FUNDS 474,452.41
NET INCREASE(DECRFI�SE)IN CASH �
CASHACCOUNTS:
BALANCE AT 0?129I00 BALANCE AT 03l31/00
DEPOSITORY-FNB CURRENT 40,321.01 2B,D62.13
DEPOSITORY-FNB EARLY ' 11,584.49 32,009.49
REPLACEMENT RESERVE-TCB A03,830.83 423,412,85 �
OAERATING-TC6 308,433.01 381,329.54
DEPOSITQRY-TCB EARLY (89,627.20) (88,502.66)
PETTY CASH 1,600.00 1,600.00
DEPOSI7'dFiY-TG8 CURRENT 745,870.67 521,715.99
TOTALS 1,442,112.81 7,288,627.34
NETINCREASE(DECREASE}�
OCT-18-00 04:02 PM TOWN OF WESTLAKE 817 4301812 P.02i07
' � T.S.N.G.-UNNERSITY TOWER
COMBINED STATEMENT QF SOURCe
AND APPLICATION$OF FUNDS
YEAR TO DATE ENDING MARCH 31,Z000
NET IiJCOME(LOSS)FROM OPERATIDNS 7,593,885.42
SOURGES OF FUNDS:
DECREASE IN DORM RECEIVABLE 7,018,596.26
pECREASE IN INVENTORY 20,300.89
DECREASE IN PR�PAID RENTS(COLONY) 1�6,800.00
INCREASE IN PROPERTY TAX pqYABLE 18,850.71
DECREASE IN PREPAIDS 17,611.38
INCREASE IM ACCRUEO PAYROL� fi,B64.B2
INCREASE IN SECURITY DEPOSITS 1,852.54
TOTAL SOURCES OF FUNDS 2,782,382,00
USE$Qp FUNDS:
DECREASE IN ACGTS PAYABLE 71,546.37
INTERCO TRANSFERS 40,968,15
DECREASE IN dEFERRED SCHOLARSWIP FUND 36,981.00
EMPLOYEE ADVANCE 632.19
INSURANCE SETTLEMENT 26,962.00
DECREASE IN DEFERRED DORM INCOME 3,060,224,49
TOTAI.USES OF FUNDS 3,237,194.20
NET INCREASF(DECREASE)IN CASH �
CASH ACCOUNTS•
r BALANGE AT 08/31/99 BALANCE AT 03l31/00
, DEPOSITORY-FNB CURRENT 69,606.42 28,062.13
DEPOSITORY-FNB EARI.Y 373,733.7D 32,008.49
REPLAGEMENT RESERVE-TC8 386,453.91 423,412.95
OPERATING-TCB 44,527.54 361,329.54
DEPOSITORY-TCB EARLY ' 781,352.48 (69,502.66)
PETTY CASF{ 1,800.OD 1,60D.00
D�pOS170RY-TGB CURRENT 126,2fi5.51 521,715.98
TOTALS 1,753,439.54 1,298,827.34
NETINCREASE(DECREASE)�
OCT-18-00 04:03 PM TOWN OF WESTLAKE B17 4361612 P.03�07
� T.S.FI.0•THE FORUM
COMBINED 3TATEMeNr qF SOURCE
AN�APPLICATIONS OF Fl1ND3
FOR THE PERIOD ENDINO MqRCH 31,2000
NET INCOM�(LOSS)FROM OPERATIONS 8,807,34
SOURCES OF FUNDS;
INCREASE IN ACCRUED PAYROLL 3,109.59
INCR�ASE IN PROP�RTY TAX PAYABLH 2,421.92
DECREASE IN INVENTORY 2,868.97
D�CREASE IN PREPAIDFi 1,640.86
INTERCD TFlANSK�R 19,850.10
TOTAL$OURCES OF FUNDS 35,496.58
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 59,779.95
DECREASE IN ACCTS PAYABLH 6,276,26
INCREASE IN DORM RECEIVABLES 7,138.00
TOTAL USES OF FUNDS 72,190.93
NET INCREASE(�ECREASE)IN CASH �
CASH ACCOUNTS:
BALANCE AT 02l28/00 BALANCE AT 03/31/00
DEPOSITORY-FNB CURRENT 9,258.02 7,864.28
�EPOSITORY-FNB EARLY 3,766.40 4,766.40
REPLACEMENT RESERVE-TCB (358,683.88) {358,683,86)
OPERATING-TCB 162,609.70 278,209.09
DEPOSITORY-7CB CURREN7 (70,168.00) (230,189.00)
DEPOSITORY-TCB EARLY 1A1.989.71 141,999.71
PETTY CASH 0.00 0.00
TOTALS (121,379.03) (158,013,36)
NETINCREASE(RECREASE)�
OCT-18-00 04:03 PM TOWN OF WESTLAKE 817 4301812 P.B4i07
T.S.H.C.-THE FORUM
COMBINED 9TATEMENT OF SOURCE
AND ppp!lCAT1QNS OF FllNDS
YEAR TO DAT�ENDINO MARCH 31,2000
NET IN�OME(LOSS)FROM OPERATIONS 27,028,66
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 4 679�Q
INCREASE IN ACCRUEL�PAYROLL 1,523.08
INCREA$E IN PROPEFiTY TAX PAYABLE 1,739.37
DECREASE IN INVENTORY 1,713,3g
DECREASE IN DORM Rf:CEIVABLES 250,798.65
TOTAL SOURCES OF FUNDS 287,4B1.T2
USES OF FUFJDS:
DECREASE 1N ACCTS PAYABLE 12,146.06
INTERCO TRANSFER 3,940.81
DECREASE IN DEFERRED DORM INCOME 492,389.25
INSURANCE SETTI.EMENT 53,285.00
TOTAL USES OF FUNDS 561,751.12
NET INCREASE(DECREASE)IN CASH �
CASH ACcouNTs: ,
BALANCE AT 08/31/99 BALANCE AT 03/31/00
DEPOSITORY-FMB CUkRENT 9,058.08 7,864.28
��POSITORY-FNB EARLY 97,17A.68 4,766.40 '
REPLACEMENT RESERVE-TCB (343,683.86) (358,683.86)
OPERATING•TCB , 102,876.41 278,209.Q9
DEPOSITORY-TC6 CURRENT (51,169.00) (230,189,00)
DEPOSITORY-'1'C8�AFLY 3�7,999.71 741,899.71
PETTY CASH 0.00 O.UO
TOTALS t 16,268.02 (168,013.381
NETINCREASE(DECRFASE)�
OCT-18-00 04:83 PM TOWN OF WESTLAKE 817 4391812 P.05i07
� T,S.H.G,-COLONY APARTMENTS
COMBIN�D STATEMENT pF SOUR¢E
ANp APPLICATIQNS OF FUNDS
FOR THE pERI�D ENPING MARCH 31,2000
NET INCOME(LOS3)FROM OPERATIONS 61234.59
SOURGES OF FUNDS:
IWCREASE IN PROPER�Y TA7(PAYABLE g yS7 47
INCREASE IN RCCTS PAYABLE py z�3 81
INCREASE IN SECURITY DEPQSITS 2,520.00
INCREASE IN ACCRUEU PAYROLL 931.73
DECREASE IN PREPAIDS 968.69
TpTAL SOUfZCES OF FUNDS 103.418.39
USES OF FUNDS:
INTERCO TRANSFERS 19,927.33
TRANSFER TO COLONY LODGING 48.500.00
DEGREASE IN�THER PAYABLES 592.89
INSUFtANCE SETTLEMENT 15,282.16
INCREASE IN ACCTS RECEIVAeLs 1,682.17
pECREAS�IN DEFERRED�ORM REVENU6 21,600.00
TOTAL USES OF FUNOS 107,584.35
NET INCREASE(DECREA3E)IN CASH �
CASH ACCOUNTS:
BALANCE AT 62/29f00 BALANCE AT�3131/00
DEPOSITORY-FNB CUF2RENT 7,847.82 7,60A,07
REPLACEMENT ftESERVE-TCB 11,263.28 18,783.88
OPERATING-TCB 55.839.89 i61,543.24 .
; DEPOSITORY-TC��C,Uf2REN7 198,524.37 81,Q21.01
OEPOSITORY-TCB EARLY 6.00 0.00
PETTY CAShi 0.00 0.00
TOTALS 277,125.16 286,957.20
NET INCREASE(�ECREASE)� .
OCT-18-08 04:03 PM TOWN OF WE3TLAKE 817 4301812 P.06i07
' T.S.H,¢,.COLONY APARTMENTS
COMBINED S7qTEMENT OF SOURCE
AND qpp�ICATIONS OF FUNDS
YEAR Tb bATE�NDIN(3 MARCH 31,2000
NET INCOME(LOSS)FROM OPERATIONS 396,427,16
SOURCES OF FUNDS;
DECREASE IN PREPAID$ 2,700 89
INCREASE IN ACCRUED PAYROLL 203.46
INCREASE IN ACCTS PAYABLE 18,281.92
INCREASE IN PROPERiY TAX pAYABLE 12,163.13
DECREASE IIV ACCT3 RECEIVABLE 3,388.21
TOTAL SOURC�S�F FUND$ 433.144.57
USES OF FUND$;
DECREASE IN 5ECURITY DEPOSITS 3,666.00
INSURANCE SETTLEMENT 23,105.14
� DECREASE IN DEFERRGD OORM REVENUE 108,800.00
INTERCO TRANS FERS 66,9 89.53
TfZ4NSFER TO COLONY LODGING 48,500.00
INGREASE IN DEFERRED SCHOLARSHIP FUND 12,211.OD
TOTAL USES OF FUND$ 260,473.67
, NET INCREASE(DECREASE)IN CASH �
CASW ACCOUNTS:
BALANCE AT OBl31199 BALANCE AT Q3131/00
' DEP031TORY-FNB CURRENT 49,185.88 7,609.07
REPLACEMEN7 RESERVE-TCB 23,173.24 16,783.88
• OPERATING-TCB (43,858.02) 161,64334
� DEPOSITORY-TCB CURRENT 65.783.42 81,021.01
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 94,266.30 266,957.20
NET INCREAS�(DECftEASE)� �
P �
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OCT-18-00 03:31 PM TOWN OF WESTLRKE 817 4301812 P.03i07
T,S.H,C,•CQLONY APARTMENTS
COM9INED STATEMENT OF SOURC�
AND APP�.I4ATIONS OF FUNDS
FOR THE PERIOD ENDINO FEBRUARY 29.2000
NET INCOME(LOSS)FROM OPERATIONS 57,639.02
SOURCES OF FUNDS:
INCREASE IN PR4PERTY TAX PAYABLE 8,547.47
INCREASE IN ACCTS PAYABLE 3,938,16
INCRERSE IN OYHER PAYABLES 592.69
INSURANCE SETTLEMEMT 34,104,02
DECREASE IN PREPAIDS ��•69
TOTAL SOURCES OF FUNDS 105,848.05
USES OF FUNDS:
IN7ERC0 7RANSFERS 10,362.60
DECREASE IN SECURITY DEPOSITS 1,400.00
INCRFASE IN ACCTS RECEIVABLE 7,882.g5
DECREASE IN DEFERRED DORM REVENUE 21,600.00
TOTAL USES OF FUNDS 35.245.55
NET INCREASE(DECRE45E)IN CASH �
� CASM ACCOUNTS:
BALANCE AT 01/31/00 BAIANCE AT 02/29/00
DEPOSITORY-FNB CURRENT 8,728.58 ' 7,897.62
REPLACEMENT RESERVE-TCB 5,753.57 11,263.28
OPERATING-TCB 109,089.98 65,639.89
, �EPOSITORY-TCB CURRENT 76,852.53 196,524.37
' DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 " 0.00
TOTALS 200,522.66 271,125.16
NET INCREASE(CECREASE)�
OCT-18-00 93:31 PM TOWN OF WESTLAKE 817 4301812 P.02i87
T.S.H.C.•COL4NY APARTMENTS
COMHINE{7$TATEMENT OF SOURCE •
ANQ APPLICATIONS OF FUND$
YEAR T�DATE ENDING FEBRUARY 29,2000
NET INCOME(LOSS)FiZOM OPERA710NS 335,192.57
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 1,732.00
IN4REASE IN PROPERTY TAX PAYA9LE 3,615,88
INCREASE IN OTHER PAYABLES 392's9
DECREASE lN ACCTS RECEIVA�LE 5,050.30
TOTAI SOURCES OF FUWDS 346,183.30
USES OF FUNpS:
DECREASE IN SECURITY DEPOSITS 6,188,00
DECREASE IN ACCRUEC�PAYROLL �2e'2�
DECREASE IN ACCTS PAYABL� 10.931.99
DECREASE IN dEFERRED DORM REVEHUE 85,200.00
INTERCO TFtANSFERS 46,262.20
IN3URANCE SETTLEMENT ���22'98
INCREASE IN DEFERRED SCHOLARS}'11P FUND �2�2�1'00
TOTAL USES OF FUNDS 169,344.44
NET INCREAS[(DECREASE)IN CASH �
CASH ACCOUNTS:
BALANCE AT 08131l99 BALANGE AT 02129/00
DEPpS�TORY-FNB CURRENT 49,185.86 7,897.62
REPLACEM�NTRE5ERVE-TCB 23,173.24 , 11,283.28
1 OPERATING-TCB {43,956.02} 55,638.69
�EPOSITORY-TCB CURRENT 65,783.42 196,b24.37
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.0� U.OD
TOTALS ' B4,2B8.90 271.12fi.1fi
. NET INCREA5E(DECREASE)�
OCT-18-00 03:32 PM TOWN OF WESTLAKE 817 4301812 P.03i07
� T.S.H.C.•UNIVERSITY TOINER
GbMBIN£D STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
F4R THE PERIOD ENDING FEBRUARY 29,2000
NET INCOME(LOSS)FROM�PERATiONS 238,282.02
SOURCES OF FUNDS:
INCREASE IN ACCTS PAVABLE 57,624.63
OHCRFASE IN PI2EPAID RENTS(COLONY) 21,6�0.00
INGREASE IN PROPEf�7Y TAX PAYABLE 11,702.90
DECREASE IN INVENTORY 518.37
INTERQQ TRANSFERS 13,209.01
DECREASE IN PREPAIDS 9,382.77
EMPLOY�E ADVANCE 97.28
TOTAL SOURCES OF FUND$ 352,594.98
USES OF FUNDS:
DECREASE IN$ECUf21TY DEPOSITS 681.31
INCREASE IN ACCTS RECEIVABLB 57,274.99
DECREASE�N I?EF�RRED DORM INCOME 333,876.04
TOTAL USES OF FUNDS 391,841.34
NET INCREASE(DECREASE)IN CASH �
CASH AGCOUNT3:
, , BAIANC�AT ot/311oo BALANCE AT 02/29f00
DEPOSITORY-FNB CURRENT 33,434.01 40,321.01
DEPOSITORY-FNB EARLY 2,261.49 , 11,684.49
REPLACEMENT RESERVE-TCB 380..288.19 403.830.83
' OPERATING-TCB 894,714.86 3D8,433.01
DEPOSITORY-TCBEARLY (69,741,44) (69,627•20) �
PETTY CASH 1,600.00 1,600,00
DEPOSfTORY-TCB CURRENT 534,802.06 745,97�.67
TOTALS 1,481,358.19 1,442,112.81
N�TINCREASE(DECRE4SE)�
OCT-18-00 03:32 PM TOWN OF WESTLAKE 817 4301812 P.04i07
T.S.N,C.-UNIVERSITY TOWER
, COM8INED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDINb FEBRUARY 29,20D0
NET INCOME(LOSS}FROM OPERATIpNS 1,334,183.47 �
SOURCES OF FLINDS:
DECR6ASE IN DORM RECEIVABLE 1,1d9,498.10
OECREASE IN INVENTORY 8.579.19
DECREASE IN PREPAID RENTS(COLONY) 65,200:00
INCREASE IN RROPERTY TAX PAYA��E 6,947 81
DECREAS�IN PREPAIDS 8,248 59
INCREASE IN SECURITY DEPOSITS 1,010.69
TOTAL SOURCES OF FUNDS 2,581,888.8A
USES OF FUNDS:
DECREASE IN ACCTS PAYABI.� 33,001.3A
DECREASE IN ACCRUED PAYROLL B,BSB.BB
INTERCO TRqNSFERS 41,464.15
DECRFASE IN DEFERRE�SCHdLARSHIP FUND 36,961.00
EMPLOYEE ADVANCE 728.A5
INSURANCE SETTLEMENT 26,962.OD
DECREASE IN DEFERRED DORM INCOME 2,r57,21A•95
TOTAL USES QF FUNDS r 2,902,993.57
NET INCREASE(DECREASE)IN CASH + �
QASH ACCOUNT$•
BALANCE AT 08l31/99 BALANCE AT 02/29100
' DEPOSITORY-FNB CURRENT 69,606.42 40.321.07
DEPOSITORY-FNB EARLY 373,733.70 11,584.49
REPLACEMENT RESERVE-TCB 388,453.91 403,830.83
OPERATING-TGB 44,527,54 308,433.01
pEPOSITpRY-7C6 EARI_Y � 761,352.48 (89,627.20)
PETTY CASH 1,BOU.00 1,600.00
DEPOSITORY-7C8 CURRENT 126,26b.51 745,970.67
TOTAIS 1.753.439,54 1,442,112.81
NET INCREASE{DECREASE)�
OCT-1B-00 03:32 PM TOWN OF WESTLRKE 817 4301812 P.08�07
T,S.H.0•THE KORUM
COnneiNeo SrA7�MENT OF SOURCE
AND APPLICATIONS OF FUN�S
FOR THH PERIOD ENDING F��RUARY 2B,2000
NET INCOME(LOSS)FROM OPERATIONS 8,84p,40
SOURCES OF FUNDS:
INCREASE IN ACCTS PAYABLE 11,573.56 �
INCREASE IN PROPERTY TAX PAYABLE 2,421 82
D�CREASE IN INV�N70RY 1,994 60
DECREASE IN PREPAIDS 3.854.75
DEGREASE IN OORM REGEIVABLES 53,521.11
TOTAL SOURCES OF FUNDS 80,006 34
USES OF FUND3: �
' DECREASE IN D�FERRER DORM INCOME 65,954.98
INTERCO TRANSFER 18,494,72
. TOTAL USES OF FUNDS 84,448.70
NET 1NCREASE(DECREASEj IN CASH �
CASH ACCOUNTS:
BALANCEAT01f31/00 BALANCEAT02/29100 '
DEPOSITORY-�NB CURR�N7 3,937.71 ' 9,258.02 o-
DEPOSITQRY-FNB EARLY 2,091.40 3,766.40
REPLACEMENT RESERVE-TCB • (358,6B3.B6) (358,683.88) ` .
� OPERA7ING-TCB 234,848,37 152,509.70 .
DEPOSITORY-TCB CURRENT (141,769.00} (70,169.00)
DEPOSITORY-TCB EARLY 141,999.71 141,999,71
PE77Y CASH 0.00 a.00 '
i
TOTALS (116,875.67) (12t,319.03)
NETINCREASE(DECREASE)-
`
� '
OCT-1B-00 03:32 PM TOWN OF WESTLAKE 817 4301812 P.06/97
T.S.H,C,•THE FORUM
COMBINED STA7EMENT OF SOl1RCE
AND APPLICATION3 OF FUN65
YEAR TO DATE EN�INR FEBRUARY 29,2000
NET INCOME(LO55)FROM OPERATfpN$ 18,422.22
SOURCES OF FUNp$;
DECREASE IN Pf2EPAIDS 3,039.04
DECREASE ItJ�ORM RECEIVABLES 257,832.65
TOTAL SOURCES OF FUNDS 279,393.91
USES OF FUNDS;
DECREASE IN ACCTS PAYABLE 8,870.78
DECREASE IN ACCRUED PAYROLL 1,588.51
DECREASE IN PROPERTY TAX PAYABLE 682.55
INTEftCO TRANSFER 20.790.91
OECREASE IN DEFERRED DpRM INCOME 432,589.80
INCREASE IN INVENTORY 1,153.61
INSURAt�10E SE1"fLEMENT 53,295.00
707AL US�S OF FUNpS s�6,968.96
NET INCRF�SE{D�GR�AS�)IN 4ASH -
CA3H ACCOUNTS: -
BALANCE AT OBl31199 BALANCE AT 02/28/00
OEPOSITORY-FNB CURRENT = ' 9,058.08 8,258.02
, DEPOSITORY-FN8 EARLY , 97,174.BB 3,766.40
REPLACEMEMT RESERVE•TCB (343,se3.e6) {359,683.86)
OPE{iA71NG-TCB 102,876.41 152,509.T0
�EPOSITORY-TCB CURRENT (57,169.00) (70,169.00)
' DEPOSI70RY-TCB EARLY 301,999,71 141,999.71
' PETTY CASH 0.00 0.00 '
TOTALS 116,256.02 (12�.319.03)
NETINCREA5H(DECRBASE)�
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' T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING APRIL 30,200Q
. �. ., . 1
NET INCOME(LOSS)FROM OPERATIONS a0,a9i.5g
SOURCES OF FUNDS:
INCREASE IN PROPERI�'TAX PAYABLE 8.547.47
INCREASE IN ACCTS PAYABLE 30,184.T4
DECREASE IfV ACCTS I2ECEIVA9LE 6,669.65
INCREASE IN ACCRUED PAYROLL 64i.83
DECR�AS�IN PF2EPAIDS 968.88
TOTAL S�URCES OF FUNDS 127,603.96
USES OF FUNOS:
1NTERCO TRFlNSFERS 19,498.60
TRANSFER TO COLONY LODGING 106,000.00
DECREASE IN DEFERRED DORM REVENVE 21,60�.OD
TOTAL USE5 OF FUNPS 147,09B,6D
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
- BALANCE AT 03I31/00 BAI.ANCE AT 04130/00 .
DEPOSITORY-FNB CURRENT 7,809.07 7,863.7A
REPLACEMEMT RESERVE-TC8 16,783.88 22,314.03
OPERATING-TCB 181,543.24 151,739.44
DEPOSITORY-TCB CURRENT 81,021.01 65,445.31
DEPOSITORY-TCB EARI.Y 0.00 0.00
PETTY CASH 0.00 O.DO
TOTALS 266,957.20 247,362.58
NET INCREASE(DECREASE)
u�i-ie-nn nY:oo rii iuwn ur wca��Hrcr car wana�ic r.n«iY
T,S,H.C.-COLONY APARTMENT5
COMBINED STATEMENT OF SOURCE
AND APPLIGATIONS OF FUND3
YEAR 70 CATE�NDINO APRIL 30,2000
NET INCbM�(LOSS)FROM OPERATIONS 476,918.74
SOURCES OF FUNDS:
D�CREASE(N PREPAIDS 3,669.38
INCREASE IN ACCRUED PAYROLL 845.29
INCREASE IN ACGTS PAYABLE a8,a66.e6
INCREASE IN PROPERTY TAX PAYABLE 20,710.80
DCCREASE IN ACCTS RF:CEIVABLE 10,037.86
TOTAL SOVRCES OF FUtJDS 5G0,6A8 53
USE5 OP FUNDS:
DECREASE IN SECURITY DfiPOSITS 3,666 00
INSURANC�SETTLEMENT 23,105.14
DECREASE IN QEFEF2RED DORM REVENUE 12B,40D.00
INTERCO TRANSFERS 85,688,13
TR,4NSFER To CbLONY LODOING 154,500.00
INCRF�ISE IN D[FERREC)SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS 407,572.27
NET INCREASE(DECREASE)IN CASH
CASH ACC�UNTS: -
BALANCE AT 08/31/99 BALANCE AT 04130100
DEPOSITORY-FNB CURRENT 49,185.66 7,863.78
REPLACEMFNT RES�ftVE-TC� 23.173.24 22,314.03
� OPERATING-TCB (43,858.02) 151,739.44
DEPOSITORY•TCB CURRENT 65,7B3.A2 • 65,445.31
DEPOSITORY-TCB EARLY 0.00 0.00
P�TTY CASH O.DO 0.00
TOTAI.S 94,z86.30 247,362.5fi
� NETINCREASE(DECREASE)
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' T,S,H.C.-UNIVERSITY TOWER
COMBINED 6TATEMENT OF SOURCE
AND APPLICATIONS OF FUNDs
• FOR TFIE PERIOD ENDING APR1L 3Q,2000
NET INCOME(LO5S)FR�M OPERA710NS 274,208.21
SOURGE50F F'UNOS:
OECREASE IN PREPAID RENTS(COI.ONY} 21.G00.00
INCREAS�IN PROPERTY TAX PAYABLE 11,702,80
DECREASE IN INVENTORY 1,387.16
INTERGO TRANSFEf2S Z0,736,15
INCREASE IN ACCRUED I'AYROLL 9•�82•iZ
DECREASE IN PREPAIDS 9�362•��
EMPLOYEE A�VANCE 97.26
TOTAL SOURCES OF FUNDS 348,877,57
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 23,818.fi7
INCREAS�IN ACCTS REC�IVABLE 331,865.44
DECREASE IN S[CURITY DEPOSITS 96.05
DECREASE IN D[FERRED DORM INCOME 143,579.f5
� TO7AL USES OF FUNOS 489,349.31
r NET INCREASE{DECREASE)IN CASH
'r . .. . .
CASH ACC4UNT3� •
BALANCE AT 03131l00 BALANCE AT 04130/00
DEPOSITORY-FNB GURIZENT 28,082.13 10,169,56
DEPOSITORY-FNB EARL.Y 32,009.48 54,837•37 • '
9 REPLACEMEP�T RHSERV�-TCB 423,412.65 443,028.83
� OPER.4TING-TCB 381,328.54 � 302,614.62 '
�EPOSITORY-TCB EARLY (48,502.6fi) (69,478.A9)
PET7Y CASH 1.BQ0.00 1,600.00
DEPOSITORY-TCB CURRENT 521,715,99 405,283.71
TOTALS 1,298,827.34 1,748,155.60
' - ' N6TINGREASE(DECREASE)
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T.S.H.C,-UNIVERSITY TOWER
COMBINED STATEM�NT OF SOURCE
AND APPLIGATIONS OF FUNDS
YEAR TO DATE ENoING APRIL 30,2000
NET INCOME(�055)FROM OPERA7IQN$ 1,868,472.94
SOURCEb OF FUNDS�
DECREASE IN DORM RFGEIVA9LE 684,352 51
DECREASE IN INVENTbRY 21,888.05
�ECREASE IN PFtEPAID RENTS(COLONY) 128,400.00
INCREASE IN PROPER7Y TAX PAYA6LE 30,353.61
DECREASE IN AREPAI�S 26,97A.13
INCREASE IN ACCRU�Ci PAYROLL 16,886,94
INCREASE IN SECURITY DEPOSITS 1.566.AB
TOTAL SOURCES OF Fl1NDS 2,778,474.67
USES OF FUNOS•
DECREASE IN ACCTS PAYABLE 95,365.04
� INTERCO TRANSFERS 20,132.00
dECREASE IN pEFERRE'D SCHOLARSHIP FUND 36,9fi1.00
EMPLOYEE ADVANCE 534.93
INSURANC�SE'17LEMENT '26,962A0
DECREASE IN DEFERRCD DORM INCOME 3,2o3,Bo3.sa
TOTAL USES OF FUNDS 3,383,758.61
i
` NET INCREASE(DECREASE)IN CASFi
CASH ACCOUNTS:
BALANCE AT OB/31/99 BALANCE AT OAI30100
� OEPOSITOFZY-FNB CURRENT 59,506.A2 10.189.58
, DEPOSITORY-FNB EARLY 373,733.70 54,837.37
REPLACEMENT RESERVE-TCB 386,453.91 �443,028,83
OPERATING•TCB 44,527.54 302,514.62
DEPQSITOftY-TC9 EAF2LY 761,352.46 (69,478.a9)
PETTYCASFI , 1,600.00� 1,600.00
DEPOSITORY-7C6 CUFZREN7 128,265.51 405,2A3.71 �
TOTALS '1,753,439.54 � 1,748,155.60
NETINCREASE(DECREASE}
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T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
ANb qPPLICATIONS OF FUNDS
FOR TH�PERIOD ENDING APRIL 30,2000
NET INCOME(LOSS)FROM OPER,4TIONS 11,188.61
SOURCES OF FUNOS:
INCREAS�IN ACCRU�p PAYROLL 2,552.15
INCREAS6 IN PROPERTY TAX PAYABLE 2,421.82
DECREASE IN INVENTORY 1,385 23
DECREASE IN PREPAIDS 1,640.b6
TOTAL SOURCES OF FUNDS 19,188.57
USES OF FUNDS: �
DECREASE IN DE�ERREI)UORM INCOME 3fi,530,96
�ECREASE IN ACCTS PAYABLE 1,612.38
INTERCO TRANSFER 1.237.fi8
INCREASE IN DORM RECEIVABLES 93.�23 ta
TOTAL USES�F FUNDS 72,504.03
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
' • • BALANCE AT D3/30100 BALANCE AT 04/30l00
DEPOSITORY-FNB CURRENT 7,864.28 2,053.61
DEPOSITORY-FNB fiARLY 4,766.40 6,868.40
REPLACEMENT RESERVE:-TC8 (358.683 86) (358,683.86)
OPERATING-TCB 276,209.09 276,804.30
DEPOSITORY-TCB CURF2ENT (230,189.00) (210,169.OD)
� DEPOSITORY-TCBEARLY , 141,999.71 77,999.71
. PETTY CASH 0.00 0.00
TOTALS (158,69338) (211,328.84) _
NETINCREAS�(DECREASE)
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T,S.H,C.-THE FORUH
BALANCE SHE�T
APR30,�tl
................ PERIOU TO�ATE .............................-�---�� YEAP TO baTE ...... .... ....,
Actual X Budget X Actual k Budpet k
ASSETS:
CUARENT 1SSET5:
.........................
DEVOSIT�IST NA1L-CURRENT •SB10.67 .OU .00 .00 2053.61 .90 .00 .00
(ASH CLFARING .00 .00 .00 .00 .00 .00 .00 ,00
UEPOSI7•15T NATL•EARLY 2300.00 .00 .00 .00 6866.4U ,OQ .00 ,00
RfPLACE RES. ACCT.•T.L.B. .00 .00 .OD .00 •35Q6B3•B4 •00 .00 .00
OPERAtING atC -TLB 995.21 .00 .00 .00 2Y66o4.30 .60 .00 .40
�EPO51T•7.L,9 •GURRENT 20p00.00 ,00 .00 .00 -210169•00 ,00 .00 .0�
UEPUSIT•T.L.B.•CMLY -70060.00 .40 .00 .00 71999.71 .UO .00 .00
PETfY CASH .06 .Oa .00 .00 .00 .60 .00 .00
fASH • CHAHGE FNCNINE .00 .00 .00 ,00 00 .00 .00 .00
ppRN LONTRAGT REL 00/Oi 46156.fi7 .00 .00 00 109352.10 .00 .00 .00
DOR�t[TRLT P�G. 99/00 -17033.53 .00 .00 .00 11022.67 .00 .OD .00
DONH CTRLT. REL. 97l98 .00 .06 .00 .00 26352.37 .00 .00 .00
pORH AEC. 9S/97-FORUH .00 .00 .00 .00 fi5i3,49 .OU .00 .00
DONti REC. 95/96�FOHUH .00 .OQ .00 ,00 2620.90. .00 •D� •aa
DORM GONTMC7 REL.•98l99 .00 .00 ,00 00 27932.19 .00 .00 .00
INVENTORY • FOOU•FORIIN •1385.23 .00 .00 .o0 4251.12 .00 .00 .00
fREPAID [NSURhNCE•FORUM •1640.66 .00 .oa .00 .00 .00 .�0 ,00
' .............. ....... .�---�-----... ....-... ..-----•------ --�---- ..._...,. .... .......
TOTAL LURRENT ASSETS: •2321A,21 .00 .00 .00 •21283.36 .00 .00 .DO
PROP. PLANT d EQUIPTMENf:
... .....................
BUSLUINGS/IMPROVEHENTS ,OU .00 .00 .00 2460000.00 .00 .DO OD
ALCUM�EPREC • BLDG•FORUM ' .00 .00 .00 .00 •66927.46 .UO .00 .00
PERSONAL GRDPERIY .00 .00 .00 .00 157560.72 .0a ,00 .0�
att oEPR�PERSONAL AIOP .00 .00 .00 .00 •125E0.98 .�0 � .OQ .0�
nntHIHE b EOIIIPMENT .00 .00 .00 .00 .00 .00 .00 .04
ACCt1M�EPR - FNCfI 6 EOUIP .00 .00 .00 ,00 .OP .Oo .00 .OD
FUANfTl1RE 6 FI%TIlRES .00 .00 .00 .00 .00 .00 .00 .OD
ACNM�EPR • FURN 6 FIIf .00 .00 .00 .00 .00 .00 .40 .00
u�Nb•FORUM .00 .00 .00 .00 400000.00 .00 .00 .�D
---��----•�--- -----• .............. �------ ......-�-�---� --.... .............. .......
TOTAL P.P E E: .00 .00 .00 .00 2944052.28 .a0 op .06
OTHER ASSETS:
..............•-•--......
- OUE fqOM TOWEa 1237.55 00 OQ ,00 5178.3fi .00 .Qa .09
SUSPENSE .00 .00 .OU .U� .00 ,DD 00 .OD
u�i-ic-nn nti:o7 rii �uwn ur w�a��Nnr aar 4�niaic r.nr�iv
� . T,S.H.C.•UNIVER517Y TOWER •
CQMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNOS
FQRTH�PERI00 ENDINO MAY 31,2000
NET INGOM�(I,OSS)FROM OPERATIONS (97.801.53)
SOURCES OF FUNOS: �
DECREASE IN PREPAID RENTS(COLONY) . 21,600.00
D�CREASE IN INVENTORY 3,036.75
INCREASE iN SECURITY DEPOSITS 2,061.51
INCREASE IN DEFERRElS DORM INCDME 652,910.45
INCRE45E IN ACGTS PAYABLE 28�98Z,�9
�MPLOYEE ADVANCE 9�•2s
TOTAL SOURCES OF FUIJDS 610,888,63
USES OF FUNDS:
INTERCO TRANSFERS 7,637.83
INCREASE IN AGGTS RECEIVABLE 722,969.03
INCREASE IN PREPAIDS 74,610.25
DECREASE IN PROPERTY TAX PAYABLE 5e,51a.4a
DECREASE IN ACCRUEC�PAYROLL 521.45
DECREASE IN N/P-BANK OF TEXAS 5,450.56
TOTAL USES OF FUNDS eo3,703.56
• NET INCREASE(pECREA5E)IN CASH .
CASW ACCOUNTS:
BALANCE AT 04/30l00 BALANCE AT 05/31100
DEPOSITORY-FNB CURRENT 10,169.56 26,758.75
DEPOSITORY-FN9 EARLY 6A,937.37 34,703.37
REPLACEMENT RESERVE-TC6 443,028.83 382,5d4.29
OPERATING-TCB 302,61A.62 15�,368.22 '
DEPOSITORY-TCB EARLY (69,478,49) �5,670.43
PETTY CASFi 1,600.00 1.800 00
DEP05170RY-TCB CURRENT 405,283.71 343,893,61
70TALS 1,148,155,fi0 955,338.87
N�T INCREASE(R�CREAS�)
u�i—ao—nn na:nn rri �uwn ur w�ai�nn� aa! YJtl101G � Y.tlC/lY
7.S.H.C.-UNIVERSITYTOWER
COM6INED STATEMEN7 OF SOURCE
AND ApPLICATIONS OF FUNDS
YEAR TO DAT��NPINO MAY 31,2000
NET INCOME(LOSS)PROM OPERATIONS 1,770,671.41
SOURCES OF FUNDS:
• DECREASE IN INVENTORY 24,724 80
DECREASE IN PREPAID RENTS(COLONY) 160,000.00
DECREASE IN PREPAIDS 12,383.68
INCREASE IIY ACCRUED PAYROLL 16,145.49
INCREASE IN SECURI7Y DEPOSITS 3,62B.U0
TOTAL SOURC�S OF FUN6S 1,977,533.58
US�S OF FUNDS:
D�CREASE IN ACCTS PAYABLE 86,189.33
DECREASE!N PROPERTY TA7(PAYABLE 28,160.83
INCREASE IN pqRM RECEIVABLE 38.616.52
IN7ERC0 TF2ANSFERS 21,789.83
DECREASE IN DEFERRE�SCHOLARSHIP FUND 36,961.00
EMPLOYEE ADVANGE 832.19
INSURANCE SETTLEMENT 26,962.00
DECREAS�IN N!P-BANK OF 7EXA5 5,450.56
DECREASE IN DEFERRED DORM INCOME 2,550,893.19
- TOTAL USES OF FUN�5 . , 2,775.634.d5
NET INCREASE(DECREASE)IN CA5F1 ,
CASH ACCOUNTS: •
BALANCE AT 08131/99 BALANCE AT 05(31/00
DEPOSITORY-FN8 CURRENT , 59,506.42 2fi,758.75
DEPOSITORY-FNB EARLY 373,733 70 34,703 37
REPIACEMENT RESE�RVE-TC8 388,453.97 , 382,544.29
OPERATING-TC6 44,527,54 ' 150,3BB.22
DEPOSI70RY-7CB EARLY 781,352.48 15.670.a3
PETTY CASH 1,600.D0 1,600,00
DEPOSITORY-TCB CURRENT 126,285.51 343,693.89
TOTALS 1,753,439.54 955,338.67
NET INCREASE(�ECREASE)
u�i-ie-nn na:nn rri iuwn ur WCbILHKt cir v aic ' r.ny�iv
.,� • °
/ � •
' T,S.H.C.-COLONY APARTMENTS
COMBINED 5TATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDINO MAY 31,2000
NET INCOME{LOSS)FROM OPERATION5� 39,828.73
SOURCES OF FUNDS:
INGREASE IN ACCRUE6 PAYROLL 766.78
PECREASE IN PREPAID6 1,250.00
TOTAL SOURCES OF FUNDS 41,843.51
USES OP FUNDS:
INTERCO TRANSFERS 1Y,057.22
DECREASE IN SECURITY DEPOSITS 1,150.00
DECRFI�SE IN PROPERTY TAX PAYA�LE 3,A92.37
INCREASE IN ACCTS RECEIVABLE 8,92B.4B
INSURANCE SETTLEMENT 2,000.00
DECREASE IN ACCTS PAYABLE 28,027.85
DECREASE IN�EFERRED.DORM REVENUE 2i,600.0�
TOTAL USES OF FUNDS 62,255.92
NET INCREASE(OECREASE}IN CASH �
CASH ACCOUN7s
' BALANCE AT 04/30100 BAIANC�AT 0513�/00
OEPOSITORY-FNB CURRENT 7,863.78 12,757.44
REPI.AGEMENT RESERVE-TCB 22,314.03 7.820,32
OPER.4TING-TCB 151.739.44 143.512 11
DEPOSITORY-TCB CURR�NT 65,R45.31 42,880,23
DEPOSITORY-TCB ERRI_Y �.00 0,00
PETTY CASH 0.00 0,00
TOTALS 247,3fi2.56 206,950.15
. NETINCREASE(DECREASE)
UVI-1G-tltl tl�:tltl YI'I IUWN VY WtbILHKt tllf 4Jtl1tl1L Y.ltl/14
T.S.H.C..COLONY APARTMEMTS
COMBfNED STATEMENF OF 30URCE
ANG APPLICATIONS OF FUNOS
YeAR TO OAT�ENDtNQ MAY 31,2000
NET 1NCOME(LOSS)FROM OPERATI6NS 516,745.4�
SOURCES OF f'UNpS:
DECREASE IN PREPAIDS 4,9i9,38
INCREqSE IN ACCRUED PqYRpI�L 1,6t2.07
INCREASE IN ACCTS PAVABLE 20,438.81
INCREASE IN PROPERTY TAX PAYABLE 77,218.23
OECREASE 1N ACC7S RECEIVABLE 1,109.38
TOTAt 90URCES OF FUNDS 562,043.34
USES OF FUNDS:
DECREASE IN S�CURITY'DEPpSITS 4,818.00
INSUR.4NCE SEl7LEMENT 25,�p5.14
DECREASE IN DEFERREIJ DORM REVENUE 150.000.00
INTERCO TRANSFERS 102,745.35
TR4NSFER TO COIONY I.O�GING 154,500.00
INCREASE IN�EFERf��D SCHOLARSHIP FUND 12,271.00
TOTAL USES OF FUNDS 449,379.A9
NET INCREASE(DECR�A$E)IN CASH
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT O5/31100
DEPOSI70RY-FNB CURRENT 49,185.88 12.757.49
REPLACEMENT RESERVE-TCB 23,173.24 7,820.32
OPERATING-TCB (43,856.02) 143,512.71
� DEPOSITORY-TCB CURREN7 65,783.42 42,980.23
DEPOSITORY-TCB EARI.Y O.dO 0.00
PETTY CASH � 0.00 0.00
roTALS 94,286.30 � 2as,sso.ls
.
NET 1NCREASE(�ECREASE)
u��-ic-nn ea:nn rri iuwn ur WCbILHKC cir 4enicic r.aa�iY
' ' T.S.H,C-THE FORUM I
COMBINED STATEMENT OF SOURCH
AND APPLICATIONS OF FUNDS
FOR THE PERIOD�NDIN�MAY 31,2000
NE7INCOME(LO55}FROM QPERATIONS (31,33821)
SOURCES OF Fl1NDS;
DECREASE IN INVENTORY 164.58
INCREASE IN DEFERRED DORM INCOME 69,669.36
TOTAL SOURGES OF FUNDS 39,OB6.73
USES OF FUNDS'
DECREASEIN ACCRUED PAYROLL 3693�
DECREAS�IN ACGTS PAYABLE 1,OB9,6>
DECREASE IN PROPERN TAX PAYABLE 12,109.83
INT�RCO TRANSFER 3.216.67
INCREASE IN PREPAIDS 1,917.32
INCREASE IfV DORM RECEIVA@LES 83,922.38
TOTAL USES OF FUNDS 102,625.77
NET INCREASL(PEGREASE)IN CASH •
CASHACCOUNTS
BALANGE AT 04/30/00 BALANCE AT 05/37/00
DEPOSITORY-fN6 CURRENT 2,053.61 1.888 81 .,
DEPOSITORY-FNS EARI.Y 6,866.40 a,aa2 ao
REPLACHMENT RESERVG•TCB (358,683.86) (358.fi83.86)
OPERATING-TGe 276,6D4.30 245,885 66
DEPOSITORY-TCB CURREWT (210,168.00) (250,169.00)
DEPOSiTORY•TC6�ARI_Y ` 71,989.71 81,999.71
PETTY CASM 0.60 0.00 �
TOTALS (217,328.84 (274,858.28) _
NETINCREASE(DECREASE)
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T.S.H.G.-THE FORUM
COM8INED STATEMEN7 OF SOURCE
AND APPLIGATIPNg qF FUND3
YEARTO�ATE ENDING MAY 31,2000
NET'INCOME{LOSS)FROh1 OPERA710NS 6,879.96
SOl1RCES OF FUND$•
+ DECREASE IN PR�PAIPS 4,403.04
INCREASE IN ACCRUED PAYROLL 3.705.93
DECREASE IN INVENTOFY 3,863.17
'� DECREASE IN pqRM RHCEIVABLES 133,751.13
TO7AL$OURC�$OF FUND$ 152,603.23
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 14.848.31
DEGREASE IN PROPERTY TAX PAYABLE 7,948.34
INT�RCO TRANSFER 8,395.03
, DECREASE IN DEFERRED DORM INCOME 459,230.85
INSURANCE SETTLEMENT 53,295.00
TOTAL USES OF FUNDS 543,717.53
NET INCREASE(DECR�ASE)IN CASN
' CASH ACCOUNTS:
v ' BALANCE AT 08131199 BALAMCE AT 05/31/00
. DEPOSITORY-FNB CURI2ENT 9,058.08 • 1,6fi6.e1
DEPOSI70RY•FNB EARLY 9y,174.66 R,442.40
REPLACEMENT RESERVIS-TCB (343,883.88) (358.683.86}
OPERATING•TCB 102,876.41 245,895.6fi
DEPOSITO RY-TCB C URRENT (51,769.00) (250,169.00)
DEPOSITORY-TCB EARI.Y 3�1,999.71 81.999.71
PETfY CASH � 0.00 ' 0.00
TOTALS • 116,288.02 {z74,B58.28J
NET INGREASE(DECREASE)
u�i—ac—nn na:ni rr� iuwn ur wta��Hnr �if YJG1tl1L r.ioiav
� T.S.H.C.-UNIVERSITY T01M1�ER
COMBINED STATEMENT OF SOURC�
AND APPLICATIONS�F FUNbS
FUR THE P�fi14D ENDING JUNE 30,2000
NET INCOME{LOSS)FROA1 OPERA710NS ��99•��B�Z3�
SOURCES OF FUNDS:
INCREASE IM PROPERIY TAX PAYABLE 11��aZ,9�
INCREASE IN DEFERRED DORM INCOME ' 1,�46,086.0�
EMPLOYEE ADVANCE 145.09
TOTAL SOURCES OF FUNDS 658,�68.56
USES OF FUNOS:
INTERCO 7RANSFERS 2,112.55
DECREASE IN SECURITY DEPOSITS ��•�
INCREASE IN ACCTS RECEIVABLE 9s,o6e.16
lNCREASE IN PREPAIDS 1,847 25
^ INCREASE IN INVENTORY 170.66
DECREA3E IN ACCRUED PAYROLL 22,802.17
DECREASE IN ACCTS PAYABLE 84,241.04
DECREASE!N N/P-BANK OF TEXAS 5,486.45
TOTAL USES OF FUNDS 212,868.29
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 05/31/DO BALANCE AT 46(30/0D
DEPOSITORY-FNB CIJRRENT 24,B93.78 83,292.69
P�pO51TORY-FNB�ARLY 3d,703.37 331,646 03
y REPLACEMENT RESfiRVE-TCB 392,54429 360,085.86
OPERATING-7CB 154,368.22 325,617.33 •
DEPOSITORY-TCB EARLY 15,670.43 154.999.84 •
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 343,693.61 342,152.13
707ALS 953,473,70 1,599,373.98
NET INCREASE(DECREASE)
P.14/14
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�0 09=42 RM TOWN OF WESTLAKE 817 4301812 P.01
MEETING NOTICE
Texas Student Housing Authority/Texas 5tudent Housing Corporation
Date: Wednesday, March 22, 2000
Time: 6:00 P.M. -DINNER WILL$E PROVIDED
Flace: Southlake Boardroom in the Marriott SoIana
This meeting wilI be to consider new scholarship applicants.
Yes, I wi1l be able to attend.
No, I wili be unable to attend. _
Name:
R.S.V.P, to Ms. Ginger Crosswy at 817/430-0941 or fax 817/43d-1812 by
March 10, 2000,
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MAR-08-00 11=13 AM TOWN OF WESTLRKE 817 4301812 P-01/02
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MEETING NOTICE
Texas Student Housing Authority/Texas Student Housing Corporation
Date: Wednesday, March 22, 2000
Time: 6;00 P.M. -DINNER WILL BE PROVIDED
Place: Southlake Boardroom in the Marriott Solana �
This mecting will be to consider new scholarship applicants.
Yes, I will be able to attend.
No, I will be unable to attend,
Name:
R.S.V.P. to Ms. Ginger Crosswy at 817/430-0941 or fax 817/430-1812 by
March 10, 2000.
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Time : Feh-10-00 08:3fi
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Name ' .
Jab number . 551
Date . Feh-10 08:33
To . 130d99999u1u16174301812
Dacument Pases . 02
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End time . Feb-10 08:36
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G�nger Crosswy TSHC 83"1�30-1812 81'1-430-0941
�MESSAGE•
11ie a�cmaTiao canr.vncd w AnA T.ianv�iliu:d w�ih[has 4cs�mile ss
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FEB-07-00 12:49 PM TOWN OF WESTLRKE 817 4301812 P.01�02
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We are trying to schedule a trip far the Board of the Texas
Student Housing Corporation to College Station on March 4,
2000. There will be a meeting preceded by lunch with the
students, This trip will take all day and transpartation will be
provided.
Please check your calencfars and let me know as to your
availability on this date. Call 817-430-0941 or Fax to 817-
430-1812 as soon as possible. Do respond quickly since
this has to be coordinated with the people in College Station.
Thank you, -
Ginger
Yes, I will be able to attend on March 4
No, I will be unable to attend on March 4
y 1.�-(��' �/����
Name:
y
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Y;
We are trying to schedule a trip for the Board of the Texas
Student Housing Corporation to College Station on March 4,
2a00. There will be a meeting preceded by lunch with the
students. This trip will take all day and transpartation wil� be
provided.
Please check your cafendars and let me know as to your
a�ailability on this date. Call 817-430-0941 or Fax to 817-
430-1812 as soon as possible. Do respond quickly since
#his has to be coordinated with the people in College Station.
Thank you,
Ginger
Yes, I will be able to attend on March 4
No, I will be unable to attend on March 4
�`� �
Name: �
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FEB-22-00 12:09 PM TOWN OF WESTLAKE SI7 4301812 P.01/B2
�
We were unable to schedule the trip ta College Statian on
March 4t" due to the fact that Steve Ross was not in town.
We are trying to reschedule for Saturd�y, March 25t"
Transportation from the Sofana area will be furnished. The
itinerary is as follows:
9:30 a.m. Meet at University Tower, College Station
10:00 a.m. Tour properties in shuttle
11:30 a.m. Lunch with students
1:Op p,m. Meeting
Please check your calendars and let me" krtow if you can
, make the trip. Call 817-430-0941 or Fax to 817-430-9812
� �s soon as ossible,
Thank you,
Ginger
Yes, I will be able to attend on Mar. 25
No, I will be unable to attehd on Mar. 25
Name; /��0
P_02�02
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Confirmation Report—MemorySend
Time : 11-30-99 14:24
Tel line 1 :
Name .
t Job num6er . 641
Date . 11-30 14:20
Ta . 130�99999k1tl9726612354
Dacument Paaes . 05
Start time . 11-30 14:22
End time . 11-30 14:24
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Faxca.p�will..urb� JENICTiNS Se GILCHRjST ����-
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7445 Rnss Av�nu�_Su�i��20D ��"n"��a�o�.
Dal]as.Tcxas 75202 �
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Compa�ay: Mcdpren
T�I�cu iar#= 972-661-2354 Phone 9'12-661,2301 ,
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Time_ 2=10 PM 11ass_ Novemb��30 3999 Hillin M: 9999A-1 To[a1#oFPa c -�-Cover=
OCT-21-99 09:28 AM TOWN OF WESTLRKE 817 4301812 P_01
MINUTES AND CERTIPICATION
' On February i 3, 1999,the Board of Diractors(the`Board")of the'Texas Student
flausing Corporation (tite "TSF�C") convened in a public meeting at thc designated
''' meeting place in College Station,Texns. Tl�e roll of ihe duly constituted officers and
memhers of the Board wns called,which are as follows:
Name Title
James P.Carter President
Worth Dlake ViCe President
AnnetfC Dush Treasurer
br.Forrest Watson Mem6er
Charles Bradberry Member
Dr.Patsy 5harp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroil Schubert Member
Mike Farhat Mcmber
all of whom were present except Mr.Bradberry, Dr.Watson,Dr.Brooks,Dr.Gillum and
Mr. Purhat, Also present werc: Mr. Scott Bradley, Mr. Charles Hpynes, Mr. Bil!
l�avis, Mr.Steve Ross and Ms,Ginger Crosswy.
President Carter called the meetinx to order pt 2:20 p.m. and thanlced Mr. Itoss �
� Find his stuff for hosting the mceting.
There was a motion by Mr. Bluke, seconded by Mr. Schuberi, to accept the
minutcs of the meeting hald on September 17, 1998,as presented. This mntion carried
unttnimously.
Consider and take action on sn extertsion of the management contract with SSRS,
Inc. Mr.Ross and Mr.Dav;s presented the new contract to the$oard. Mr.Bradtey,
the 13onrd's legsl counsel, noted the concen�s that he had with the contract. 'T'hese
cnncerns werr negotiated betwecn the partics to everyone's satisfaction. Motion by
Ms.I3ush,seconded by Mr.Blake,to approve the new management contract with SSRS,
Inc.,with a modification made to Section 6.14 adding that a six month ad�•ance notice
must be given to the TSHC before the managament compsny may resign its c;ontract and
that tl�e Bonrd will than have the right to extznd the contraci on a month to month basis
for an addition4l six months, if necded to find a replacement. The motion carried
ununimously.
There was a lengthy discussion concerning such topics as the refund of a payment
made in error on the audit, the student's response to the Bosrd's requcst for letters
updating their progress and rewording the letters 6eing sent to thc new schularship
recipients statin�diat sny upgrade in room would be at the student's expense.
OCT-21-99 09:29 RM TOWN OF WESTLAKE 817 4301812 P_02
Mr.Bradley gave a report on the situation ofscholarship recipient Laura DeCook.
Mr. Haynes gave a report on the situation regarding tha nudit o1'the Madison
"� Ilouse property, Mr.I-Isynes was instructcd to scnd a letter rcquesting the infonnation
submitted by A.S.C.Managemant,Inc.to the Internal Revenue Service,
Motioti by Mr.Blake,sacqnded by pr.Sharp,asking Mr,Carter to prepAre a leiter
of appreciation to Mr. Ross and his managenient team. The motion earried
unanimously.
'17icre being no further business to bring before thc $oard, thc meeting was
adjourned at 3:20 p,m.
Although a quorum wAs not prasent for actions taken ut this meeting, the Board
was advised that sueh actions could become official if,subsequent to this meeting,each
absent mentber was accorded an opportunity to review the actions and unanimous consent
wus expressed by�lj absent members.
, T'he SeCxetary 8ttests that such action has been tsken and thut�]J absent members
have a}'finned,as evidenced by their signature hereon,their approval of said�tctions,
MINLlTES qppROVED AND CERTIFIED TO BE TRUE AND CORRECT and
tu correcUy reflect the duly constituted officers and members of the Board,and is hcreby
, certi fied to 6e a correet copy of an official copy thereof,on file among the ofrieial records
of the I3oard,an this the dAy of ,1999,
[SEAI.]
James P.Carter,President
A1"1'EST:
Ginger Crosswy,5ecretary
APPROVED AND ADOPTED;
Worih blake,Vice President Ted Gillum,Director
Annettr Bush,Treasurer Charies Brndberry,Director '
OCT-21-99 09:29 AM TOWN OF WESTLRKE 817 4301812 P_03
Carrol! W,Schubert,Director John Brooks,T)irector �
�r Forrest Wetson,I)irector
Mike Farhat,Direcior
Pulsy ShArp,Director
�
�
P_04
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• TEXAS STUDENT HOUSING CORPORATION
MEMORANDUM
To: BOSC,Inc.
From: Thomas Allen Moon,Finance Counsel to Texas Student Housing Corporation
Datc: August 23,1999
Subject: Descripflon of Tax-Exempt Financing of Student Housing Projecls
The Investment Opportunity
The oppomuuty exisu for high federal income tax bracket investors (the "Invesrors") to acquire
mul[ifamily housing properties and convert the cash flow generared by[hose properties to tae-exempt mcome.
This opportunity involves the identification, purchase,and resale to a governmental entity of sludent housing
property(the"Property")in exchange for a ta�c-exempt obligation(the"Tax-Exempt Obligation")issued by the
governmental enrity. Under this structure,the Investors could realize a much more attractive aRer-tax return on
their inves[ment than that afforded by the ownership of the Proper[y tluough investment in a limi[ed partnership.
Qualification as Student Housing
To qualify as student housing,a Property must be occupied exclusively by smdents,faculry members,
and/or staff of an"institution of higher education".
� Means of Sale of Property
The owner of a Property will sell a Properry to a govemmental entity in exchange for a Tax-Exempt
Obligadon that is shuctured as an installment payment obligation.
Tas-Eaempt Obligation
The Tax-Exempt Obligation tvill resemble a conventional real estate loan in which the govenmiental enpry
is the boirower and the fonner owner of the Properry is the lender. The govemmental entity will be required to
make installment payments to the owner of the Tax-Exempt Obligation as payment for thc Property. Installment
• payments(which may be made monthly,quarterly,semi-annually,or annually)will have a principal component
and an interest component,will be payable in level payments aver 30 years,and will not be subject to prepayment.
The obligation of the governmental entity to make installment payments will be a limited recourse
obligation payable only from the revenues of the Property and secured by a mortgage(the"Mortgage")on the
Property. No tax revenues or public funds of the govemmental entity will be pledged or available to pay
installment payments. ,
The Tax-Exempt Obligation and the Mortgage will contain standard lender covenants designed to protect
the security of the investment,including a requirement that lhe govemmental entity retain a private real estate
management company(the"Property Manager")to manage the Property pursuant to a management agreement
(the"Management Agreement")in order to assure proper management. The govemmental entity will covenant
' to comply with certain state and federal laws in order to maintain the tax-exempt status of the Tax-Exempt
, Obligation.
• Eapected Interest Rate an Taz-Eaempt Obligation
Since the Ta7c-Exempt Obligarion is a nonrecourse obligation,is not secured by a pledge of taxes or other
public funds,has financed 100 percent of the Property,and is not in a form that is traded in the capital markeu,
it is expected that the interest rate on the Tax-Exempt Obligation will be as much as 12 percent per annum.
Federal Taa Treatment of Installment Payments
Assuming aA federal income tax requirements are satisfied,the interest component on the Tax-Exempt
Obligation will be exempt from federal income taxes and will not be subject to the altemarive minimum tax. If
the foimer owner(seller)of the Property has a capital gain in the Property,the gain will be realized by the former
orvner on an installment basis as payments of principal are paid on the Tax-Exempt Obligalion.
Requirements for Federal Tax-Exemption
For the interest component of the Tax-Exempt Obligation to qualify as exempt from federal income
taxation,the following requiremen[s must be saGsfied:
(1) the governmental entity must be treated as the o�mer of the Property for federal income tax
purposes;
� (2) with respect to thc compensation of[he Property Manager,the Management Agreement must
• provide that at least one-half of such compensation is a fixed-fee,as much as one-half of such compensation may
be a percentage of the gross revenues of the Properiy,no part of such compensation may be based on the net
pro&u of the Property,and the total amount of such compensation must he"commercially reasonable';
(3) the tertn of ttte Management Agreement may not exceed five years except that the Management
� Agreement may be renewed and repeatedly extended if the govemmental entity and Property Manager agree to
� , such renewals and extensions;
(4) the compensation of the Properry Manager must be subject to renegotiation at intervals no less
frequently than once every'three years;and
' (5) no part of the Property may be leased to any nongovernmental entiry for any business purpose.
To assure that the govemmental entiry is freated as the owner of the Property for kvc purposes,[he
Property cannot by purcliased for a price in excess of its "fair mazket value" (as deteanined by a nationally
recoguzed appraisal firm),the projected revenues must be su[Iicient(as determined by a nationally recognized
appraisal firm)to pay all installment payments due under the Tax-Exemp[Obligation,and the interest rate on the
Ta�c-Exempt Obligation must not exceed a mazket rate(as determined by a qualified investment banking firm).
The owner of the Tax-Exempt Obligation may designate the Pmperty Manager if the Property Manager
is not owned by or related to such owner.
Acquisition of Property and/or Tax-Exempt Obligation by Investars
The Investors have tlie choice of acquiring a Property&om an existing owner and selling the Property
to the govemmental endty in exchange for a Tax-Exempt Obligation or arranging for thc existing owner to sell
the Property to the governmental enrity and then purchasing the Tax-Exempt Obligation from the owner.
O�vnership of Tax-Eaempt Obligation Cottipared with Ownership of Property in terms of Federal
Incomc Tax Effects
That portion of the net operating income(Ihe"NOI")of the Properiy that is applied to pay the in[erest
, component of tl�e installment payments payable under the Tax-Exempt Obligation is exempt from federal income
. taxadon and not subject to the alternadve minimum tax. Therefore, if the Invesrors own the Tax-Exempt
Obligation instead of an interest in a limited partnership which owns the Property,the NOI available to pay
installment paymenu to the Investors will not be subject to fedeial income taxarion(except to the eactent that the
Investors had a capital gain in the sale of the Properry to the govemmental entity).
Altematively,if the Invesrors own the Property through a limited parhiership,the NOI o£the Property
available for dis�ibution to limited partners (the Investors) will be subject to federal income taxation less
deductions for depreciation of the Property and interest on any loan pursuant to which tl�e Property is being
financed. Investors who own the Property tluough a lunited paztnership will be subject to recaphue of the
' depreciarion deductions taken by them while Investors who own a Ta�c-Exempt Obligation will not.
If the Investors sell the Property for a Tax-Exempt Obligation,the Investors will not participate in any
appreciation of the Properiy that occurs after the sale of[he Properiy. Altematively,if the Invesrors o�m the
Property as limired parmers,the Invesrors will pazticipate in any appreciation in the Property from the time such
Investors acquired a limited partnership interest unfil the interest is sold.
Table I
(Summary of Comparison of Federal Tax Effects
of
Ownership oFProperty versus Tax-Exempt Obligation)
TneotOwnn�hlpinkre�t NOIOIMbuledtelme+tar� NOIDI'klbufedtolmntan NOI➢INWotedpimenan Gainon9abMOwomWp
SuhJectbFedsnllurome EvtNkdloaOeductlonfw EntlMedmaDeducflonfor IvtererlSULJxtIoCSplhi
iavtlav Oepretlatlep lohre`IwAfortpg�Lme CalniTuaHeo
7§n•FxemptOMigaOon No No No Ya
lanihd Pumrntup Interot Ves , Ya Yn yey
Securitization as a Means of Accessing Capital Markets and Concentrating Rewards and Risks
� Through the process of securitiza[ion,an asset(such as a Tax-Exempt Obligation)othenvise not suitable
for sale in the capital mazkeu can be repackaged and sold by an investment banking firm inro the capital mazkets,
and the rewazds and risks of ownership of such asset can be concentrated in a manner that may provide the
Investors with the opportunity to achieve an after-tax retum in excess of an equity retum.
Accessine Caoital Markets
Securitizafion is the process by which an illiquid asset(such as a mortgage loan)is repackaged for the
purpose of selling such asset in the capital mazkets. Typically, the means of repackaging the asset is for the
owner to convey the asset into a special purpose vehicle(the"SPV"). Depending upon a variety of laws and
regulations relating primarily to tax,securities,and bankruptcy and accounting consideradons,the SPV may be
a grantor hvst,limited parinership,or cocporation.
If the SPV is a granror wst(the"Tmst"),the owner of the asset will convey the asset to the Trust in
' exchange for one or more classes of certificates of participaHon("COP's")to be issued by the Trust pursuant
to an Indenture. Each COP represents a proportionate ownership interest in the asset owned by the Tmst,and
amounts due thereunder are payable&om the paymenu made on such asset. The asset owned by the Trust is
held in trust for the benefit of the holders of the COP's by the trustee under the Indenhue pursuant to which such
COP's were issued.
The COP's have all the characteristics of a bond in that they aze issued in denominations of$25,000,or
integral muluples of$5,000 in excess of$25,000,6ear interest,and pay principal and interest at periods as would
' a 6ond. Tluough the process of securitization an asset(such as a moRgagc loan) can be lransformed into
securities(such as COP's)which may be sold in the capital markets.
. Concenuation of Rewazds and Risks
COP's may be issued in multiple classes and one or more of such classes may be fully or partially
subordinated in terms of the right to be paid paymenu&om the asset comprising the Trust. For example,if two
classes of COP's are issued,one being fiilly subordinated to the other,no amounts will 6e paid on the subordinate
COP's unless and until all amounts due on the senior COP's have been paid. The primary purpose for issuing
multiple classes of COP's is to make the senior class more credit-tvorthy(and therefore entifled to a lower
interest rate). The subordination will require that the subordinated COP's bear a higher yield to reflect the higher ,
risk.
As an illustration,suppose a Trust owns a mortgage loan in the amount oF$10,000,000,bearing interest
at a per annum rate of 12 percent,and issues$1D,000,000 of COP's where$7,000,000 are issued as senior
COP's and$3,000,000 are issued as subordinate COP's. In this example,the senior COP's will be entitled to be
paid all amounts due before any amounu will be paid on the subordinate COP's. The subordination has the effect
of improving the credit quality of the senior COP's and diminishing the credit quality of the subordinate COP's,
• thereby pemutting the senior COP's ro be sold with a per annum interest rate of only 8 percent. Since the interest
x rate on the senior COP's is only 8 percent,this pemuts the Tmst to pay a 21 percent per annum interest rate on
the subordinate COP's to the extent that the anticipated NOI of the Property materializes.
The effect of the senior/subordinate COP strucwre is to make the senior COP's a commodity suitable
for investment by a broad range of investors(including institutional investors)and the subordinate COP's a unique
investment suitable for investment only by sophisUcated real estate invesrors willing to assume the entrepreneurial
risks associated with rental real estate in retum for a significant potential tax-exempt yield.
Sccuritization of Taa-Eaempt Obligations �
� -
, A Tax-Exempt Obligation�ust as a mortgage loan)may be securitized using a senior/subordinate COP
. shucture. Once the Investors own a Tax-Exempt Obligation,azrangements may be made to convey the Tax-
Exempt Obligarion to a Trust and have the Trust issue senior COP's and subordinate COP's. The Investors may
� engage an investment banking fum to sell the senior COP's in the capital markets. Since the subordinate COP's -
are not suitable for sale to many non-sophisticated investors in thc capital mazkeu,the subordinate COP's will
be retained by the Investors. It is contemplated that the securiuzation of the Tax-Exempt Obligarion will take ,
place simultaneously with the sale of the Property to the govemmental entity and/or the issuance of the Tax-
Exempt Obligadon.
Underwritine Criteria for Senior COP's
The undenvriting criteria for the senior COP's is subject to negodation in each circumstance,but it is
likely that an investment banking fum,among other things,will require that(1)the principal amount of the senior
COP's not exceed 75 percent of the appraised value of the Property and(2)the annual NOI for the Property be '
approximately 150 percent of the annual debt service requirements of the senior COP's. Since the credit quality
of the senior COP's will have been enhanced in tecros of the loan-to-value rado and debt service coverages,the
interest rate on such senior COP's should be materially less than the interest rate on the Tax-Exempt Obligation.
Based on current mazket conditions and assuming 30 year level annual debt service,it is expected that the per
annum rate should not cucrendy exceed 7.75 percenL �
Terms of Subordinate COP's
The undenvriting criteria of the inveshnent banking futn will determine the maximum size of[he senior
COP's. The subordinate COP's will be issued in an aggregate principal amount equal m the principal amount oF
the Tax-Exempt Obligation less the principal amount of the senior COP's. Depending upon the price paid for the
Property,the principal amount of the subordina[e COP's will be approximately 30 percent oFthe principal amount
of the Tax-Exempt Obligadon. Assuming a 12 percent per annum interest rate on the Tax-Exempt Obligation,
• a 7.75 percent per annum ra[e of in[erest on the senior COP's, and the principal amount of the subordinate COP's
amounting to 30 percent oF[he principal amount of the Ta�c-Exemp[ Obliga[ion, the interest rate on [he
n subordinate COP's would be 21.91 percent per annum.
Comparison of Ownership of Subordinate COP's with O�vnership of a Limited Partnership Interest
The subordinate COP's and limited pazmership interests aze wmpazable in all material respects in terms
of credit risk and leverage. Generally,when a limited partnership acquires an asset the limited partners make an
equity contribution to the parMership,and taking into account both tltis equity contribution and the value of the
asset being acquired, the partnership obtains a loan to finance the acquisition of the asset. In such an
anangement, it is customary for the loan to be secured by a fust lien against the asset and for the limited
pazmership intecesu in the asset to be suhordinated to the rights of the lender. The rights of the holders of
subordinate COP's(in relation to the rights of the holders of the senior COP's)are not materially different than
the rights of the owners of limited paztnership interests(in relarion to the righu of the lender that provided a loan
to the parhiership to acquire the partnership asset).
A seniodsubordinate COP structure should be a more e�cicnt financing mechanism for investing in a
Property than a limited partnership shuchue because the cost of funds associated with the senior COP's should
be less than that for a comparable loan obtained by a limited parmership. This opportunity for a lower cost of
funds arises'because the senior COP's aze ta�c-exempt and the partnership loan is not. To the extent that the
ternis of the senior COP's are more favorable than a partnership loan,the holders of the subordmate COP's will
enjoy a larger percentage of[he NOI of an asset than would limited parMers in a limited partnership sWcture.
One disadvantage of a seniodsubordinate COP structure is that the owner of a subordinate COP does
not directly share in any appreciation in the value of the Property after the subordinate COP is acquued while the
owner of a lunited paemership interest condnues to share in any appreciation oF the value of the Property as long
as the investor owns the limited partnership interest An Imestor should compaze the value of avoiding federal
income taxarion on the NOI against the right to share d'uecfly in any appreciaGon of the Property that would
j be available to the owner of a limited pazfiership interest.
Opportunity for Owner of Subordinate COP to Share in Apprcciation of Property Indirectly
Although the owner of a subordinate COP cannot share direcUy in the appreciaGon of the Property that
occurs aRer the subordinate COP is acquired,the owner of the subordinate COP can shaze indirecfly.
Advance Refundine
Under the tax-exempt bond provisions of the federal income tax laws,the Ta�c-Exempt Obligation may "
be advance refunded. An advance refunding is the process by which the govemmental endty refmances the Tax-
Exempt Obligation by means of a second debt issue("Re£unding Debt"). By law,the proceeds of the Refunding
Debt must he placed in an escrow securing the payment of the TaY-Exempt Obligadon and be invested in triple
AAA rated govemment securiries in an amount that,without reinvestment,will be sufficient to pay all installment
paymenu on the Tax-Exempt Obligation as such payments become due. Once the escrow is established and
sufficient govemment securities are on deposit therein to pay all installment payments,the Ta�c-Exempt Obligaflon
will be"defeased." Upon the defeasance of the Tax-Exempt Obligation,the instalLnent payments will no longer
be secured by the Mortgage or any interest in the Property,but solely by the government securities on deposit
in the escrow.
CondiHons for Advance Refundine
In order to issue Refunding Debt,the Property must be perfomting in a manner that will support such
debt. Conditions that will increase the likelihood of an advance refunding are,among others,the lowering of �
interest rates,appreciation in the value of the Property,and enhanced NOI generated by the Property.
Benefits of Advance Refundine
a
, ' Once the Tax-Exempt Obligation is defeased,the senior COP's and the su6ordinate COP's would each
_ be entided to a AAA credit rating since all futwe payments due thereunder would be secured by the govemment
, securities. At that point,they may be traded in[he open mazket at a potentially substantial premium above paz.
. An approximation of the premium can be wmputed by(1)deternuning the yield on a AAA tax-exempt bond with
the same maturity as the as the remaining average life of the payments due under the COP's and(2)using such
yield as a discount factor to detemilne the present value oF the remaining stream of payments due under the
COP's. The advance refunding premium would be the amount by which the present value of the COP's exceeds
the par amount of the COP's. As an example,assume that the remaining average life of the paymenu due under
a COP is 10 years,the interest rate on the COP is 15 per cent per annum,and the yield of a AAA bond with a
10 yeaz maturity is 6.00 percent. Under these circumstances, the advance refunding premium would be 67
percen[.
Condusion
The foregoing structure presents sig�iScant opportuniues to Investors because oF the federal income
tax advantages associated with the Tax-Exempt Obligations. This structure should not only reduce the cost of
financing the acquisition of a Properiy,but could also significantly enhance the after-tax rehvn to an Investor
as compazed to the rehun offered by a conventional inveshnent in a limited pannership.
� TEXAS STUDENT HOUSING CORPORATION
MEMORANDUM
To: BOSC,Inc.
From: Thomas Allen Moon,Finance Counsel to Texas Student Housing Coiporation
Date: August 23,1999
Subject: Description of Tax-Exempt Fuiancing of Student Housing Projects
The Investment Opportunity
The oppomurity exists for high federal income tax bracket investors (the "Investors") to acquire
multifamily housing properties and convert the cash flow generated by those properties to taxcxempt income.
' This opportunity involves the identificadon, pwchase,and resale to a governmental endty of student housing
proper[y([he"Property")in exchange for a ta�c-exempt obligarion(the"Tax-Exempt Obligation")issued by the
govemmental enrity. Under this shucture,the Investors could realize a much more attractive atter-tax return on
their investment than that afforded by the ownership of the Property through investment in a limited partnership.
Qualification as Student Housing
! To qualify as student housing,a Property must be occupied exclusively by studenu,faculty members,
} and/or staff of an"institution of higher educa[ion".
i
, Means of Sale of Property
The owner of a Property will sell a Property to a govemmental enrity in exchange for a Tax-Exempt
Obligadon that is strucwred as an installment payment obligation.
Taa-Esempt Obligation
The Tax-Exempt Obligation will resemble a conventional real estate loan in which tl�e govemmental endity
is the borrower and the former owner of the Property is the lender. The govemmental entity will be required to
make installment payments to the owner of the Tax-Exempt Obligation as payment for the Property. Installment
paymenu(wluch may be made monthly,quarterly,semi-annually,or annually)will have a principal component
and an interest component,will be payable in level payments over 30 years,and will not be subject to prepayment.
The obligarion of the govemmental enriTy to make installment payments will be a limited recourse
obligation payable only from the revenues of the Property and secured by a mortgage(the"Mortgage")on the
Property. No tax revenues or puhlic funds of the govemmental entity will be pledged or available ro pay
installment paymenu.
The Tau-Exempt Obligarion and the Mortgage will contain standard lender covenants designed to protect
the security of the investment,including a requirement that the govemmental enfiry retain a private real estate
management company(the"Property Manager")to manage the Property pursuant to a management ageement
(the"Management Agreement")in order to asswe proper management. The governmen[al entity will covenant
to comply with certain state and federal laws in order to maintain the tax-exempt status of the Tax-Exempt
Obligation.
Eapected Interest Rate on Taa-Esempt Obligation
Since the Tax-Exempt Obligarion is a nonrecourse obligation,is not secured by a pledge of taxes or other
� public funds,has financed 100 percent of the Property,and is not in a focm that is traded in the capital markets,
it is expected that the interest rate on the Tax-Exempt Obligation will be as much as 12 percent per annum.
, Federal Tax Treatment of Installment Payments
Assuming all federal income ta�c requirements aze satisfied,the interest component on the Tax-Exempt
Obligation will be exempt from federal income taxes and will not be subject to the altemative minimum tax. If
the former owner(seller)of the Property has a capital gain in the Property,the gain will be realized by the former
owner on an installment basis as payments of principal are paid on the Ta�c-Exempt ObligaUon.
Requirements for Federal Tax-Exemption
For the interest component of the Ta7c-Exempt Obligarion to qualify as exempt from federal income
taxarion,the following requirements must be saasfied:
(1) the govemmental entity must be treated as the owner of the Property for federal income ta�c
pucposes;
(2) with respect to the compensarion oF the Property Manager,the Management Agreement must
provide that at least one-half of such compensaGon is a fixed-fee,as much as one-half of such compensation may
be a percentage of the gross revenues of the Property,no part of such compensarion may be based on the net
profits of the Property,and the total amount oFsuch compensahon must he"commercially reasonable";
(3) the term of the Management Agreement may not exceed five years except that the Management
Agreement may be renewed and repeatedly e�ctended if the governmental entiry and Property Manager agree to
such renewals and extensions;
(4) the compensation of the Property Manager must be subject to renegoriarion at intervals no less
frequently than once every three years;and
(5) no part of the Property may be leased to any nongovernmental endry for any business pucpose.
To assure that the govemmental entity is treated as the owner of the Property for tax pucposes,the
Property cannot by purchased for a price in excess of its"fair mazket value" (as determined by a nadonally
recognized appraisal Fum),the projected revenues must be sufficient(as determined by a nationally recognized
appraisal firm)to pay all installment payments due under the Tax-Exempt Obligadon,and the interest rate on the
Tax-Exempt Obligation must not eacceed a mazket rate(as detemiined by a qualified inveshnent banking firnt).
The owner of the Tax-Exempt Obligation may designate the Property Manager if the Property Manager
is not owned by or related to such owner.
Acquisition of Property and/or Taz-Exempt Obligation by Investors
The Investors have the choice of acquiring a Property from an eacisting owner and selling the Properiy
to the governmental enlity in exchange for a Tax-Exempt Obliga6on or arranging for the existing owner to sell
the Property to the governmental entity and then purchasing the Tax-Exempt Obligation&om the owner.
Ownership of Tax-Eaempt Obligation Compared Nith Ownership of Property in tcrms of Federal
Income Taz Effects
That portion of the net operating income(the"NOI")of tl�e Property that is applied to pay the mterest
component of the installment payments payable under the Tax-Exempt Obligation is exempt from federal income
taxation and not subject to the altemative minimum ta7c. Therefore, if the Investors own the Tax-Exempt
Obligarion instead of an interest in a limited partnership which owns the Property,the NOI available to pay
installment payments to the Investors will not be subject to federal income taxation(except to the extent that the
Investors had a capital gain in the sale of the Properry to the govemmental entity).
Alternatively,if the Investors own tt�e Property through a limited partnership,the NOI of the Property
available for distribution to limited partners (the Investors) will be subject to federal income taxation less
deductions for depreciation of the Property and interest on any loan pursuant to which the Property is being
financed. Investors who own the Property through a limited pamiership will be subject to recapture of the
depreciation deducrions talcen by them while Investors who own a Tax-Exempt Obligadon will not.
If the Investors sell the Property for a Tax-Exempt Obligafion,the Investors will not participate in any
j appreciation of the Property[hat occurs alter the sale oF the Proper[y. Alternatively,if the Investors own the
Property as limited partners,the Investors will participate in any appreciation in the Property from the time such
Investors acquired a limited partnership interest unril the interest is sold.
Table I
(Summary of Comparison of Federal Tax Effects
oF
Qwnership of Property versus Tax-Exempt Obligabon)
T�peofOwner�hiplotrrtrt NOIDIitrlbWedtolmatw� AOIUINIbukd�olmMw� NOIDINIbufeAblme+ror� CalvwSaleotOwoer�Wr
SuhJeatbFedeNIvcvve EeHlledteaDeduNavfa Eetl�kdHaDeductloefw IetnertSubJectroGpltll
Tazatloe Depra4tloa IehnRwMangageLeu CaWTavtloe
Tu-ExemplObLgaLan No No No Yn
LumkdPaN�aslupin�aat Ya � Ya Yu Yes
Securitization as a Mcans of Accessing Capital Markets and Concentrating Rewards and Risks
Tluough the process of securitization,an asset(such as a Tax-Exempt Obligation)othenvise not suitable
for sale in the capital markets can be repackaged and sold by an investment banking firm into the capital markets,
and the rewards and risks of ownersUip of such asset can be concentrated in a manner that may provide the
Investors with the opportunity to actueve an after-tax retum in excess of an equity rehun.
Accessin�Canital Mazkets
Securirization is the process by which an illiquid asset(such as a mortgage loan)is repackaged for the
puipose of selling such asset in the capital mazkets. Typically, the means of repackaging the asset is for the
owner to convey the asset into a special purpose vehicle(the"SPV"). Depending upon a variery of laws and
regulations relating primarily to tax,securities,and bankruptcy and accounting considerations,the SPV may be
a grantor trust,limited partnership,or corporauon.
If the SPV is a grac�ror trust(the"Trust"),the owner of the asset will convey[he asset to the Trust in
exchange for one or more classes of certificates of participarion("COP's") to be issued by the Trust pursuant
to an Indenture. Each COP represents a proportionate ownership interest in the asset owned by the Trust,and
amounts due thereunder are payable from the payments made on such asset. The asset owned by the Tnut is
held in uust for the benefit of the holders of the COP's by the trustee under the Indenture pursuant to which such
COP's were issued.
The COP's have all the characteristics of a bond in that they aze issued in denominations of$25,000,or
integal multiples of$5,000 in excess of$25,000,bear interest,and pay principal and interest at periods as would
a bond. Through the process of securitizarion an asset(such as a mortgage loan) can be transfocmed into
securities(such as COP's)which may be sold in the capital mazkets.
Concentration of Rewards and Risks
COP's may be issued in muldple classes and one or more of such classes may be fully or partially
suhordinated in terms of the right to be paid payments from the asset comprising the Trust. For example,if two
classes of COP's aze issued,one heing fully subordinated to the other,no amounts will be paid on the suhordinate
COP's unless and unril all amounts due on the senior COP's have been paid. The primary purpose for issuing
multiple classes of COP's is to make the senior class more credit-worthy(and thereFore enrided to a lower
interest rate). The subordina6on will require that the subordinated COP's bear a higher yield to reflect the higher
risk.
As an illustration,suppose a Trust owns a mortgage loan in the amount of$lO,DOD,00D,beazing interest
at a per annum rate of 12 percent,and issues$10,000,000 of COP's where$7,OOQ000 aze issued as senior
COP's and$3,000,000 are issued as subordinate COP's. In this example,the senior COP's will be entided to be
paid all amounts due hefore any amounts will be paid on the subordinate COP's. The subordination has the effect
of improving the credit quality of the senior COP's and diminishing the credit qualiry of the subordinate COP's,
thereby pemvtting the senior COP's to be sold with a per annum interest rate of only 8 percent. Since the interest
rate on the senior COP's is only 8 percent,this pemuts the Tmst to pay a 21 percent per annum interest rate on
the su6ordinate COP's to the extent that the anticipated NOI of the Property materializes.
• The effect of the senior/subordinate COP stncture is to make the senior COP's a commodity suitable
for investment by a broad range of investors(including insfltuflonal investors)and the subordinate COP's a unique
, investment suitable for inveshnent only by sophisricated real estate investors willing to assume the entrepreneurial
risks associated wittt rental real estate in return for a significant potential tax-exempt yield.
Securitization of Tax-Esempt Obligations
A Tax-Exempt Obligation(just as a mortgage loan)may be securitized using a seniodsubordinate COP
swcture. Once tl�e Investors own a Tax-Exempt Obligation,arrangements may be made to convey the Tax-
Exempt Obligation to a Trust and have the Trust issue senior COP's and subordinate COP's. The Investors may
engage an investrnent banking fum to sell the senior COP's in the capital mazkets. Since the subordinate COP's
aze not suitable for sale to many non-sophisdca[ed inves[ors in the capital mazkets,the subordinate COP's will
be retained by the Investors. It is contemplated that the securitization of the Tax-Exempt Obligadon will take
place simultaneously with the sale of the Property to the governmental entity and/or the issuance of the Tax-
Exempt Obligadon.
Undenvritin¢Criteria for Senior COP's
The undenvriting criteria for the senior COP's is suhject to negotiarion in each circumstance,but it is
likely that an investment banking firm,among other things,will require that(1)the principal amount of the senior
COP's not exceed 75 percent of the appraised value of the Properiy and(2)the annual NOI for the Property be
approaimately 150 percent oF the annual debt service requirements of the senior COP's. Since the credit quality
of the senior COP's will have been enhanced in tecros of the loan-to-value ratio and debt service wverages,the
interest rate on such senior COP's should be materially less than the interest rate on the Tax-Exempt Obligation.
Based on current mazket condidons and assuming 30 yeaz level annual debt service,it is expected that the per
annum rate should not currendy exceed 7.75 percent.
Terms o£Subordinate COP's
The undenvriting criteria of the inveshnent banking fum will determine the maximum size of the senior
COP's. The subordinate COP's will be issued in an aggregate principal amount equal to the principal amount of
the Tax-Exempt Obligation less the principal amount of the senior COP's. Depending upon the price paid for the
Property,the principal amount of the subordinate COP's will be appro�cimately 30 percent of the principal amount
of'the Tax-Exempt Obligarion. Assuming a 12 percent per annum interest rate on the Tax-Exempt Obligation,
a 7.75 percent per annum rate of interest on the senior COP's, and the principal amount of the subordinate COP's
amounting to 30 percent of the principal amount of the Tax-Exempt Obligation, ttte interest rate on the
subordinate COP's would be 21.91 percent per annum.
Comparison of Ownership of Subordinate COP's with Ownership of a Limited Partnership Interest
The subordinate COP's and limited parinership interests are comparable in all material respects in terms
of credit risk and leverage. Generally,when a lnnited parinersliip acquires an asset the limited parhiers make an
equiry contribution to the partnership,and taking into account both this equity contribution and the value of the
asset being acquired, the partnership obtains a loan to finance the acquisition of the asset. In such an
azrangement, it is customary for the loan to be secured by a first lien against the asset and for the limited
pazlnership interests in the asset to be subordinated to the rights of the lender. The rights of the holders of
subordinate COP's(in relarion to the righu of the holders of the senior COP's)are not materially different than
the rights of the owners of limited partnership interesu(in relation to the rights of the lender that provided a loan
to the parhiership to acquire the partnership asset).
a
A senior/subordinate COP struchue should be a more efficient financing mechanism for investing in a
Property than a limited partnership swcture because the cost oF funds assceiated with the senior COP's should
be less thw that for a comparable loan obtained by a limited partnership. This opportuniry for a lower cost of
funds arises because the senior COP's are tax-exempt and the pacmership loan is not. To the extent that the
temis of the senior COP's aze more favorable than a partnership loan,the holders of the subordinate COP's will
enjoy a larger peroentage of the NOI of an asset than would limited panners in a limited partnership shucture.
One disadvantage of a senior/subordinate COP suucwre is that the owner of a subordinate COP does
, not directly share in any appreciadon in the value of the Property atter the subordinate COP is acquired while the
owner of a limited partnership in[erest continues to share in any appreciadon of the value o£the Property as long
as the investor owns the limited parhiaship interest. An Investor should compaze the value of avoiding federal
income taxadon on the NOI against the right to shaze directly in any appreciauon of the Property that would
be availablc to thc owner of a limited partnership interest. ,
Opportunity for Owner of Subordinate COP to Share in Appreciation of Property Indirectly
Although the owner of a subordinate COP cannot shaze direcfly in the appreciation of the Proper[y that
occurs after the subordinate COP is acquired,the owner of the subordinate COP can share ind'uecdy.
Advance Refundine
Under the tax-exempt bond provisions of the federal income ta�c laws,the Tax-Exempt Obligadon may
be advance refunded. An advance refunding is thc process by which the govemmental enrity refinances the Tax-
Exempt Obligafion by means of a second debt issue("Refunding Debt"). By law,the proceeds of the Refunding
Debt must be placed in an escrow securing the payment of the Tax-Exempt Obligation and be invested in triple
AAA rated govemment securibes in an amount that,without reinvestment,will be sufficient to pay all installment
payments on the Tax-Exempt Obligarion as such payments become due. Once the escrow is established and
sufficient govemment securiues are on deposit theiein to pay all installment paymenu,the Tax-Exempt Obligation
will be"defeased." Upon the defeasance of the Tax-Exempt Obligauon,the instalLnent payments will no longer
be secured by the Mortgage or any interest in the Property,but solely by the govemment securities on deposit
in the escrow.
Conditions for Advance Re£undine
In order to issue Refunding Debt,the Properiy must be performing in a manncr that will support such
debt. Condirions that will increase the likelihood of an advance refunding are,among others,the lowering of
interest rates,appreciation in the value of the Property,and enhanced NOI generated by the Property.
Benefits of Advance Refundine
Once the Tax-Exempt Obligapon is defeased,the senior COP's and the subordinate COP's would each
be entided to a AAA credit rating since all future paymenu due thereunder would be secured by the government
securides. At that point,they may be haded in the open market at a potentially substantial premium above paz.
An appro�cimation of the premium can be computed by(1)detemiining the yield on a AAA tax-exempt bond with
the same mawrity as the as tl�e remaining average life of the payments due under the COP's and(2)using such
yield as a discount factor to detem»ne the present value of the remaining stream of payments due under the
COP's. The advance refunding premium would be the amount by which the present value of the COP's exceeds
the par amount of the COP's. As an e�cample,assume that the remaining average life of the paymenu due under
a COP is 10 years,the interest rate on the COP is 15 per cent per annum,and the yield of a AAA bond with a
10 year maturity is 6.00 percent. Under these circumstances,the advance refunding premium would be 67
percent.
Conclusion
The foregoing suucture presents significant opportunities to Investors because of the federal income
tax advantages associa[ed with the Ta�c-Exempt Ohligations. This shuchue should not only reduce the cost of
financing the acquisition of a Property,but wuld also significantly enhance the after-tax retum to an Investor
as compazed to the retum offered by a conventional inveslment in a limited partnership.
P.02i02
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NOV-22-99 12:14 PM T�WN OF WESTLRKE 817 4301812 P_01i02
MEMORANDUM
TO: Board of Directors
Texas Student Mousing Corp.
�'ROM: Jim Carter
Presdient
S1l8]ECT: Meeting dates
DAT�: November 22,1999
� I have spoken with Steve Ross regarding the phone/internet
system. He is continuing to gather information and wilf not
be ready to present this to the Board for several weeks yet.
Therefore, we will not be scheduling another meeting until
sometime in January, We will keep you advised as to a
' date.
� Have a safe and happy holiday.
; ;�
3 Village Clrcle•Suite 207, Solana•Westlake,7exas 76262
` Metro:817�3fl-0941.Fax.B17-430-1812
e-mail.townhallQwestlake-tx.org
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DEC-01-99 03:12 PM TOWN OF WESTLAKE 817 4301812 P.02�04
. , 'Fhomas Smith
'' 910 Florence Tlsce
Roanoke,TX 76262
November 28,1999
Texes 5tudent�Iousing Corporation
3 ViUage Circlq,Sulte 207
Westlake,TX. 76262
Dear Mr.Carter,
[would like to atart by thanking you and the other members o£the Board oncc again for
renewing my achotarship at the Forum for the 1999-2000 school year. Tiils semester has
been quite the challenge,but thinga seem to be going quite well.
F'ust of ali,I would like to invite all members of the bosrd to a very special presentation.
Attached to thie letter is an invitation to a presentazion in Dallas at the Children's Medical
Center Along with the rest of my design studio,we have each been working on our own
expansiun to the hospital. The total size of the expaosioa is 720,000 square fcet, I'm
sorry I haven't written back eoaner,but this project has been my entire life for tha last 2
months. Now that I'm neariy complete,;}t8d the time over the holidays to inform you of
this special eveni.
As for my gcactes,I've maintained about a 3.4-3.6 so fer ttus semester. Thank you on.ce
again fpr everything,you've done in my benefit and f hope to see each of you at the
presentation if time ailows during your busy scheduals.
Sincerely,
� . • �, .
Thomas Smith
�nclosure:
DEC-01-99 03:32 PM TOWN OF WESTLAKE 817 4303812 P_03�04
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Jenkens & Gilchrist
A PROFESSIONAL CORPORATION
AUSTL�1.TE)ChS
1445 Ross Avs�,'[,� �SiZ�4�3800
SU17E 32�0 NOUSTO�7,TFXAS
(713)95I3300
D.u.�ns,TExns 75202
ws a�cEces,c.v.�ow�u
�io>azassoo
(z1a)s55-450o s,w nvrorno,r&cns
TELECOPIER(213)855-4300 (210)2465000
NASFflNGT0�1,D C
William D.Moon �tiv.jenkcns com (xoz)3zc-tsoo
(214)855-4333 AFFIUA7EOFFICE
bmoon@jenkens.com CHICACA,ILLL�OIS
(312)425-3900
July 20,1999
Jarrid King
Orreck Harrington&Sutcliffe LLP
666 Fifth Avenue
Ne�v York,Ne�v York 10103
Re: Texas Student Housing("TSHC")/Colony Lodging,Inc.
Dear Jarrid:
The Boazd of Directors of Texas Student Housing Corporation met last night and adopted the
resolution amending and restating the old resolution in accordance«�thyour request.According,I enclose
an original cop}�of that resolution certified by the Corporation's Secretazy.
No�vthatyou have all the relevant documents,I would appreciateyour sending me acomplete closmg
file.
If you have an}�questions,please call at your convenience.
Yours truly,
'�`�"' `�
' William D.Moon
WDM:ar
cc: Scott Bradley,Esq.
Martin Blank,Esq.
Dallaz2 622240 v 1,29841 00008
MINUTES AND CERTIFICATION
On September 22,1999 the Board of Directors(Ihe"Board")of Texas Student Housing Corporation(the"TSHC")
wnvened in public meetmg at[he designated meeting place in Westlake,Texas,notwe of the time,pince,and subject
of the meeting having been given in accordnnce with Chapter 551,Govemment Code. The roll of the duly conslituted
otticers and members of the Board w�as called,which are as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Ted Gillum Member
John Brooks Member
Focrest Watson Member
. Charles R.Bradbury Member
Carsoll Schubert Member
Dr.Patsy Shatp Mcmber
' Mike Farhat Member
all of whom were present except the following nbsentee(s):
thus conslituting a quonun.
Among other business,a nritten Resolution bearing the following caption was introduced�
A Resolution amending and restating the resolution adopted by the Board of Directors on March 24,1999
authorizing the refinamm�g of the first mortgage indebtedness by Firs[Union Nutional Bank with respect
to certain studen[housing properties owned by lhe Texas S[uden[Housing Corporation refecred to as the
T "Colony Project,"and ratifying the exeeution nnd deln�ery of certain documents in connection therewith
und resolving related matters
The Resolution was read by the Board.
After due discussion,R wfls duly moved and seconded that the Resolution bc adoptcd.The Presiding Officer put
the motion to a vo[e of[he Board,nnd the Resolution was adopted by the follo��ing vote:
AYES.
NOES:
ABSTENTIONS:
The Presiding OfHcer lhen declared the Resolution to be adopted.
MIN[JTES APPROVED AND CERTffIED TO BE TRUE AND CORRECT and to cortectly retlect the duly
constituted oflicers and members of the Board,and ihe attached copy of the Resolution is hereby certifed to be a correct
copy of an otFcial copy thereof,on file among the ollici¢1 records of the Board,on this 22nd day of September,1999.
By .
[SEAL] ut} ed Oflicer
T�tle:
6alla�2 61H347 v 2,29841.00001
A RESOLUTION
AMENDING AND RESTATING THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS ON
MARCH24,1999AUTHORIZINGTI�REFINANCINGOFTHEFIRSTMORTGAGEINDEBTEDNESSBY
FIRST UNION NATIONAL BANK WITH RESPECT TO CERTAIN STUDENT HOUSING PROPERTIES
OWNED BY THE TEXAS STUDENT HOUSING CORPORATION REFERRED TO AS THE"COLONY,"
AND RATIFYIIdG'I'I-IE EXECUTION ANDDELIVERY OF CERTAIlV DOCUMENTS IN CONNECTION
17-IEREWITH AND RESOLVING RELATED MATCERS
WI�IEREAS,this nonprofi[cotpora[ion(the"TSHC")has been crea[ed pursuant to Section 53.35(b)of the Higher
Education Authority Act(Chapter 53,Education Code)(the"Act")as a duly constituted authority and instrumentality
on behalf of the Town of WesUake,Texas that is¢uthorized,under Section 5335(b)of the Act,among other things to
acquire and operate"educational facd�ties"and"housing facilities"(within the meanins of the AcQ;
WHEREAS,pursuan[to that ccAsin rosolution(the"Original Resolu[ion")udopted on March 24,1999,the Board
of Directors of the TSHC approved the reGnancing(the"Refinanemg")of certain indebtedness against those certain
education-related housing facilities (consisung of land and improvements thereo� and certain personal property in
connection therewith o�med by the TSHC(sueh facilities and personal property collect�cely,the"Colany ProjecC');
WHEREAS,pursuant to the authority grantcd to the otlicers of the TSHC Ihe Refinancing was consummated;
WFIEREAS,[he lender which advanced the funds in the Refinancing has requested that the ongmal Resolution
be modified sLghtly and[he actions of the oflicers of the TSHC in entering inlo the Refinsncing by ra[ified and ndopted
by the Board of Directors; '
WI-IEREAS,the Board deems it appropriate to nuthorize the amendment and restatement of[he Onginal Resolutwn
as pro�tided by lhe amended and resta[ed resolution attached hereto as Exhibit A and incorporated herein (the
"Amended Resolu[ion"),
' WI-IEREAS,the members of the Board have been given no[ice of the meetmg a[which this Resolution has been
considered m accordance with the TSHCs byla�vs and applicable la�v;
WHEREAS,the meeting at which this Resolu[ion has been considemd was open to the public ns requ'ued by law,
and pubhc notice of the time,placc,and subject of such meetin�has been gi��en in accordance wilh Chapter 551,
Go�•emmrnt Code;
NOW,Tf�REFORE,BE IT RESOLVED BY'I'I-IE BOARD OF DIRECTORS OF TEXAS STUDENT HOUSING
CORPORATION:
SECTION 1. Prcamble.
The preamble of this Resolution is hereby adopted and made part of this Resolution
SECTION 2. Findin¢s.
The Board,ac[ing on behalf of the TSHC,hereby finds the modifications to[he Origmnl Resoluhon provided for
in the Amended Resolution are proper and satisfactory to it nnd should be adopted by this Board.
SECTION 3. Anproval of Amended Resolution.
(a) The Boerd hereby¢pproves and adopts the Amended Resolution,and authorizes the execution and delivery
of all documents the officers of the TSHC deem necessary or uppropriate to evidence such adop[ion and carty out the
intent of this Resolution.
(B) A copy of this Resoluuon shall be filed with the pecmanent records of the TSHC.
n.�tssz ctsna�.z,zvsst 0000i
SECTION 4. Ratification of Prior Action.
The TSHC hereby retifies(to the extcnt that it may lawfully do so)all achon not mconsistent with this Resolution
that has been taken 6y(or on hchalf o�the TSHC prior to lhe adoption of this Resolu[ion for the purpose of cffecting
the refinancing of the Project as provided in Ihe Amended Resoluhon.
SECITON 5. Authorized Ofticers.
Each of the members and ihe of£icers of ihe Board(each ns an authorized o�cer)is hereby authorized to exccutc
and del�ver such certifications as to facts,cstimates,and circumstances ns are necessary to accomplish thc purposes
of this Resolution and,on the TSHC's behalf,to(1)do all things necessary or comenient to cnrcy out the temis and
pucposes of t3ils Resolution, (2)perform all du[ies and functions of the TSHC under this Resolution m order to
nccompLsh the putposes thereof, and (3) certify as to all matters necessary or appropriate to implemenung the
transac[ions contemplated by the Amended Resolution.
SECTION 6. Time of Takine Ellect.
This Resol�tion shall take effec[immed�alely upon its adoption.
Dallaz2 618347 v 2,29841 00001 'Z'
_ Exhi6it A
A RESOLUTION
AUTHORIZING THE REFINANCING OF TI�FIRST MORTGAGE INDEBTEDNESS BY FIRST UNION
NATTONAL Bt1NK WI1'f�I RESPECT TO CERTAIN STUDENT HOUSING PROPERTIES OWNED BY TI-IE
TEXAS STUDENT HOUSING CORPORATION REFERRED TO AS TI-IE "COLONY," AND TI-IE
EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION TI-IEREWITH AND
RESOLVING RELATED MATIERS
WHEREAS,this nonprofit corporation(the"TSHC")has been crealed pursuant to Section 53.35(b)of the Hi�her
Educa[ion Aulhority Act(Chapter 53,Educa[ion Code)([he"Act")as a duly constituted authority and instrumental�ty
on behalf of ihe Town of Westlake,Texas[hat is authorized,under Section 5335(b)of the Act,among other lhings to
acquire and operate"educational faciLties"and"housmg facilities"(within the meaning of the Ac[);
WHEREAS, the TSHC acquired those ceriain education-rela[ed hoasing Facilities (consishng of land and
improvements thereo� and certain personal property in connection therewith (such Cacilities and personul property
collectively,the"Colony Project")from Rossco Holdings Incorporated("Rossco"),a Califomia corpora[ion,pursunnt
to that certain Installment Sale Agreement("Sale Agreement")dated as of December 1,1995,as amended,subject to an
outstanding first mortgage(ihe"First Mortgage")in the original principal¢mount oF$2,250,000.00 originally payable
to First City,Texas-Brynn/College Station("Original Lender");
WHEREAS,Rossco has sold and assigned 80%of its righ[,[ide and interest in nnd to lhe Sale Agreemenl to
Colony Lodging,Inc ("Lodging"),a Teras co:poration owned and/or controlled by Leonard Ross and/or his attiliates,
and Colony Lodging has requested[he TSHC to participate in the reFnancing of the Fust Mortgage through a loan from
First Union National Bank("New Lender")in the npproximate principal amount of$4,650,000,but not to exceed$5,000,000
([he"Refinancing"),
WHEREAS,the refinancing of the First Mortgage requires the TSHC[o execute and deliver certain documents
and a�reemenis to the New Lender,includmg bu[not hmited to a Deed of Tnut and Secunty Agreement,an Assignmen[
of Leases and Rents, an Ass�gnmen[of Waaanties and othcr Contractual Righls, ¢ Subordinntwn nnd-Standstill
Agreement, an Assignment of Rights Under Installment Sale Agreement, an Estoppel Certificate Regarding the
� Installment Sale Agreement and othcr related documents, agreements and certi6cates(collectivel}',�he 'Refinancing
' Dceuments"),copies of which havc bcen made available[o[he board of dtrectors(the"Board")of the TSHC;
WFIEREAS,Ihe TSHC presently has no personal liability with respect to the First Mortgage and hns condrtioned
its�nllingness to partic�pate in lhe Refinancing upon the condition[hat i[have no personal liability with respect to the
' Refiiancing and that its financ�al risk be limited to iu rights and intcrests in thc Colony Ptoject;
WHEREAS,in order induce the TSHC to paRicipnte in the Refinancing,Leonard Ross,or an afliliate of Leonard
Ross acceptable to the TSHC,has agreed to indemnify and hold the TSHC hatmless from all losses and expenses wh�ch
[he TSHC might suft'er or incur in connection with lhe Refinancing in a msnncr satisfactory to lhe Board pursuant to an
Indemnity Agreement in form and substance satisfactory to the President of the TSHC and�ts nttomeys;
WHEREAS,the Board deems i[appropriate to au[honze Ihe Refinancing and the execution and delivery of Ihe
Refinancing Documents in such Cortn as may be approved by the President of the TSHC and i[s attomeys and any other
action necessary themfor,
WI-IEREAS,the members of lhe Board have been given notice oF ihe meeting at which ihis Resolution hns been
considered in accordance with the TSHC's bylaws nnd applicable law;
WHEREAS,the meeting nt which lhis Resolution has been considered was open to the public as required by law,
and public notice of the time,place,and subject of such meeting has been given in accordance with Chapter 5�1,
Govemment Code;
WIIu2618357 v 2,29841 OODOI '3'
� NOW,Tf-IEREFORE,BE IT RESOLVED BY THE BOARD OF DIRECTORS OF TEXAS STUDENT HOUSING
CORPORATION:
SECTION 1. Preamble.
The preamble of this Resolution is hereby adopted and made part of this Resolution.
SECTION 2. Findintts.
The Board,acting on behalf of the TSHC,hereby finds(solely for iu own purposes to facilitare accomplishing
the purposes of this Resolution)that(1)the Refinancing of the Colony Projec[is in funherance of[he public piuposes
of the Act and is mquired or suitable for aiding institutions of higher educa[ion by providing educa[ional facilit�es and/or
housing facilihes and facilities incidenisl,subordinate,or related ihereto or appropriate in connection therewith and(2)
the material requirements and/or prereqwsites for final approval by the TSHC of the Refinancing of the Colony Project
ttuough the Refinancing Documenis have been satisfied and[he documents approved by this Resolution are satisfactory
in fo:m and content to lhe Board.
SECTION 3 ReGnancine of the Colonv Proiect
The TSHC hereby nuthorizes the Refinancing of the Colony Project with the New Lender pursuant to the
Refinancing Documents and the Indemnity Agreement,copies oE wh�ch are attached to thts Resolut�on,behveen the
TSHC and the New Lender and belween the TSHC and Leonard Ross or one his aR'iliales approved by the President of
the TSHC,prescribing the teims of such Refinancing and indemnity;
SECTION 4. MoR2aQe of Proiect.
The TSHC here6y authorizes the granting of a deed of Wst lien and security interest in the Colony Project for ihe
benefi[of the"Beneficiary"(as defined in the Refinancing Documents),Crom the TSHC to thc mortgage trustee identified
therein,providing[he terms and conditions of such grant.
SECTION 5. Aooroval oFDocuments.
(a) The Board hereby npproves,and authorizes the execution and delivery of,[he Refinancing Documen[s,the
Indemnity Agreement and such o[her documents to which the TSHC will be a party as are authorized under or
contemplated by such documents in substantially[he fo:m and content attached lo this Resolution,and such additional
documents(if any)as are othenvise required to eft'ect the transactions contemplated by the Refinancing Documenis and
the Indemnity Agreement,and hereby authorizes the perfoimance by the TSHC of its duties and functions thercundcr.
(b) Subsequent ro the adoption of this Resolution and prior ro the delivery of tt�e Refinancing Documents and
the Indemn�ty Agreement,the provisions of such docurrtents(as approved by this Resolution)may be changed,to the
extent pertni(ted by law,at the request of the'ISHC and/or Leonard Ross and lhe New Lender if Q)no obligation is
imposed on the TSHC by any such change that is contrary to lhe Act or other applicable law,(2)�f the potential liabil�ty
of[he TSHC is not ma[erially increased by such change,(3)thc security pledged under the Refinancing Documenis is
not m¢terially and adversely aflected by such change,and(4)each such change is approved by the general counscl of
the TSHC and by the TSHC,which npprovnl may be given on the TSHC's behnlf by the authorized oRicer(s)of the TSHC
executing the document(s)conmining such change,which execution shull evidence such approval.
(c) A copy of this Resolution nnd of each of the ReFnancing Documents and the Indemnity Agreement shall
be filed with the pevnanent records of the TSHC.
SECTION 6. Time Authorized for Closina the Refinancina oFthe Colonv Proiect
The TSHC hereby authorizes the refinancing of all or any part of[he Colony Projec[pursuant to the Refinancing
Documents to be closed on or afler the date of this Resolution.
Dalies2 618347 v 2,29841 00001 '4'
SECTION 7. Ra[ification of Prior Achon
The TSHC hereby ratifies(to the extent that it may lawfully do so)all action not inconsistent wi�}t lhis Resolution
lhat has 6een takrn by(or on behalf o�the TSHC prior to the adoption of this Resolution Cor the pwpose of effecting
the purchase of the Project.
SECITON 8. Authorized Of£cers.
Each of the members and the otFicers of the Board(each as an authorized ot£icer)is hereby authorized to execute
and deliver such certifications as to facts,eslimates,and circumstances as are necessary to accomplish the pulposes
of this Resolution¢nd,on the TSHC's behalf,[o(1)do all things necessary or wnvenien[to ca7ry out the terms and
putposes of this Resolution,including(without limitation)the execution and delivery of the Refinancing Documents and
the Indemnity Agreement,(2)perFotm nll duhes and functions of the TSHC under the Refinancing Documents,the
Indemnity Agreement and this Resolution m order ro accomplish the purposes thereof,and(3)cert�fy ns to all matters
necessary or appropriate to implemenhng the transachons contemplated by the Refinancing Documents and the
Indcmnity Agrecmen(
SECTIONh. Time of Takine Efl'ect
This Resolution shall take etTect immediately upon its adoption '
+
➢
1 '
Dalia�2 618347 v 3,79841.00W I 'S`
. �
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Confiirmatlon Report—MemorySend
Time : Sep-14-99 11:53
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Jo6 number . 158
Date . Sep-14 11:27
To . 130H99999q1tl181T4301812
, Document Pases . 02
Start time . Sep-14 11:31
End time . Sep-14 11:53 �
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Job number : 158 *** SEND SUCCESSFUL ***
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Jenkens & Gilchrist
A PROFESSIONA�CORPORATION
MEMORANDUM
To: Scott Bradley
FROM: William D.Moon
DATE: September 9, 1999
Sua►Ec'r: Agenda Item for Meeting of the Board of Texas Student Housing Corporation
The following needs to be included in the notice of the Special Meeting of the Board of
Director of T xas Studen ti �
To consider and act upon the modification of the resolution adopted by the Board of
Directors ofTexas Student Housing Corporation on March 24,1999 and to ratify the actions
of the officers of Texas Student Housing Corporation taken pursuant to such resolution.
' .
This is the substance of the matter. If you need to change the form or wor � e it
consistent with the rest of the notice,please do so.
Also attached is a copy ofthe new resolution.
cc: Allen Moon
Dallas2 618338 v 1,29&11 00001
SEP-14-99 09:30 AM TOWN OF WESTLRKE 817 4301812 P.01
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`' MEMORANDUM
9`O: Bill Moon
FROM: Ginger Croaswy
Town Sacretary
BiTBJECT: Agends Item
DATE: September 10, 1899
Scott said that yau will word an additional agenda item for the 7exas Student
Housing Corp.meeting on Sept.22. Please get this to me today or Monday at
the latest. I wlll be getting this infprmation out to the Board the first of next
� weak. 7hank you for your prompt attention ta thia matter.
4
September 14, 1999 �
I need this by tomorrow mornfng. I need to proceed with the agenda for tha
Texas Student Housing meeting of$ept.22^a
3 Vlllage Circle•Suite 207, Solana•Weatlake,Texas 76262
Metro:817�130-09a1.Fan:817-430-1812
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SEP-14-44 09=31 AM TOWN OF WESTLAKE 817 4301812 P-02
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NOTIGE Op l4t�ET'1N4
OF THE
r�xNs srvn�rrrr xovsirvc coRro��oN
(A.'Y INSTRUNi��V'j'ALl'CY Ql►TH@ TOWN OF WE9TLAKE)
To THE CC7'[ZENS OF THE T4WN pF WESTLAKE�TEXAS, iJRAf T
Nc�ise i� h�reby �ivan �h.c tbe Bo�rd of Diroctor� of th� 7�xas Student }tou�in�
Coqwnuan,�n lnmwn�nWity o£Uu Towa oPWestleke,Texas,wl11 m�����3;tp p,�q,
oa W�dne�d�y�(�,ept�b�.=3,1999,in the Weatleke Doardraom oFthe Martiuet$olena
Notei, � Yllf�e Ciiele, WpyU�o, Texea. 'Chn gperd af Diracter� wi11 cor�lder the
follawing�Qenda:
�. c�ll thr mooting to order,
�. Approvo minutcs(rom the meednga held on Fe6tuqry 13,1949 utd I�.arch 24,
1999,
3. Rlcei��e R raport&om the 7Yoasurer,
a. Coaeld�r onA qlee acttoa to adopt she bud�ct fbr th�operaciona otthe acudem
b°ueltla plapOrtfE9 Owaed by the Tezea Studcnt Houstn�Co�oratioq et
Co]lego 9tpUon erui Brypn,TeMu,for ehe tircd ypar ending August 31,20D0. .
i• Cvnvidot 11nd tdlco eCtion to appmve en oudit of rhe Operation�of the stuQent
hou�(ne propnnlq owned by Texae Stucient FiowinQ Corpp�a�ian at Gallr$e
at�tfOn end 8ryan,'Cex�u,for thc flacel endin�Au u�t 31,1 Si9i A�d!ha
pmiod�ndtn�Auguet 3 t,1997. �_
� �a�u�5c.•s+a'P ti,�w aat.�.J� ' /1s��,�.•��G. �_.�
a. Can�ider any utditioanl bualneoa thet mny hwf�lly come baNro;ye m�cetlr�.
7, A�eum. ���fl�,..
� ��
t cnnftj�tt�at tho ebevp ApGc��a ppstcd on the i}on►door of the Towa ida11 of tha Town
of Wanlak�, 3 Vi11e�o Ctrolti 6uiee�p7, We��t,Texu,on Frldry, September 17,
1 A99,�t 1:00 p.m.,u�r the Oprn Meetinge Act,Chuptrr 551 of the Texe�ppvunmont
Codc,
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Time : 09-02-99 15:15
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Date . 09-02 15:11
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3. CONFID8N1'IAL.
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AUG-31-99 12:30 PM TOWN OF WESTLAKE 817 4301812 P-01�02
. e.i , .
We are trying to schedule a meeting of the Board of the
Texas Student Housing Corporation to be held on
Wednesday, September 22, 1999, to consider the audit far
the year ended August 31, 1998, and the budget for the
upcoming year. The meeting will be held at the Marriott
Salana and will begin at 5:30 p.m.
Please check your calendars and !et me know as to your
availability on this date. Call 817-430-0941 ar Fax to 817-
430-1812 as soon as possible.
Thank you, �
Ginger
Yes, will be able to attend on Sept. 22
I
- No, I will be unable to attend on S�pt, 22
� .
i �
° Name:
SEP-10-99 09:16 AM TOWN OF WESTLRKE 817 4301812 P_01
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'`~-� MEM017ANDUM
TO: Bill Mpon
FROM: Ginger Crosswy
7own Secretary
�UBJECT: Agenda Item
DATE: September 10, 1889
Scc�tt said that you will word an additipnal agenda Item for the 7exas Student
Mousing Corp.meeting on Sept.22. Please get this to me today or Monday at
�fhe latest. I will be getting this information out to the Board the firat of neXt
' week. Thank you far your prompt attention to this matter.
i
� �
3 Villape Clrcle.Sulte 207, Solana•Westlake,Texas 78262
Metro:817-430-0941.Fax:817-430-1812
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NOTICE OF MEETING
OF THE
TEXAS STUDENT HOUSING CORPORATION
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Boazd of Directors of the Texas Student I-Iousing
Cor}wration,an instrumentality of the Town of Westlake,Texas,will meet at 5:30 p.m.
on Wednesday,September 22,1999,in the Westlake Boazdroom of the Marriott Solana
Hotel, 5 Village Circle, WesUake, Texas. The Boazd of Directors will consider the
following agenda:
1. Call the meeting to order.
2. Approve minutes from the meetings held on February 13,1999 and March 24,
1999.
, 3. Receive a report from the Treasurer.
4. Consider and take action on a tax exempt loan for updating the
telecommunications and security systems at the University Tower and the
Fonun.
5. Consider and take action to adopt the budget for the operations of the student
housing properties owned by the Texas Student Housing Corporation at
College Station and Bryan,Texas,for the fiscal yeaz ending August 31,2000.
� 6. Consider and take action to approve an audit of the operations of the student
housing properties owned by Texas Student Housing Corporation at College
Station and Bryan,Texas,for the fiscal year ending August 31,1998 and the
period ending August 31,1997.
7. To consider and act upon the modification of the resolution adopted by the
Board of Directors of the Texas Student Housing Corporation on March 24,
1999,and to ratify the actions of the officers of the Texas Student Housing
corporation taken pursuant to such resolution.
, 8. Consider any additional business that may lawfully come before the meeting.
9. Adjourn.
�
,� j*
CERTIFICATION
I ceirtify that the above notice was posted on the front door of the Town Hall of the Town
of\�Vestlake, 3 Village Circle, Suite 207, Wesdake, Texas, on Friday, September 17,
1999,at 1:00 p.m.,under the Open Meerings Act,Chapter 551 of the Texas Government
Code.
ing�wy, Secreta
�
To: Ginger Crosswy
From: Bill Davis
Date: August 15,1999
Subj: July Financial Statements
University Tower,The Forum,Colony Apartments-College Station,Tx.
This set includes:
-Source&Application of Funds Statements(current month&YTD)
-Balance Sheet
-Variance Analysis
-Trend Analysis
-Detailed Profit&Loss Statements
�
�
T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS (17,924.75)
SOURCES OF FUNDS:
INCREASE IN DEFERRED DORM REVENUE 150,000.00
INCREASE IN PROPERTY TAX PAYABLE 10,089.35
INCREASE IN SECURITY�EPOSITS 11,416.66
TOTAL SOURCES OF FUNDS 153,58126
USES OF FUNDS:
INTERCO TRANSFERS 36,259.00
INCREASE IN ACCTS RECEIVABLE 5,46328
�ECREASE IN ACCTS PAYABLE 31,736.91
INCREASE IN PREPAIDS 286.51
DECREASE IN ACCRUED PAYROLL 2,263.60
INSURANCE SETTLEMENT 118,046.70
TOTAL USES OF FUNDS 194,056.00
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 06130/99 BALANCE AT 07/31/99
DEPOSITORY-FNB CURRENT 14,524.69 12,845.07
J REPLACEMENT RESERVE-TCB 12,127.89 17,646.77
OPERATING-TCB 155,406.30 121,789.89
DEPOSITORY-TCB CURRENT (17,892.27) (28,589.86)
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 164,166.61 123,691.87
NET INCREASE(DECREASE) 0,�7,. :,
T.S.H.C.—COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS 522,897.42
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 2,444.44
INCREASE IN OTHER PAYABLES 4,664.67
INCREASE IN DEFERRED DORM REVENUE 150,000.00
INCREASE IN SECURITY DEPOSITS 4,373.63
INSUR,4NCE SETTLEMENT 78,173.00
TOTAL SOURCES OF FUNDS 762,553.16
USES OF FUNDS.
INTERCO TRANSFERS 283,368.99
DECREASE IN ACCRUED PAYROLL 473.88
DECREASE IN PROPERTY TAX PAYABLE 11,687.39
DECREASE IN ACCTS PAYABLE 12,471.62
INCREASE IN RENTS RECEIVABLE 10,214.29
DECREASE IN DEFERRED INTEREST EXPENSE 508,613.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 17,053.00
TOTAL USES OF FUNDS 843,882.17
, NET INCREASE(DECREASE)IN CASH 8 __9,s�'�,
� CASH ACCOUNTS:
BALANCE AT OS/31/98 BALANCE AT 07/31/99
DEPOSITORY—FNB CURRENT 21,241.39 12,845.07
REPLACEMENT RESERVE-TCB 18,476.56 17,646.77
OPERATING-TCB 95,486.54 121,789.89
DEPOSITORY—TCB CURRENT 69,733.35 (28,589.86)
DEPOSITORY—TCB EARLY 83.04 0.00
PETTY CASH 0.00 0.00
TOTALS 205,020.88 123,691.87
NET INCREASE(DECREASE) 8;.329,.0�1�
. T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS (334,104.77)
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 350,089.21
INCREASE IN PROPERTY TAX PAYABLE 71,772.44
INCREASE IN ACCTS PAYABLE 99��8����
INCREASE IN DEFERRED�ORM INCOME 390,017.79
INTERCO TRANSFERS 551.63
INCREASE IN OTHER PAYABLES 21•07
INCREASE IN SECURITY DEPOSITS 1,623.15
TOTAL SOURCES OF FUNDS 519,758.22
USES OF FUNDS:
DECREASE IN ACCRUED PAYROLL 20,678.02
�ECREASE IN N/P-TSHC 200,000.00
INSURANCE SETTLEMENT 115,989.00
INCREASE IN PREPAID RENTS(COLONY) 150,000.00
INCREASE IN PREPAIDS 3,053.02
INCREASE IN INVENTORY 1,955.11
TOTAL USES OF FUNDS 491,675.15
NET INCREASE(DECREASE)IN CASH ,r3'�+ w28�83,.7
; CASH ACCOUNTS:
BALANCE AT O6/30/99 BALANCE AT 07/37/99
DEPOSITORY-FNB CURRENT 26,508.58 21,471.98
DEPOSITORY-FNB EARLY 385,079.94 97,880.19
REPLACEMENT RESERVE-TCB 366,883.79 366,917.90
OPERATING-TCB 137,706.90 577,393.50
DEPOSITORY-TCB EARLY 698,168.19 504,897.15
PETTY CASH 1,600.00 t,soo.00
DEPOSITORY-TCB CURRENT 22,041.23 95,910.98
TOTALS 1,637,988.63 1,666,071.70
NET INCREASE(DECREASE) �r.._�,,.,.:�Q, 83.0�
T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS 1,706,168.77
SOURCES OF FUNDS:
INTERCO TRANSFERS 200,04925
DECREASE IN INVENTORY 15,085.77
INSURANCE SETTLEMENT 42,832.00
INCREASE IN ACCTS PAYABLE 143,732.30
INCREASE IN SECURITY DEPOSITS 5,157.88
TOTAL SOURCES OF FUNDS 2,113,025.97
USES OF FUNDS:
DECREASE IN DEFERRED INTEREST EXPENSE 682,758.00
INCREASE IN PREPAIDS 1,399.34
INCREASE IN PREPAID RENTS(COLONY) 150,000.00
DECREASE IN ACCRUED PAYROLL 4,259.42
INCREASE IN DORM RECEIVABLE 145,182.72
DECREASE IN OTHER PAYABLES 23,674.15
DECREASE IN�EFERRED DORM INCOME 816,510.29
DECREASE IN PROPERTY TAX PAYABLE 14,273.75
INCREASE IN DEFERRED SCHOLARSHIP FUND 59,088.00
, TOTAL USES OF FUNDS 1,897,145.67
NET INCREASE(DECREASE)IN CASH ,„�2^_�5,.88'Os3.�"�.
� CASH ACCOUNTS:
BALANCE AT 08/31/98 BALANCE AT 07/31/99
DEPOSITORY-FNB CURRENT 39,007.66 21,471.98
� DEPOSITORY-FNB EARLY 166,900 28 97,880.19
REPLACEMENT RESERVE-TCB 211,330 31 366,917.90
OPERATING-TCB 299,135.90 577,393.50
DEPOSITORY-TCB EARLY 447,448.37 504,897.15
PETTY CASH 1,600.00 1,600 00
DEPOSITORY-TCB CURRENT 284,768.88 95,910.98
TOTALS 1,450,191.40 1,666,071.70
NET INCREASE(DECREASE) -„�+ `.,s,;�2��5;880-30�
. T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS (88,323.05)
SOURCES OF FUNDS:
DECREASE IN ACCTS RECEIVABLE 8,087.73
INCREASE IN SECURITY DEPOSITS 36.60
INCREASE IN PROPERTYTAX PAYABLE 2,SD8.06
INCREASE IN ACCTS PAYABLE 4,073.11
INTERCO TRANSFERS 6,200.00
INCREASE IN DEFERRED DORM INCOME 114,654.32
TOTAL SOURCES OF FUNDS 47,236.77
USES OF FUNDS:
DECREASE IN ACCRUED PAYROLL 2,616.62
INCREASE IN INVENTORY 377.53
INCREASE IN PREPAIDS 66D26
TOTAL USES OF FUNDS 3,654.41
NET INCREASE(DECREASE)IN CASH ,„82r�6
� CASH ACCOUNTS:
' BALANCE AT 06130/99 BALANCE AT 07l31/99
DEPOSITORY-FNB CURRENT 1,OD4.39 13,677.62
' DEPOSITORY-FNB EARLY 3,313.17 19,306.16
� REPLACEMENT RESERVE-TCB (343,663.86) (343,683.86)
' OPERATING-TCB 65,045.74 182,961.88
DEPOSITORY-TCB CURRENT 41,831.00 (66,169.00)
DEPOSITORY-TCB EARLY 251,999.71 256,999.71
PETfY CASH 100.00 100.00
TOTALS 19,610.15 63,192.51
NET INCREASE(DECREASE) _„.3,5__�36
T.S.H.C.-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JULY 31,1999
NET INCOME(LOSS)FROM OPERATIONS 25,852.88
SOURCES OF FUNDS:
INTERCO TRANSFERS 38,529.55
DECREASE IN INVENTORY 9,446.55
INSURANCE SETTLEMENT 53,295.00
DECREASE IN DORM RECEIVABLES 124,725.78
TOTAL SOURCES OF FUNDS 251,849.76
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 340,099.19
DECREASE IN ACCRUED PAYROLL 959.80
DECREASE IN PROPERTY TAX PAYABLE 2,674.12
, DECREASE IN OTHER PAYABLES 4,973.28
INCREASE IN PREPAIDS 2,561.95
DECREASE IN ACCTS PAYABLE 28,646.28
INTERCO TRANSFERS 1,25�.8�
DECREASE IN N/P—GALC 1,374.85
TOTAL USES OF FUNDS 382,547.34
. NET INCREASE(DECREASE)IN CASH (a�,,Oy_�`',�.8'
CASH ACCOUNTS:
� BALANCE AT 08/31/98 BALANCE AT 07/31199
DEPOSITORY—FNB CURRENT 2,545.01 13,677.62
DEPOSITORY—FNB EARLY 48,978.16 19,306.16
REPLACEMENT RESERVE—TCB (140,000.00) (343,683.86)
OPERATING—TCB 87,636.21 182,961.88
DEPOSITORY—TCB CURRENT (145,369.00) (66,169.00)
DEPOSITORY—TCB EARLY 339,999.71 256,999.71
PETTY CASH 100.00 100.00
TOTA�S 193,890.09 63,192.51
NET INCREASE(DECREASE) .�(4130;697�5�
'
1
1
� -• . .
' The Unive►•sity Tower,Forum,Colony Apartments and
Various Other Related Properties
' of the
Texas Student Housing Corpo►•ation
, a Com��onent Unit
of the
Town of Westlake,Texas
1
' Financial Statements
'
' For the Year Ended,August 31, 1998
' and the
Period Ended Au�ist 31, 1997
1
1
'
'
1
' Charles Haynes,CPA
Cerlrfred Pzrblic Acco:rrttm7t
'
1
' TABLE OF CONTENTS
'
' Independent Auditor's Report.................................................................................... 1
' Consolidated Balance Sheet ...................................................................................... 2
Consolidated Statement of Revenues and Expenses ................................................. 3
' Consolidated Statement of Revenues and Expenses,
Bud et and Actual on-GAAP Bud eta Basis 4
g � g rY ) ..............................................
' Consolidated Statement of Cash Flows ..................................................................... 5
' ' Notes to Financial Statements.................................................................................... 6
, Independent Auditor's Report on Addirional Information......................................... 10
Consolidating Balance Sheet ..................................................................................... 11
' Consolidating Statement of Revenues and Expenses ................................................ 12
' Calculation of Amount Due to the Texas Student Housing Corporarion '
Pursuant to Section 10.04 of the Installment Sale Agreements............................ 13
' ,
' .
1
'
1
1
'
'
' Charles Haynes,CPA
Certified PubLcAccountant
' 1903 Centcat fTrive,Suite 300
BedfDrd,Texas 76021
(817)545-1300
' INDEPENDENT AUDTTOR'S REPORT
' To the Board of D'uectors
Texas Student Housing Corporation
' We have audited the accompanying financial statements of the University Tower,Forum,Colony
Apartments and various other related properties(the"Projects,"more fully described in Note 1)
' of the Te�cas Student Housing Corporation (the "TSHC"), a component unit of the Town of
Westlake, Texas, as of and for the years ended August 31, 1998 and 1997. These financial
statements.are the responsibilit;+of 1he Texas�tudent 73nusing Corporation's management. Our
' responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standazds. Those
' standards require that we plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit includes examining, -
on a test basis,evidence supporting the amounts and disclosures in the financial statements. An
' audit also includes assessing the accounting principles used and significant estimates made by
management,as well as evaluaring the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
' We conducted our audit in accordance with generally accepted auditing standards. Those
t .standards r�yuire that we plan and perform the audit to obtain reasonable assurance about
whether the Snancial statements are free of material misstatement. An audit includes examirung,
on a test basis,evidence supporting the amounts and disclosures in the financial statements. An
' audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
' As discussed in Note 1,the financial statements present only the Projects and are not intended to
present fairly the financial position and results of operations of the Texas Student Housing
, Corporation,in confomuty with generally accepted accounting principles.
In our opinion,based on our audit and the report of the other auditors,the financial statements
' teferrEd rn.above present fairly,in all materiai respects,the financial position of the Projects as of
August 31, 1998 and 1997,and the changes in its net assets and cash flows for the periods then
ended in confornvTy with generally accepted accounting principles.
'
Bedford,Texas
' May 25, 1999
1
, .
'
� THE UNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
' TEXAS STUDENT HOUSING CORPORATION,A COMPONENT UNIT
OF THE TOWN OF WESTLAKE,TEXAS
Consolidated Balance Sheet
' August 31,1998 and 1997
AUGUST 31,
1998 1997
' CURRENTASSETS.
Cash and cash equivalents $ 1,849,102 $ 2,378,765
, Trade accounts receivable 2,648,016 1,854,804
' Inventory 49,177 29,538
Prepaid and other 35,290 35,566
4,581,585 4,298,673
' PROPERTY AND EQUIPMENT:
Land 2,750,000 2,750,000
Buildings and improvements 25,838,159 25,602,654
' Furniture,fixtures and equipment 1,990,442 1,785,590
3D,578,601 30,138,244
Less:Accumulated depreciation 3,208,514 1,961,385
' 27.370,087 28,176,859
TOTALASSETS $ 3'1,951,672 $ 32,475,532
; ' CURRENT LIABILITIES.
Trade accounts payabie $ 246,693 $ 250,855
� Notes paya6le _
' PropeRytaxespayable 186,429 190,979
Scholarshipsawarded 49,172 76,141
Deferred income 6,117,602 4,272,794
, Capital lease obligation 1,375 9,816
Other 42,357 50,296
6,643,628 4,850,881
, LONG-TERM LIABILITIES:
Long-term debt 29,000,000 29,000,000
Accrued interest 3,928,184 3,035,845
, 32,928,184 32,035,845
TOTAL LIABILITIES 39,571,812 36,886,726
' NETASSETS(LIABILITIES)-UNRESTRICTED (7,620,140) (4,411,194)
TOTAL LIABILITIES AND NET ASSETS $ 31,951,672 $ 32,475,532
'
' The accompanying notes are an integral part of these financial statements
'
, 2
'
' THE UNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
' TEXAS 3TUDENT HOUSING CORPORATION,A COMPONENT LTNIT
OF THE TOWN OF WESTLAKE,TEXAS
Consolidated Statement of Revenues and Expenses
' For the Years Ended August 31,1998 and 1997
AUGUST 31,
' 1998 1997
, OPERATING REVENUES:
Rents $ 5,767,227 $ 6,140,866
Daily rental 269,473 154,075
, Property activity,processing and maintenance fees 208,004 664,741
Dormitory phone service 209,371 215,527
Other 126,529 173,404
' 6,580,604 7,348,613
OPERATING EXPENSES.
Property management 870,214 916,934
' Food cost of sales 429,139 383,001
Otherfood expense 433,353 383,776
Phone expense 246,920 '199,349
' General and administrative 399,646 325,027
Energy costs 543,700 584,330
Real estate taxes and insurance 426,299 476,807
Maintenance and property operations 1,100,690 609,891
, Managementfees 191,823 200,0'16
Depreciation 1,255,440 1,229,547
5,897,224 5,308,678
' EXCESS OF REVENUE OVER(UNDER)EXPENSE
FROM OPERATIONS 683,380 2,039,935
' Interest expense 3,892,326 3,775,871
EXCESS OF REVENUE OVER(UNDER)EXPENSE (3,208,946) (1,735,936)
' NET ASSETS AT BEGINNING OF PERIOD (4,411,194) (2,675,258)
NET ASSETS AT END OF PERIOD $ (7,620,140) $ (4,411,194)
�
1
,
1
The accompanying notes are an integrel part of lhese financial statements
'
3
1
1 "
' THE UNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
TEXAS STUDENT HOUSING CORPORATION,A COMPONENT IJNIT
' OF THE TOWI�IOF WESTLAKE,TEXAS
Consolidated Statement of Revenues and Expenses
' Budget and Actuai(Non-GAAP Budgetary Basis)
For the Year Ended August 31,1998
' Variance
Favorable/
Budqet Actual (Unfavorablel
' OPERATING REVENUES:
Rents $ 6,349,371 $ 5,767,227 $ (582,144)
� Daily rental 4,376 269,473 265,097
PropeRy actiwty,processing and maintenance fees 208,004 208,004
Dormitory phone service 126,558 209,371 82,813
Other 132,200 126,529 (5,671)
' 6,612,505 6,580,604 (31,901)
OPERATING EXPENSES.
' Property management 682,730 870,214 (187,484)
Food cost of sales 400,000 429,'139 (29,139)
Other food expense 405,0�6 433,353 (28,347)
Phone expense 206,808 246,920 (40,112)
, General and administrative 303,150 399,646 (96,496)
Energycosts 585,170 543,700 41,470
� Real estate taxes and insurance 456,396 426,299 30,097
' Maintenance and property operations 929,421 1,541,047 (611,626)
Managementfees 200,016 191,823 8,193
4,168,697 5,082,141 (913,444)
, EXCESS OF REVENUE OVER(UNDER)EXPENSE
FROM OPERATIONS $ 2,443,808 1,498,463 � (945,345)
, ADJUSTMENTS TO GENERALLY ACCEPTE�
ACCOUNTING PRINCIPLES:
Depreciation expense (1,255,440)
' ' Interest expense (3,892,326)
Capitalized expenditures 440,357
EXCESS OF REVENUE OVER(UNDER)EXPENSE (3,208,946)
' NET ASSETS AT BEGINNING OF PERIOD (4,411,194)
' NETASSETS AT END OF PERIOD(GAAP BASIS) S (7,620,140)
'
The accompanying notes are an Integrel pad of these financial statements ,
'
4
' .
,
' THE UNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
, TEXAS STUDENT HOUSING CORPORATION,A COMPONENT iJ1VIT �
OF THE TOWN OF WESTLAKE,TEXAS
Consolidated Statement of Cash Flows
, For the Years Ended August 3'I,1998 and 1997
' AUGUST 31,
1998 1997
CASH FLOWS FROM OPER,4TING ACTIVITIES
' Excess afrevenue over(under)expense $ (3,208,946) � (1,735,936)
Adjustments to reconcile change in
net assets to net cash provided by
, operating actiwties:
Depreciation 1,255,440 1,229,547
Changes in operating assets and liabilities:
(Increase)decrease in accounts receivable (793,212) 498,864
' (Increase)ininventories (19,639) (4,526)
(Increase)in other current assets 276 (2D4)
Increase(decrease)intrade payables (4,162) (27,099)
� Increasein propertytaxes payable (4,550) 16,035
Increase in scholarships awarded (26,969) 76,141
Increase(decrease)in deferred income 1,844,808 ('1,022,498)
Increase(decrease)in other lia6ilities (7,939) (18,555)
, NET CASH PROVIDED(USED)BY OPERATING ACTIVITIES (964,893) (988,231)
CASH FLOWS FROM INVESTING ACTIVITIES
, (Purchase)ofproperty and equipment (440,357) (748,842)
(Gain)on sale of assets (2,790)
NET CASH(USED)IN INVESTING ACTIVITIES (440,357) (751,632)
� CASH FLOWS FROM FINANCING ACTIVITIES
Increase(decrease)in capital lease obligations (6,246)
Increase(decrease)in notes payable � - (281,572)
' Increase in long-term debt - -
Increase in accrued interest 892,339 1,057,554
NET CASH PROVIDED BY FINANCING ACTIVITIES 892,339 769,736
, Increase(decrease)in cash and cash equivalents (529,663) (97D,'126)
Beginning cash and cash equrvalents 2,378,765 3,348,691
' ENDING CASH AND CASH EQUIVALENTS � $ 1,849,102 $ 2,378,765
' SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the year for.
Interest $ 2,999,988 S 2,716,827
, Income taxes -
, The accompanying notes are an integral part of these financlal statements
' S
,
' THE iJNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
' TEXAS STUDENT HOUSING CORPORATION,A COMPONENT LJNIT
OF THE TOWN OF WESTLAKE,TEXAS
Notes to Financial Statements
, August 31,1998
� Note 1—Basis of Presentation and Summary of Sienificant Accountine Policies
, Introduction
' The accompanying financial statements relate to the operation of The University Tower(the
"Tower"), Colony Apartments (the "Colony") and various other properties (the "Other
Properties")located in College Station,Texas,and the Forum(the"Forum")located in Bryan,
' Texas (collectively referred to as the "Projects"). The Projects are owned by the Texas
Student Housing Corporation (the "TSHC"), and are operated and managed under an
agreement with SSRS, Inc., a professional property management firm. The TSHC is a
� Component Unit of the Town of Westlake,Texas.
, The Tower is comprised of two attached and fully integrated buildings The first portion, a
' two-story structure,was constructed in 1963,and refurbished in 1989 and 1990. The second
portion, a seventeen-story tower,was constructed in 1985. To�ether, the Tower consists of
843 dormitory units. The Forum was constructed in 1964 and consists of 236 units. Effective
' 7anuary 20, 1996,the TSHC purchased the Tower,Forum and five(5)of the Other Properties
from Lodgeco Properties,Ltd.for$24,000,000.
, The Colony was constructed in 1975 and consists of 200 units. Effective December 29, 1995,
the TSHC purchased the Colony and ten(10)of the Other Properties from Rossco Holdings,
' Incorporated for$5,000,000.
The Other Properties of the Projects are made up of fifteen(15)residences with four(4)living
' units each.
The accompanying financial statements for the Projects reflect comparative revenues and
' expenses and cash flows for the year ended August 31,1998 and 1997.
Basis ofpresentation
, Financial statement presentation follows the recommendations of the Financial Accounting
Standards Board in its Statement of Financial Accounting Standards (SFAS) No. 117,
, Financial Statements of Not-for-Profit Organizations. Under SFAS No. 117, the TSHC is
required to report information regarding its financial position and activities according to three
classes of net assets:(1)unrestricted net assets,(2)temporarily restricted net assets, and(3)
, permanently restricted net assets. All of the net assets of the TSHC are unrestricted.
See Independent auditols report
, 6
1
' Basis ofaccountine
�
' The accompanying financial statements have been prepared using the accrual basis of '
accounting and accordingly reflect all significant receivables, payables, and other assets /
liabilities.
, Revenue recognition
, Revenues received in advance for housing leases,property activity fees,and maintenance fees
are deferred and recognized over the term of the leases. Housing leases are classified as
' operating and are for periods ranging from five to twelve months. Revenue from non-
refundable processing and late charge fees is recognized when received.
' Daily rental revenue is recorded daily on a check-in basis. All other daily rental revenue is
, recognized when earned.
' Cash and cash equivalents
For purposes of the statement of cash flows, all unrestricted highly liquid investments with
' initial maturities of three months or less are considered to be cash equivalents
Accounts receivable
', The accounts receivable include amounts due from tenants for leases,activity fees late charges
and maintenance fees, and aze stated net of all known uncollectible accounts. The Projects
, use historical experience to deternune allowances for doubtful accounts. At August 31, 1998,
, management represented that no allowances were necessary.
, Income tax status
' TSHC is exempt from federal income tax under section 103 and 115 of the Internal Revenue
Code,as an"on-behalf'entity of the Town of Westlake,Texas,a municipality of the State of
Texas. However,income from certain activities not directly related to its tax-exempt purpose
Iis subject to taxation as unrelated business income.
Inventory
' Inventory consists of food and food related items consumed in the normal course of operation
of a dormitory establishment. It is recorded at the lower of cost or market on a first-in,first-
, out basis.
,
' See independent auditor's report
, ' 7
1
, Propertv and equipment
Property and equipment is canied at cost. Depreciation is computed using the straight-line
' method over the estimated useful life. All expenditures for property and equipment greater
than or equal to$500 are capitalized. During the year ended August 31, 1997 certain assets
that were classified as Furniture,Fixtures and Equipment in the previous year were transferred
' to Building and Improvements The resulting classifications more accurately represent the
true nature of these assets.
, Use of estimates
, Management of the Projects has made a number of estimates and assumptions relating to the
reporting of assets and liabilities, and the disclosure of contingent assets and liabilities to
prepare these financial statements in conformity with generally accepted accounting principles.
' Actual results could differ from those estimates.
' Note 2—Related Partv Transactions
During the period ended August 31, 1998,the Projects made payments and collected funds on
' behalf of other properties within the Projects for various reasons,all in the ordinary course of
business. These advances to and from each property have been offset a?ainst one another and
eliminated in the accompanying consolidated balance sheet.
i1
Note 3—Future Minimum Rentals under Housin�Leases
' The Projects have entered into housing contracts with individuals that relate to contract lease
� ' periods that extend beyond August 31, 1998 Contracts for these rentals are non-cancellable
and are guaranteed by parents or legal guardians per the rental contract. As of August 31,
1998, the future minimum lease revenue under non-cancelable housing leases for housing
' within the Projects is as follows:
FOR THE YEAR
' ENDING AUGUST 31,
1999 $5,650,188
�
2000 20,400
, 2001 2,000
' TOTAL $5,672,588
'
, See Independent aud"Rors report
8
, .
'
' �
Note 4—ProQerty and Equipment
, The Projects'property and equipment at August 31, 1998 was comprised of the following:
' Buildings& Furnilure 8 Machinery 8 Accumulated
Land Imarovmnts Fixtures Eauiament Deoreciation Total
Towerand 5
' Olher Properties $7,700,000 $78,791,059 $1,456,476 5166,793 ($2,402,919) $19,62:i,409
' Forum 400,000 2,57fi,940 175,077 34,953 (318,117) 2,868,853
Colony and 10
' Other Propertfes 650,000 4,470,760 155,143 - (487,478) 4,890,791
Totals $2.750,000 $25,83.,159 $7,788,696 $201,746 (33,208,514) $27,370,087
, Note 5—Obli�ations under Leases
As of August 31, 1998 there are no obligations for future payments under operating leases.
' Note 6—Lone-Term Debt '
' TSHC has the following obligations pursuant to Installment Sales Agreements (the
"Agreements")related to the Projects:
' Rassco Holdines,Inc.MartEa2e Pavable Bearine 12°/Interest
• Payable in monthly installments including interes[ of variable
' • minimum amounts,as defined in the Agreement
Unpaid portion due December 1,2020
Secured by facilities,properlies and ne[revenues of tlie Colony and
ten(10)of the Other Properties $S,OOD,000
' Lod�eco Pronerties.Ltd.Mortease Pnvable Bearing 12%Interest
• Payable in monthly installments including interest of variable
' . minimmn amounts,as defined in[he Agreement
Unpaid portion due January 19,2021
• Secured by facilities,properties and ne[revenues of[he To�ver.
' Forum and five(5)of the Other Properties 524,D00,000
The Agreements provide that 2.5%of net operating income as therein defined be retained by
' the TSHC. The bylaws of the TSHC provide for these funds to be used to fund a student
assistance program that provides education and/or housing assistance to qualifying students.
The Agreements require any remaining net operating income,after reduction for amounts paid
' to the Reserve Replacement Fund(defined in the Agreements)and the amount due TSHC,be
applied to any outstanding and unpaid interest, and then principal. No repayment of the
principal poRion of long-term debt is anticipated during the five-year period subsequent to
, August 31,1998.
See fndependent auditor's report
1 9 .
, '
ICh�rles Hnynes,CPA
Certrfied Pubhc Accoirnta��t
, 1903 Central Drive,Suite 300
Bedford,Texas 76021
(817)545-1300
,
INDEPENDENT AUDITOR'S REPORT
, ON ADDITIONAL INTORiVIATION
, To the Board of Directors
Texas Student Housing Corporation
� Our repoR on the accompanyin�financial statements of the University Tower, Forum, Colony
' Apartments and various other related properties(the"Projects,"more fully described in Note 1)
of the Texas Student Housing Corporation (the "TSHC"), a component unit of the Town of
, Westlake,Texas,as of and for the year ended Au�ust 31,1998 appears on page 1. Our audit was
conducted for the purpose of tbrming an opinion on the basic financial statements taken as a
whole. The Consolidatin�Balance Sheet, Consolidating Statement of Revenues and Expenses
' and the schedule entitled,"Calculation of Amount Due to the Texas Student Housing Corporation
Pursuant to Section]0.04 of the Installment Sale Ajreements"are not required parts of the basic
financial statements. This information has been subjected to the auditing procedures applied in
, the audit of the basic financiai statements. Li our opinion,this information is fairly stated in all
` material respects in relation to the basic financial"statements taken as a whole.
' �
' Bedford,Texas
May 25,1999
'
,
'
'
,
'
10
' . �
'
, THE UNII�ASITY TOWEA,FORIJM,COLQI�IY AP�ATMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
TEXAS STUDENT HOUSING CORPORATION,A COMPONENT iJNIT
, OF THE TOWN OF WESTLAKE,TEXAS
�onsolidatiFlg Balance Sheet
August 31,1996 and 1997
, 1997
University Colony Eliminations
, Tower Forum Aoartments DR 1 fCRI Combined
CURRENT ASSETS:
Cash and cash equrvalents $ 2,W5,779 $ 205,976 $ 97,060 $ $ 2,378,765
Tradeaccoutdsrecefvable 1,465,495 383,558 5,751 - 7,854,804
' aaterprofect receivable -468 12;916 �9,915 (102,699) -
Inventory 22,705 7,433 29,538
Prepaid and other 2:i,711 4,398 7,457 35,566
3,587,506 614,281 199,583 (102,699) 4.298,673
, PROPERTYANDEQUIPMENT:
Land 1,700,000 400,000 650,000 - 2,750,000
' Buildings and improvements 18,607,772 2,524,772 4,470,760 - 25,602,654
Fumiture,fixtures and equipment 1,528,291 164,424 92,875 1,785,590
21,636,063 3,069,146 5,273,035 30,138,244
Less:Accumulateddepreciation 1,452,690 192,679 316,016 1,967,385
' 20,383,373 2,896,467 4,897,019 - 28,176,859
TOTALASSETS $ 23,970,881 $ 3,510,748 $ 5,098,602 $ (102,699) $ 32,475,532
`, CURRENT LIABILITIES _
Trede aeeounts payable $ 172,176 $ 30,677 $ 48,002 � 3 $ 250,855
NWes payable - - - - -
, Interpro�ectpayable 702,231 468 - 702,699 -
Propertytaxespayable 87,935 18,952 84,092 790,979
Scholarships awdrded 54,469 4,679 17,053 76,141
Deferred income 3,522,717 750,077 - - 4,272,794
, Capital lease obligalion - 9,816 - - 9,816
Other 4,653 472 45,721 SD,296
3.944.187 815,IXi1 194,368 102,699 4,850,881
, LONG-TERM LIABILITIES: _ _ _
Capihal lease abligahon
Long-termdebt 21,000,000 3,000,000 5,000,000 - 29,000,000
, Accrued interest 2,370,290 349,240 316,315 - 3,035,845
23,370,290 3,349,240 5,316,315 32,035,845
TOTAL LIABIUTIES 27,314,471 4,164,271 5,510,683 102,699 36,886,726 '
' NETASSETS(LIABILITIES)-UNRESTRICTED (3,343,590) (653,523) (414,087) (4,411,194)
TOTALLIABILIT�ESANDNETASSETS $ 23,970,881 $ 3,510,748 $ 5,096,602 3 102,699 $ 32,475,532
,
,
'
11 .
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'
' ,.
'
' ,995
University Colony Eliminations
' Tower Forum Apartments DRIfCR1 Com6ined
$ 1,450,191 S 193,890 $ 205,027 $ 1,849,102
' 2,118,735 518,450 10,831 2,648,016
' 4,679 6.752 56,700 (68,071) '
37,388 17,789 49,177
25,618 3,753 5,979 35,290
' 3,636,551 734,634 278,471 (68,071) 4,561,585
1,700,000 40�,000 65D,000 2,750,000
, 18,791,059 2,576,940 4,470,160 25,838,159
1,625,269 210,030 155,143 1,990,442
22,116,328 3,186,970 5,275,303 - 30,578,607
2.402,919 318,117 487.478 3.208.514
' 19,713,409 2,868,853 4,787,825 27,370,087
$ 23,349,960 $ 3,603,487 $ 5,066,296 5 (68,071) $ 31,951,672
r ' ' . .
, $ 123,591 S 62,021 $ 61,081 $ 246,693
' S6,700 4,619 6,752 68,071 -
89,177 79,733 77,519 186,429
30,679 6,282 12,211 49,172
' 5,101,422 869,818 146,362 6,117,602
1,375 1,375
5,410 36,946 42,357
5,406,979 963,848 340,871 68,071 6,643,628 �
' - ' - '
21,000,000 3,000,000 5,000,000 29,000,000
' 2.729,099 755,177 443.908 3,928,184
23,729,099 3,755,177 5,443,908 32,926,184
' 29,136,078 4,779,025 5,784,779 68,071 39,571,812
(5,786,118) (1,715.538) (778,483) (7,620,140)
, $ 23,349,9fi0 $ 3,603,487 $ 5,066,296 $ 68,071 $ 31,951,672 .
,
� `
,
'
, THE UNIVERSITY TOWER,FORUM,COLONY APARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF TFIE
TEXAS STUDENT HOUSING CORPORATION,A COMPONENT UNIT
' OF THE TOWN OF WESTLAKE,TEXAS
Consolidating Statement of Revenues and Expenses
For the Year Ended August 31,1998,and the Period Ended August 31,'1997
,
' �997
University Colony Eliminations
Tower Forum Aoartrnents DR/lCRI Combined
' OPERATING REVENUES:
Rents $ 4,169,845 $ 705,890 $ 7,265,131 $ - $ 6,140,866
' Daily rental 23,691 - 130,384 - 154,075
Property actmty,processing and
..malnteFlance fees S7L,302 123�09 18,630 - 664,741
, mrtMory phone semce _ 176.431 39,096 - - 215,527
Other 154;407 -0,391 10.606 �73,404
5,046,67& 877,786 -1,424,75� 7,348,613
' OPERATING EXPENSES:
Propertymanagement 638,553 775,117 tIXi,264 916,934
Foad cost af sales 279.089 94,977 8,935 - 383.D01
Otherfoodexpense 280,238 103,538 - - 383,776
, ' ,. Phoneexpense 74&,606 47.821 4.9Y2 - 199,349
�General and administrative 215,250 25,403 84,374 325,027
' Energycosts 372,981 93,642 117,707 - 584,330
' ' Real estate taxes and insurance 265,803 57,500 159,504 - 476,807
Maintenance and property operahans 379,884 47,547 182,460 609,891
Management fees 139,992 27,504 32,520 200,016
�epreclatlon 914,760 119,599 195,188 1,22g,547
, 3,633,156 786,646 888,874 5,308,678
EXCESS OF REVENUE OVER(UNDER)
EXPENSE FROM OPERATIONS 1,413,520 90,538 535,877 - 2,039,935
, ' Interest expense 2,752,762 394,742 628,367 - 3,775,871
' EXCESS OF REVENUE OVER(UNDER)
EXPENSE (1,339,242) (304,264) (92,490) (1,735,936)
NETASSETSATBEGINNINGOFPERIOD (2,004,348) (349,319) (321,591) (2,675,258)
' NETASSETSATENDOFPERIOD $ (3,343,590) $ (fi53,523) 3 (414,067) $ - $ (4,411,194)
'
' '
,
12
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'
1
'
'
�� ,998
University Colony Eliminations
Tower Forum Aaartments DRlfCRI Combined
�
' S 3,922,004 S 732,472 5 1,112,751 $ � $ 5,767,227
35,295 234,178 269,473
- 179,690 26.314 - 208.004
' 168,270 47,101 - - 209,371
109,536 7,507 9,486 126,529
4,235,105 960,770 1,384,729 6,580,604
' S70,826 161,614 137,774 - 870,214
319,734 104,401 5,004 - 429,139
' 328,070 105,283 - - 433,353
181,622 60.457 4,847 246,920
278,956 36,123 84,567 - 399,646
315,332 101,841 726,527 - 543,700
' 236,701 50,490 139,108 � 426,299
517,845 253,647 329,198 1,100,690
139,995 19.308 32,520 - 197,823 '
' 94Q991 123,691 184,758 - 1,255,440
3,836,072 1,016,849 1,044,303 5,897,224
' 399,033 (56,079) 340,426 - 683,380
2,841,561 405,937 644,828 3,892,326
, (2,442,528) (462,016) (304,402) - (3,206.946)
, (3,343,590) (653,523) (474,081) - (4,411,194)
5 (5,786,118) S (7,115,539) $ (718,483) $ - $ (7.620,140)
'
' �
i
1 .
,
' THE UNIVERSITY TOWER,F�RTTM �OI.DNYAPARTMENTS
AND VARIOUS OTHER RELATED PROPERTIES OF THE
TEXAS STUDENT HOUSING CORPORATION,A COMPONENT UN1T
' OF Tf�TOWN OF WESTLAKE,TEXAS
Calculation of Amotmt Due tothe TExas�tudent Housing Corporafion
Pursuant to Section 10.04 of the Instailment Sale Agreements
' For the Year Ended August 31,199&
1
' Rossco Holdings, Lodgeco
Incoroorated Proaerties.Ltd.
' Excess ot revenue over(under)
expense from operations $ 352,fi38 $ 582;672
' Add:Non-operating/maintenance expenses
Deprecia6on . .$_ 184,758 _�T,6T0,682
Scholarships awarded 17,053 59,088
201,811 1,1Z9,770
' Less:Amounts depasited into the
' Replacement Reserve Fund 66,000 234,000
. '
�' NETOPERATING INCOME $ 488,449 $ 1,478,442
' AMOUNT DUE TO THE TEXAS STUDENT .
' HOUSING CORPORATION(2�%) $ 12,211 $ 36,961
1
1
' •
1
'
13
1
STUDEN'T'LETTERS 1999-2000 j
Acceptan final 1 st letter 2nd lette 3rd lette 4th letter'semester renewal
1996 Winners grades grades
Autumn Johnson 4/11 8/27 � �
Jill McKean 4/13 yes 6/27 9/3 I
Jennifer Renken 5/7 yes 9/14 �
-------- � �
1997 Winners I I _�_ _
A&M Students � i
Staci Rankin 4/7 yes 5/20� I _�__ _
Thomas Smith 4/4 yes 5/26! 8/201 �
Christopher Well 4/17 _ ' ____i____
UT Students i ____
Ryan Koons Yes Yes � —�
-- ----+-------
� �
1998 Winners � '
—�----------
KendrickArnett—�6/5 yes� 8/30� i _ _
Jeff Bingham —' 6/11 yes /8 271 � � I
Kellie Frame 6/28 Yes 8/27i � � _�______
Susan Irvine 5l24 yes 8/121 i
---f-----
Jennifer Patterso 6/30 Yes 8/24i � �
Jeremy Steinmey 5/17 yes 6/181 9/3 rt
---�-------
Laura Tatangelo 4/18 yes 8/16j —i— —� '
Cale Welborn 4/19� yes 8/30 rt V
-------- , — --
� i
1999 Winners , ---j- -
Loren Barber 4/21 8/21 �
� Valleri Bullard 4/14 �
John Conrad 4/7 7/231 I
---�----
Renjamin Getter 8/161 i �
Jennifer Johnst�4/18 8/231 ' ;
Lauren Klinger 4/13 8/18i_� _ I ___� __
F;yan Nolen 4/11 8/20� i � �
Craig Odom i 8/25 I i
Scott Stickane 4/12 I �j
4
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_ . . .—_. . _ �2 n�:,�a� �P.�k-t'-'�- . --
Jeremy Steinmeyer
152-A Meadowland St. .
College Station,TX 77840
September 3,1999
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Deaz Members of the Board:
Summer is over again and that old cliche that as one gets older time passes faster is
starting to come hue. This summer went quite fast,my hair is going away too fast,and
you name it,its flashing by. This has its good and bad qualities,but is for another paper
all-together. This past smmner has been one of maturity compared to the summers of
old. I worked almost everyday,and went out after work with the buddies. The summer
felt grown up.
The only significant times I had this summer were in Austin with y'all,and a trip to
Arizona. The highlight had to have come when I received word that Rep.TruiYs bill had
been passed and we were invited to Austin. The whole escapade was awesome,walking
the capital building feeling important,meeting future President Bush,and getting a more
in-depth view of our Texas Housing Board.
As for the following semester and year I would love to continue the new Aggie tradition
of Jeremy Steinmeyer eaming a 4.0,but I will not be to disappointed if falls a little. One
goal that I will work hazdest on is getting more involved in student activities,mainly
something the do with the economics department,and one of the student govemment type
groups. That is probably the only thing that would have made last year better. I want to
again say thank you for all the work Texas Student Housing Corporation has done and is
doing for students. �
� _i
Thank You;� /�
.�/��'/_
.�'._ _
Jeremy W.Steinmeyer�
� _,.�
�
�' ��
410 South Texas Avenue#159
College Station,Texas 77840 ,
September 3, 1999
Mr.Jim Carter
President,Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Deaz Mr.Carter,
I have had an extremely busy summer,but it was well worth it. I hope the boazd is doing well
and wdl be able to visit Aggieland this fall.
This summer I was at home in Southlake, and attended summer school at Tarrant County
College,worked ful]—time at Home Depot,interviewed for various intemships for the coming
spring semester, and went to Colorado on vacation with my parents. I took hvo classes at
Tarrant County College, including Macroeconomics and American Literature where I
received a"B"and an"A,"respectively.I continued to work at Home Depot in Southlake,
where I was in the Hazdwaze depazhnent once again. I thoroughly enjoyed it because it
allowed me to get my mind off of school.I have been interviewing with different agencies in
the Dallas uea, as well as in Colorado Springs for a twelve hour credit internship for the
spring semester. As you probably already know, this is my last semester at Texas A&M
University before I complete an internship in my field of study.I will graduate in May, 2000.
I have interviewed with the Southern Methodist University Athletic Depaztment, Texas
Rangers' Baseball Club,Big XII Athletic Conference Headquarters, and the United States
Olympic Committee. I am interested in the azeas of Sports Mazkering and Corporate Sales
and Sponsorships.More than likely,I will make my final decision by the end of October. My
parents and I went to Colorado where we relaxed for about ten days. It was very nice to get
away and go camping.It is easy to lose track of reality and the"normal"routine while in the
mountains.
This fall I am planning to stay actively involved in various organizations. I wIll,once again>
be a member of the Sport Management Society, Aggie Alliance, Fellowship of Chrisrian
Athletes,and active in my church.I am currently enrolled in fourteen hours this semester. I
am taking Physiology of Exercise,Analysis of Movement(and lab),my pre—intemship class,
the Management Process,and Human Sexuality.My classes and professors seem to be very
interesting so far. I continue to work out at our Student RecCenter on a regular basis afrer
classes.I am looking forwazd to another great semester. School is going smoothly. We now
have a custom bus route provided by Texas A&M University that still needs a little ironing
out,but hopefully it wdl get better as the semester proceeds.This will be another busy year
and will be challengmg,but I think I can manage it,being my last.
As I have previously informed the board,I will let you know iny exact plans for the spring.
At this time,I am not planning on staying in College Station,but my plans aze not finalized
yet either.Once again,I appreciate your understanding and patience with me in this process.
Thank you very much for renewing my scholazship and allowing me to live at University
Tower.I am living by myself this year in the same room,which is great hecause I can come
and go as I please.The staff is very nice and it is such a blessing to know that I can live in a
place so close to campus.
.r �1
Thank you again.If you have any questions, please feel free to contact me at the above
address or at(409)268-4405. •
Sincerely,
�Q,��-W�,�iea.w
Jill A.McKean
•� i
June 30, 1999
To Whom it May Concern:
I would like to apologize for the delay in my spring semester grade report. I
have been very busy working and taking summer classes. My spring semester was
completed well. I did however have to drop one class due to my busy schedule and
the difficult subject matter. I am retaking this course in the fall to receive credit. I
receive good marks in my other classes; I earned a C in Chemistry 102, a B in
Computer Science 110, a C in History 106, and an A in Country/Western Dance. I now
have credit for 30 hours of course work.
This summer I am continuing to work and live at University Tower. I am also
taking a Spanish and History class to get a few more credits under my belt. I am
thoroughly enjoying the Spanish class and am looking forward to taking more Spanish
in the future. My goal is to become bilingual. In the fall I am signed up to take a
second Spanish class, Calculus, and Computer Science. This will only be a 12 hour
course load, but I feel this is plenty while I am holding a job as well.Once again, I
would like to thank you from the bottom of my heart for your aid in my schooling. This
is a wondertul facility and am grateful that I have the opportunity to live here. Thank
you.
Sincerely,
��;\� � ��
�
Jennifer Patterson
��ti"�:�a�:,• :. . „ .-,,�.TE�X?A�,S A&M' U�,N'I.•V.;ER;`SI�T�Y •. � ,;�; ,:;':
�'�� �K."..`� " y�3�i� ; i" , �.College.^Statlon; Te1t9s "�77843;•.; , :e ,;;', r,i.�•'�
4 z4-a`� L • :``,�;a. .�:.i iC:f Z� �4',y„"l` i.4i;s'�d•� ,.� • ;aerl'"\,� •aS�5� 4
�.:� `��A:a" '.:Y . �
C-x.•^�e: .`=, r, rv..: � �..,. ,,r K.. ,.- �_,.,w _.. �f u�'sn...te�p a. ^7��. . : .w r--,.c�:. . �.,.' ..m.�ta t- , ,
�. � t�: ,<;. �.,. ,. F':3�Y ;o...,.a q w�a, :�xa �.' �, .�, ,..:'�M..,.�:,' ,�a.i,.. .. �..• . . .... ,.�� .
,Nart1e:�PAITERSON,•�JENNIFER MARIE ' �� 3;�€ "°4¢� '�� ,� . : F ��;:Date ot:Birth:•03/OS/BO
� SI0:��62"-a,95-��1 �`P°�A„ ��>� ?e? •b�<'v,�,� {�:�>.$m�:.•'�: , ., <';��• i• . �-
'� �* , x+ A.. �,. -N''.�,� , r`'�:� ;E=.:,,,>�Place of�Bkth:�PONTIAC.MICHIGAN
� ° .,� . � '�,` • z,.^',... ' :,'` ; „ ... � .:: . `.
�Cou ce'�`� �-�„.pesafptbn',.;;p='r�.-°'�Grade�Hn GPts• „,Couisa;s•> ,.�'= `,'DasaiPtion .-� Gnde�Hrs- GPb
�e�.. .(:...�,,�>, � ,,.i�.:�.�� g;.a�;;' : ;. x�a ;•a. �.�.` , n • ,y. �. .. • , �
i4� �Li UIVOEAGFtAWATE TRANSFER�CREOR: ��,g � �'�'�F,,`•` , i;$'� '�a•
��' �'g�� .TARRANT COUNTYe.1R�COLLEGE �` g 6 \.s i�% T 5
� ;� FALL SEMESTER 1998 ��r �,,;w;' . „ �.` <,� � ;:» C.. „�.
P,SYC-707z INTROrTO�PSYCHOLOGY � �C�s.,.3��`=6:,". M "i..�'N '�.� ' ,�w.:."��:rCC•'�� ':'t.,�'� �
?;CHEM",=70,9>' FUND'OF CHEMISTRY�I':'> .� a' A��";:4�`.;:76 `�' ' �`` " ""' ' "
'.ICIN6�,199 BOWLING;�/ w\•:.;,,.,,- .�«��.;�',`A� .,�� x;a.4 .:�"'' i.,;�;�w�:,„�:; , ^ ' f;�
is MATH�I,7�H ANALYTIC'GEOM&CALC `' ;.`B•:,�4� '42"� ' .3 � � ^:,+ ��� " " .;� ':
.�' ,;µea � SEMESTER TOTAL '��� ;72y 38� ,�'
;�;,�< SPRING SEMESTER 7999, `� � ' ' , . . •, "." �
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August 18, 1999
I.atu�en Kiinger
1357 Woodbrook Lane
Southlake,TX 76092
Mr.Jim Carter, President
Texes Student Housing Corporation
3 Village C3rcle, Suite 207
Westlake,TX 76262
Dear Mr. Carter,
I hope your summer has been pleasant. My summer has been extremely busy with
preparations for wliege and leaving home. I am very exdted about attending Texas
A&M and am eagerty antIdpating moving into the Forum. Everyone is impressed
when I mention where I am staying and how I obtained my schofarship. They
respohd that they wish that their commuuities had a foundation such as the Texas
Student Housing Corporation.
As I previously stated, my time during the summer has been quite packed. After
graduation, I increased my work load at Biockbuster Vldeo to about 30-40 hours a
week. My experience and hard work there earned me a promorion to assistant
manager in July. This leadeiship opportunity was stressful but very rewarding.
Unfortunately, because of my managerial duties,I could not attend the biil signing in
Austit�this summer, but I hope that other wonderful opportunities wi11 follow.I wi11
continue to work at Blockbuster untii Augtut 20,when I plan to begin packing.
In addiYion to working,during the second summer term at Tarrant County Coitege I
studied College Algebra with Business AppHcations and received a B. I also received
my Advanced Ptacement test scores in mid Juty. I scored 4's in both United States
FIistory and Engiish Literature. Furthermore, dw-ing my new student conference at
Texas A$cM I tested out of Poiiricaf Sdence 206, or National Government. I will
ettter the university with 21 credit hours.
Towards the end of Juty I squeezed in a short weekend rtip to West Patm Beach, It
was absolutely beautiful, and a relaxing trip to the beach was just what I needed.
Finally,I attended Fish Camp on August 11-14. It was the greatest 4 days of my life;
I had so much fun!1l It reaily pumped me up to join the Aggie family.
�! ''�
Foremost among my goals and objectives for the school year is the very obvlous gaa1,
to make good grades. I am taking Sve cotltses this fali:Shakespeare, Peoples and
Cultures of the World, Condiriontng Swimming,Amedcan Mass Media, and State and
Local Government. I believe that I catt maintain an admirabie acadexnic record by
staying on top of my work and attending class every day. Another resolution of mine
is to stay in shape. I datt't want to gain the freshman flfteen, and I hope to avoid it
by exercising at the rec center aud by watching what I eat.
My third goal is to meet many people and g�t inwlved in what is known as "the
other education". I have already joined the Pre-Law Sodety, and I hope to become
involved in OPAS, Agg�e Leaders of Tomorrow, or another MSC organlzat�on. I am
aiready looking forward to the upcoming reunion of Senior Leade�of Tomonow.
Geriing involved wi11 help me meet more peopte and hopefully encourage me to be
more outgoing. This fits in with my fourth goai, to maintain reiarionships with my
family and my frlends. If I can be a happier and more inwlved individual,I believe
that I will treat others better as well. I want to continue to see my family and
friends, because I lrnow that I witl miss them at1 very much.
Hopefully I can meet ail these goals for myseif as well as those who are counting on
me to be a success. I fook fortvard to keeping in touch and having a wondetful year
as part of the Texas A&M ciass of 2003.
Sincerety,
�/'/A/�, /, ���
����.�� �r�� f_/^,/i� -�
/
Lauren Ktin r �
�
�r
�� �
August 21, 1999
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Mr.Carter and Board,
First and faz most I would like to again thank you for granting me this scholarship.
I wili do my best to be a good representative for you and the community this year and the
following yeazs. 1 believe that with the goals and plans 1 have for my college cazeer 1 will
be able to succeed in doing this.
This summer has been an interesting one for me. lt has included many exciting
vacations as well as preparing myself for college and a"new life." For my senior trip, I
went to Daytona,Florida with three of my good friends. 1 also took a vacation to Banff,
Canada with my family. Banff is a very beautiful and a historically interesting community.
While 1 was there 1 hiked,biked,shopped and rode a gondola to the top of a mountain for
a view of the town. Over the past few weeks, I also visited Minneapolis and Spencer,
lowa where my grandparents live. This summer was Cu(( of adventure and learning
experiences.
This coming year will be challenging and wilt contain many obstacles to overcome.
I have set some goals that I intend to follow to obtain my future. I feel these aze all
obtainable and will help me with my caze.er choice. They are as follows:
Study hazd a�id fully understand the work assigned
Attend tutorials if needed
Obtain a 3.5 or higher GPA
Adjust well to university life
Join and get involved at scliool and at church
Stay in good physical shape and condition daily
Take sailing lessons during the scliool year or next summer
Join a sorority next semester if 1 still iiave tlie desire to do so
HAVE FUN!
With will and effort 1 believe these goals will lead me into the right direction for the
;" �
—2— August 22,1999
following yeazs and help me overcome the obstacles of an exciting and new way of life.
Thank you again for this opportunity and privilege.
Respectfully yours,
G����, �G2�N/�E'/�-'
Loren Barber
P.O.Box 394
Argyle,Texas 7622G
PS: Please note the change in mailing address.
�� l�
Kellie Frame
GoalieNWQaol.com
June 28,1999 � .
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Dear Mr.Carter&Texas Student Housing Corporation:
Well, summer is about halfway over and I'm ready to get back to Aggieland! I am
enjoying my summer though. I just finished taking Physics I at TC7C and Thomas Smith was in
my class too. I thought that was pretty cool because we helped each other out since we already
knew each other from living at the Forum. I will get my grade probably tomonow,but I'm pretty
sure I got an A in that class! Tomorrow,though,I start up the second session of summer school,
taking Physics II. Physics is really taking up a lot of my time,but I'm really glad that I'm taking
it here instead of at A&M because I think it would just be too much for me to handle there. There
is so much homework to do everyday,and the Labs take up a lot of time. It's one of those classes
where I just need to take that and concentrate on that for the moment.
Other than summer school,I also returned to working at Southlake Animal Hospital for
the second summer in a row. I also work there during Christmas and any break I get from school.
I really enjoy it! It such a great opportunity for the hands on aspect of what I'm studying—
veterinary medicine. After Physics class gets out,I work at the clinic Monday through Thursday
and also on Friday and Saturday. With Physics and work,that's pretty much my summer!
I do get to get out a couple of times,though. My family and I just went to Houston to see
an Astros game and visit where we used to live down there. In a couple of weeks,my mom and I
aze going to Kingsville to see a rodeo and concert by George Strait. Then,after that,it's back to
summer school till August 4�',then work till the 17u of August.
I am enjoying the summer—taking time to relax and be with my family. I think once I
return to A&M,it won't be hard to kick it back up again since I'll be in the schoof mode from the
summer.
� Next semester at A&M,I'll be taking Organic Chemistry and the Lab,Children's English
Literature,Animal Science and the Lab, and Advanced Vet Micro Lab Techniques. That's 14
hours. I also want to get more involved with the Pre-Vet society next year and again with
intramurals. I also want to join a few more clubs next year,probably a concert committee club
and a mentoring program. I think it'll be easier to get more involved this next year, because I
already have a feei for the University and I'll be closer to campus,living at the Tower.
Again,I want to thank you so so much for renewing my scholarship! It really means a lot
to me that I can go to school and not have to worry about a major part of going to college—
housing and it's cost! I'll be rooming with Autumn Johnson this next year,and I can't wait for
that. I think thaYll be fun to be with her since I laiew her from high school. Enclosed is a copy of
my grades from the spring semester at A&M. Thank you!
Sincerely,
. �—
liie Frame
.:,�i1
' :rr,"+;•. .;�,. ;�-*iy�i"^ "' - �"�`.' •a4
,a ,, . �;s?�?�' aRAbEREPORT' •;t..
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To Whom It May Concern,
I am writing regazding my Texas Housing Scholarship. I would like to thank all
concerned for this great opportunity. I am planning to retum to Madison House in the fall and
will be attending the University of Texas once again duming the 1999-2000 school year.
Currently I am living in Austins,taking classes to£ulfill my general degree requirements
and working full time at the Texas Workforce commision. Once I finish the courses that I am
taking this summer I will be finished with all of my degree prerequisites and will be able to
concentrate on my major requirements. Last semester,I finished work on my minor in
philosophy. With that out of the way I have time to take some other classes,so I decided to
enroll in the Business Foundations program at the university. This program allows oon-business
majors to take several business courses at the prestigious School of Business at the university.
� Next semester I wifl be taking a class in accounting as well as one in management information
t
systems. In the summer following the 1999-2000 school year I hope to attend a summer term at
Braenase College in Oxford before returning once again to iJT for my final year there. Once
again I would like to thank your for the wonderful opportunity you have afforded me and I will
do my best to live up to ali of your expectations.
Sincerely
�, �i�_
� ;�-
.
,� �
/�/ :;
-' '-`��L"�_�i
__.�-_--- an-Koons �
TO:
130655HADYNLNpSIEL COLLEGE
KELLER TX 76248 LIBERAL ARTS
MAJOR
39300
DEPT COURSE COURSE DESCRIPTION UNIQUE HOURS GRADE GRADE
NUMBER SECTION CRFDIT POINTS
HIS 340R EUROPEAN EMPIRES IN ASIA 35245 3 A 12
E 376L 7-POETS AND PUNKS-W
PHL 322 SCIENCE AND THE MODERN WORLD 38�57�5 3 A 12
SPN 508K ALTERNATE FIRST-YR SPANISH II 42090 5 A 20
TOTALS MOURS GPA HOURS GFAOE GRADEPOINT
UNDEHTAKEN HOURS PASSED POINT$ AVERAGE
HOURS TRANSFERRED 3
PREVIOUS UT WORK 69 50 69 191 3.820
CURRENT SEM WORK 14 14 14 56 4.Op0
CUMULATIVE UT WORK 83 64 83 247 3.859
TOfAL UI + 1RaNS 86
UNIVERSITY HONORS SPRING, 1999
Questions regardmg a spec�fic grade should be d�rected to the �nstructor of the course. Questions regurding
scholastic probation or dism�ssa!should be addressed to your dean.Any other quesUon regarding th�s grade report
shouid be directed to the OfEice of the Reg�strar�n person or by telephone between 8:00 a.m.and 5:00 p.m Monday
through Friday at 512I475-7644.Requests for transcripts and other questwns of the Office of the Reg�strar should be
d�rected to 512/475-7575.
Notify the Office of the Registrar m wrrting of any change m your local or permanent address or telephone number.
In compliance with the Federal Student R�ght to Know and Campus Security Act,mformation regarding graduation
, rates and cnme stat�stics may 6e obtamed through the ORree of Adm�ss�ons.
(f ��_4
_ �� � �o
AU
UNIVERSITY OF TEXAS AT AUSTIN .
COLLEGE OF LIBERAL AR,TS
AUSTIN,TEXAS 78712
Offfce of fhe Oean
West Ma(i Offlce Bullding 3.104
(512) 471-4271 + (5f2) q71-5393 (FAX)
www.utexas.edu/cola May 22, 1999
Ryan Daniel Koons
1308 Shady Ln S
Keller TX 76248
Dear Mr.Koons:
It is with great pleasure that I notify you that,as a result of your scholastic perFormance during the
Spring 1999 semester, you have earned the designation AMPLA CiJM LAUDE on the Dean's
Honor List.
At the close of each long session, the Dean's Office of the College of Liberal Arts compiles a Hst
which recognizes those students who have registered for and passed a minimum of thirteen
semester hours o£ "in residence" work (this would exclude credit earned by correspondence or
through advanced placement examination)and who have earned a minimum of 52 grade points.
� The Dean's Honor List is divided into°five groups:
HONOR LIST DIVISION GItADE POINTS
Summa Cum Laude 67 points and over
Cum Laude Ampla et Magna 61-66
Magna Cum Laude 58-60
Ampla Cum Laude 55-57
Cum Laude 52-54
Again,I extend my congratulations to you for a fine semester, and I hope that you will continue Lo
succeed at this level.Y�ur performance this Fall reflects hiehly on you and on The Universitv.
Sincerely,
��, ���
Judith H.Langlois
Dean ad interim
Augus[27,1999
Mr.Iim Cazter,President
Texas SNdent Housing Corporation
3 Village Circle,Suite 207
WesUake,TX 76262
Dear Mr.Carter and the Boazd,
Ttiardc you for renewing my Texas Student Housing Cotporation scholarship for 1999.
Summer sure felt diH'erent with a year of college under my belt. Last year at this time I was feeling
stressed,scared and yet excited abou[my fres(unan year. I feel I have grown up some now and this tl�ree-
month break has been very relaxing. I remmed to Soutlilake and worked forty plus hours per week for
PrimeCo Personal Communications. I discovered some[hing about myself tlus summer.I[took me three
years of working for this company to realize a fact tl�at will help me in&nding a fu[ure career: I like
working and interacting with people. Working face to face with many kinds of people has encouraged me
to be outgoing and wnfident on the job and in other aspects of life. I also spent time tivs summer eaming
transferable hours fram Tamant Counry Community College. I leamed rner the summer that I have been
chosen to be in the National Collegia[e Honor Sociery,a higlily selective,national,nonprofit organization
that recognizes academic excellence in undergraduate students. My physical activilies included working
out 5ve days a week and playing ice hockey in the men's league at ihe Dr.Pepper Starcenter..4ny leisure
time was devoted to family and friends.
My goals and objectives for ihe coming school year aze:
" • Earn and maintain a 4.0 GPR
• Demons�txate excellence in order to be selected into the Lowry Mays College of Business Honors
prograzn
• Follow a rigorous weigh[lifting and exercise schedule.
• Participate with TAMU's hockey team
1' Obtain a part time job
Yours sincerely,
.�crf�--�/�.��
D
Jeff Bingham
132A Meadowland Dr.
College Station,TX 77840
August 27, 1999
Texas Student Housing Corporation
3 Village Circle,Suite 207 •
Westlake,TX 76262
Dear Mr.Carter,
This summer has been the best summer,and as such,it has flown by. I am now preparing
myself for my last year of undergrad. I am so grateful to TSHC for the opportunity to
have lived at University Towers for all of my years here at A&M. I am sorry to have
missed the meeting with Gov.Bush but I was in Florida,and unable to make the trip.
I was in Florida almost all summer interning in a Sport Management position at the
International Performance Institute in Bradenton,FL. II'I is owned by IMG,one of the
biggest sports management firms in the world. I had this opportunity through the
Academy for Future International Leaders,an intemational business class 1 took last
semester. IPI works with professional athletes through junior athletes to improve their
performance. Performance training for all sports inciudes weight training,lateral and
straight speed,explosiveness,power,agility,balance,and quickness. I worked in the
' office as the assistant to the Director of Business Development. I was able to dabble in
all of the different aspects of running a business. I had a�reat time,learned a lot,and
will miss the people I worked with.
I am now back to the daily grind of classes and homework. I am taking 13 hours of
classes toward my SpoR Management major,Business minor. I am also going to be on
the club soccer team again this year,Vice-President of Sport Management Society,and
am the Intramural chair on my church Institute progam. All of these activities should be
able to keep me very busy throughout the school year.
Thank you so much for the support you have shown throughout college. Hopefully the
board will be able to meet with us,and catch a football game as well�
Sincerely,
��lil^��G"4�7�i
Autumn Johnson
Class of 2000
August 30, 1999
Mr. Jim Carter, President
Texas Student Housing Corporation
3 Village Circle, Suite 207
Westlake, Texas 76262
Dear Mr. Carter,
I hope that this letter finds you and the other members of the
Housing Corporation well. I'm sending this letter to inform you of
how I spent my summer as well as how 2 plan on spending my fall
semester back at Texas A&M.
On June 1, I began working in North Ft. Worth at Riva Technologies,
Inc. They are a small company that specializes in 3d visualization
and web-related development. My responsibilities included doing lots
of HTML (the primary language of the internet) coding as well as a
little Java programming.
During the second summer session I enrolled in a U.S. Government
course at Tarrant County College_ All in all, my summer was a
relaxing three months in which I was able to earn credit that I could
apply to my degree at A&M. I'm also thankful that I was given the
opportunity to gain experience in a job field which interests me, and
which will most likely employ me for the rest of my life.
I moved back to College Station on Wednesday, Auqust 25. I'm excited
about my schedule ot classes and am looking forward to a successful
semester. I have returned to my job as a helpdesk worker in the
Student Computing Center on campus, which is both a quite flexible
job and provides a steady, small, part-time income.
Mr. Carter, I'd like to thank you and the other members of the �
Housing Corporation for your generosity in awarding me a housing
scholarship. If it were not for the Texas Student Housing �
Corporation's kindness, I would not be able to attend Texas A&M. I 1
love living in the fourplexes, and I was able to grow to be good �
friends with my room mate from last year, who I'm living with again
this year. Again, thank you for your generosity. I look forward to
being in touch with you at the end of the semester to let you know
how my fall semester went.
Yours truly,
IC��rurvv`u►� �• �
Kendrick M. Arnett
135-B Meadowland St.
College Station, Texas 77840
t
Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(409)260-2627
GoalieNW@aol.com -
Friday:August 27,1999
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Dear Mr.Carter&Te�cas Student Housing Corporation:
Well,it's the Friday before classes start,and Autumn and I aze finally set up in our apartment.
Everything is great out here in the Dorm House Quads. I really fove the facilities out here. The carpet
looks fresh and clean as well as the appliances. They provided us with a microwave and a huge
refrigerator,a couch,a TV,and nice bedroom furniture! The people azound us are real nice as well.
We just got back from a baz-b-q that one room was hosting. It was a great chance to meet a lot of new
people that live back here. The move in went real well and everybody was so helpful in getting
everybody situated. IYs nice seeing some of the other scholarship recipients as well,like Jeremy,Cal,
Stacy,and Laura. I was able to go over to the Forum and help Loren Barber and Valerie Bullard get
situated. They really like it over there as well. Our RA over here is a guy that I knew from the Forum,
' Doug Smith;he was an RA over there last yeaz. So,already I know quite a few people out here,and
iYs really cool!
This semester I'm taking 14 hours as I said before, except my Advanced Vet Micro Lab
Techniques class didn't make. I'm kind of upset about that. Instead then,I'm gonna take a class like I
did last semester: an independent lab working with the same graduate student in molecular genetics
over at the Vet Reseazch building. I'm excited about that because we'll get to take off from where we
last stopped.
I had a wonderful summer,but I'm ready for classes to start now and get back into the groove of
things.I'm looking forwazd to this semester and my goal is to at least make a B in Organic Chemistry.
Right now,I have a 3.4 GPA. That includes my classes that I took this summer. I made an"A" in
Physics I and an"A"in Physics II. I'm looking to bring my GPA up more this semester. My goal is to
make a 3.7 for the semester and hopefully a 3.6 total. I believe that that's an attainable goal!
I really like living here at the Tower because iYs close to campus. I'll be able to ride my bike
easily to class. I just again wanted to thank you so,so much for this scholazship. It really does mean a
lot to my family and I that I'm able to live in an enjoyable place,go to school,and not have to worry
about a lot of finances. I think we are just so lucky to be backed by the Texas Student Housing
Corporation and have this scholazship opportunity every year.
I really wanted to go down to Austin during the summer. Unfortunally,I wasn't able to meet
Governor Bush and Vicki Truitt down at the Capitol building, however, I would also rea(ly like to
thank them for fighting and helping us keep our scholarship!
Again,I want to thank you very much for renewing my scholazship!
Thank you,
��
ellie Frame
August 30, 1999
Texas 3tudent Housing Corporation •
3 Village Circle Suite 207
Wesdake,TX 76262
Dear Members of the Board,
Greetings from Aggieland! Well the fall semester has finally arrived and its
time that I wrote you with an outline of my goals for this year of school.
This year I am taking five classes for a total of fifteen hours,and the classes
I am taking axe as follows:Accounting,Anthropology,Macroeconomics,
U.S.History,and Management. I hope to be able to repeat the performance
of last semester I was here and get a 4.0 G.P.R.for this fa11's semester. One
of the great advantages of the wonderful scholarship that you all gave me is
that I have not had to take a job while I have been down here at school,
which has facilitated better study habits and in turn better grades. I think
that this semester will be a turning point in my life because I am taking a
couple courses relating to accounting,which is the major I have been
' thinking about declaring. As for extra-curricular activities,I hope to get
involved with the building of the bonfire as well as some student
government possibly. As a side note I was wondering if any of you ever
received your pictures from when we were able to meet Governor Bush
earlier this summer? If you have could you please reply to me at my e-mail
address which is cmw8722@acs.tamu.edu? Once again thanks for all of the
great things you all have given me,and I look forward to hearing from you
all in the future.
Sincerely,
Gr��
Cale Welborn
Texas Student Housing Corporation
3 Village Circle#207 •
Wesdake,T'X 76262
August 16, 1999
To Whom It May Concem,
'Thank you once again for the renewal of the scholazship. I enjoyed my sununer
and I am very eager to return to A&M. I worked part time and went to school at
TCC for first term. My best fi-iend from high school just married and I was
happily serving as her Maid of Honor. That was very time consuming. My family
had a reunion in Hot Springs Arkansas and honored my 85 year old Aunt. I have
signed up for 13 hours but wish to add an addirional3. My classes consist of
Accounting II,Aerobic walking,Macro Economics,Business Management,
Political Science,and hopefully introduction to computer. T'his will be a great
school year and I thank you again for your support.
' Sincerely,
,� ��
�7q`/c
Lawa Tatangelo
August 12,1999
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Student Housing Board,
Well another summer has gone by and I am about to head back down to the best school
in the US. I can't wait. I had a great summer but I am looking forv✓ard to going back and
seeing all of my friends again!
This was my second summer to work for a company called Crowd Pleasers I traveled
all over Texas teaching high school driil teams dances they will perform at football
games. I love meeting so many different people.
' We also had a family vacation to Hawaii! It was beautiful! We were on the island of
Oahu for almost two weeks and the sad thing is I only got to layout in the sun once. We
hiked up into a rain forest to a beautiful waterfall. We also leamed how to Scuba dive
while we were down there. On one dive we saw Sea Turtles that were huge. I would
say about the size of a young teenager. It was actually scary due to their size.
I am looking forv✓ard to this school year. I wiil be taking 16 hours and I will start some of
my education ciasses. I am hoping to improve my grades if at all possible. I feel this
year since I know what to expect I can maybe sneak a few A's in there. This year will be
a little different because i will be on the dance team. We have practice every day except
for Friday and Saturday for two hours. i feel confident though that I can maintain good
grades.
I want to thank you for this wonderful scholarship. It has really helped my family out and
we all thank you for this opportunity. I will continue to do the best that I can. Thank you.
Sincerely,
�i
� l�r �
Susan Irvine
Thomas Smith
910 Florence Place
Roanoke,TX 76262
August 20,1999
Texas Student Housing Corporatian
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter,
Once again,T find myself preparing to start another school year at Texas A&M
University and owing so much gatitud�to you and the rest of the Texas Studertt Housing
Board. Thank you so much for the opportunities each of you have presented for me in
advancing i�my studies.
As the summer of 1999 comes to a close,I have made the most of my vacation in
brin�ing myself closer to finishing my first degree. I att�nded summer school at Tarrant
County College where T took courses in Physics,�Post-Civil War History,and Texas
Gavernment. The 10 hours accumulated this summer puts me even closer to the
possibility of�raduating with my first degree in four years. Realistically,I will finish in
4'/z years,but the possibility stil}exists. I also worked part-time at Collector Cards N'
More where i became a certified expert in the study of"Pokemon"! The real fun begins
next summer when I start my internship.
As for the Fall Semester of 1999,I begin my upper(evel studies of architecture that
includes a 6-hour studio,as well as courses in structures,environmental systems,and Ag
economics honors. This promises to be the most challenging semester as i attempt to
complete 16 hours. My thanks goes out to each member of the board for making my
dreams a true possibility.
Sincerely,
�/����
Thomas Smith
August 23,1999
Dear Texas Student Housing Corporarion; �
Howdy! I have just come back from my New Student Orientation and Fish Camp,and I am very
excited about my classes. Even though I was assigned a really late con£erence,I was able to get into all of
the core classes that I am going to need to take for engineering. This does entail an evening physics course,
but I was just happy to be able to take all the required classes. I decided to take 16 hours rather than the 12
hours that they urge the freshmen to take. I am con6dent that I will be able to handle this. My classes
include:Physics,Calculus,Intro to Engineering,Political Science,and a Sociology/Women Studies honors
course. I am very eager to go A&M this fall Not only am I excited about my classes,but I can't wait to
get involved in campus life. I have already heazd about all kinds of interesting clubs and organizations.
The hardest part about college is going to be abstaining from trying to do everything my first year. I am
going to try to limit myself to about three organizations,because I want ro try to maintain a 4.0 GPR.
This summer has been extremely busy. I have held two part time jobs. During the week,I worked
at the Keller Achieving Excellence Center. I really enjoyed this job,because I got to work directly with the
children. My responsibilities inctuded grading papers,supervising the children while they were doing their
class work,assisting in teaching phonics ro children,and teaching a reading readiness preschool I really
enjoyed this job,because it is the first job that I have held where I felt that I was really doing something
' productive,that made use of my academic skills.Unfortunately,that job was only part time and would not
provide enough money for college;so on the weekends,I work at an arcade called Tomado Terry's My
responsibilities there included taking admission fees,setting up for birthday parties,making food,and
cleaning. Between these two jobs,I think I have enough money saved up for my first year of college. I
worked over 48 hours a week,but I was still able to make time for my family and friends We did several
typical summer activities,such as swimming,playing volleyball and tennis,going to movies,and to Six
Flags.
One of the most memorable experiences of this summer was getting to go to the state capitol and
meeting the govemor. For me,it was a once in a lifetime opportunity,and will be a treasured memory for
years to come. Thank you for the inviting me to come. Also thank you all so very much for my
scholarship. Knowing that I have such a comfortable and secure place to stay has made preparing for
college a little easier. I am very excited to be going to A&,M and even more excited that I get to stay at
University Tower Thank you for your support.
Sincerely,
,Ga'N,�t�/ LL vv�
��
J nifer Johnston
Augu�t 24, 1999
To Whom it May Concern,
Wow! What a summer! I have had a great one down here in College Station.
This summer I have been working at University Tower and taking classes at Blinn
Junior College. I successfully completed seven credit hours to add to my degree plan.
This leaves me with a total of 37 hours to start my sophomore year at Texas A&M
University. I am very excited about starting a new semester in the coming weeks.
On a separate note, University Tower is looking wondertul. I know you must
wonder how the facilities are being run down here, so I wanted to fill you in. Many
changes have taken place over the summer and the Tower is looking better than ever.
, Move-In went very smoothly and ali of the staff is looking forward to a great new year,
and it shows. I can't wait to see what the new school year holds.
Sincerely,
Jennifer Patterson
August 20,1999 "
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter and Board Members,
I would first like to thank Mr.Carter and the Boazd for awarding me this wonderful scholarship.
I have had a great summer and have gained a tremendous amount of e3cperience.
This summer I worked for the Associates First Capital Corporation based in Las Colinas as a
college intem. I started June 1 and worked through August 6. Based in AIS(Associates
Information Services)or the technology div'ssion of the company,I was responsible for assisting in
the development and implementarion of software and hardware throughout the company. I
speciScally worked on the DHCP rollout,which involved transferring computers from static IP
addresses to automatic II'addresses. In addition I helped implement Peoplesoft accounting
soflware,and Windows NT network softwaze. Not only did I become more experienced with
technological applicarions,but I learned how to communicate with fellow employees one-on-one,
, in group settings,and over the telephone. In addition to worldng,I performed my Senior Pi�no
Recital on August 14. I have been playing for 12 years and this was a big accomplishment in my
life. My featured numbers were Rhapsody in Blue by Gershwin and Moonlight 3onata(3
Movements)by Beethoven. This involved a lot of preparation and dedicarion to prepare such a
recital.
My goals this next semester include primarily making as many 4.0's as possible and getting as
much out of all of my classes as possible. I am enrolled as a Biomedical Sciences major and-this
fall I am enrolled in Chemistry,Chemistry-Lab,Biology,Biology-Lab,Intro to Biomedical
Sciences,Math(Probability focus),and Weightlifting. I am taking 13 strong hours and my
primary focus will indeed be my studies. In addirion to academics I would like ta become a�,
involved as possible in college life and organizations. I love the thought of staying up unti12:00
in the morning building an enormous Aggie bonfire. I also uvnuld like to acc}uire some leadersl�iip
roles in Aggie Christian ocganizations and Biomedical Sciences organizations. I will deSnitely
enroll in intramural athletic organizations to keep me in shape. The Snal part of my first year plan
is to have fun! I am so excited to venture offinto a new joumay and will give 100%time and '
energy to make my college career as enjoyable and successful as possible.
Thank you, �
2 /�-
Patrick Ryan Nolen
Class of 2003
August 25,1999
Deaz Sir or Madam:
I would just like to start out by thanking you for the West(ake Scholarship. I was
attempting to make a choice between UTA and A&M and your scholazship finalized the
decision. I have had one of the best summers ever because it was 3 months long!
Basically,I read over a few of my textbooks,and tried out a few problems to become
familiaz with the text before I get to College Station. Also,since my major will be
Mechanical Engineering,I have been working on the various cars we have which include:
1949 Chery'/:ton,1977 F'uebird,and the run-down,beat-up 1989 Jeep Cherokee which
was more of a hassle to work on than the other two.
My schedule of classes is as follows:
Engr 111 Foundation of Engr I MW 02:30 pm-04:20 pm
Math 151 Engineering Math I MWP 08:00 am-08:50 am
T 02:20 pm-03:10 pm
� R 02:20 pm-03:10 pm ,
Phys 218 Mechanics MWF 12:40 pm-01:30 pm
T 09:35 am-10:25 am
R 1035 am-12:25 pm
Pols 207 State&Local Govt TR 03:55 pm-O5:10 pm
Again,I would wish to thank you for your generosity and I hope to excel at A&M and
have a comfortabie,clean place to live,work,and sleep.
Sincerely, ��
��,����(t��'
Craig Odom
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262 -
TSHC,
The thought of writing this letter was one of sadness,because it would signal the
official end of my summer,something nobody likes to see.This end of summer is quite
different though. I am looking forwazd to school in a way I have never before,as I am
ready to live a new experience. I am very excited (and worried!)about the idea of
living away from home on my own. The summer has been kind to me and the following
are excerpts from it.
As faz as working,I continued to work part time in sprinkler system installation
for a company called Leisure Lawn. I normally take another part time job,but my
mother asked me not to this year. My younger sister would need a ride to many more
places this year including drivers education,twirling practice and the dentist(for her new
braces).Unfortunately my employer at Leisure is smali time business,making my work
quite inconsistent. Two weeks into July my employer suffered minor heat stroke,
canceling all work for the duration of his summer(being a teacher as well,he went back
to work July 26). Next summer I plan to discontinue work at Leisure Lawn after 4 yeazs
of service and look into waitering full time. Peopfe tell me"You don't want to work
with food and customers",but I think it will be an enjoyable job.
I have also continued to work at my churches community storehouse,though
somewhat less this year because of conflicts with my sisters Driver education program.
It has always been a rewarding experience,and this year has been no different. Helping
these people in their need gives you a feeling that no other work could. I am glad to be a
part ofthis work. I have as well maintained pen pals with my Special Olympian buddy of
the past two yeazs. He is a great guy who still attends Keller High School. We e-mail
back and forth,have sent post cazds to one another,I have attended planning meetings of
his,and intend to visit him at school later this week.
Enough with all that,what about the fun stuff'?!? This year will be a year to
remember. With the help of flight attendant-time share holder-friend of mine I was able
to have three friends and I(all future Aggies!)go on vacation to the Grand Cayman
Islands for next to nothing! It was a wonderful relaxation trip. I could write another
whole paper on my good times there. I also made a trip out to Six Flags for the first time
in four years. All the new roller coasters were incredible beyond words! I am so
thankful for these fun times this yeaz.
All in all,a wonderful summer to remember. Thank you again for your
dedication to youth and the help you have given to me.I will see you all August 20'�!
Sincerely,
Benjamin Getter
Ps. My e-mail address is beettcrru hom�ail com if anyone is interested!
Q
MINUTES AND CERTIFICATION �RAFT
On September 22, 1999, the Board of Directors (the "Board") of the Texas
Student Housing Corporation (the "TSHC") convened in a public meeting at the
designated meeting place in Westlake,Texas. The roll of the duly constituted officers
and members of the Board was called,which are as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Chazles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr.Gillum,Mr. Bradberry and Mr. Schubert. Also
present were: Mr.Scott Bradley, Mr.Trent Petty,Mr.Bill Moon,Mr. Charles Haynes,
Mr.Bill Davis,Mr.Cazlos Fernandez and Ms.Ginger Crosswy.
President Carter called the meeting to order at 6:10 p.m.
. Mr.Bill Moon explained that after the Board adopted the resolution agreeing to
the request from Leonard Ross to refinance his loan on the property in College Station at
the meeting of March 24, 1999, the attorneys had made minor changes to the wording of
the resolution. The Board was asked to adopt a resolution amending and restating the
resolution previously adopted. The Board asked the advice of Mr.Bradley,the Board's
legal counsel. Mr. Bradley agreed that the change was not substantive. There was a
motion by Dr.Brooks,seconded by Dr.Watson,to adopt this resolution. The motion
carried unanimously.
There was a motion by Dr.Watson,seconded by Dr.Sharp,to accept the minutes
of the meetings held on February 13, 1999 and March 24, 1999 as presented. The motion
carried unanimously.
There was a motion by Mr. Farhat, seconded by Mr. Blake, to accept the
Treasurers'report given by Ms.Bush. The motion carried unanimously.
Mr.Bill Davis made a presentation to the Board stating the need for updating the
telecommunications and security systems at the University Tower and the Porum. ABer
a lengthy question and answer session the Board decided to table this item until the next
meeting when the Boazd will hear alternate proposals from Mr.Davis.
Mr. Bill Davis presented the budget for the fiscal yeaz ending August 31, 2000
and Mr.Chazles Haynes presented the audit for the fiscal year ending August 31, 1998
and the period ending August 31, 1997. There was much discussion concerning the
budget and the audit. There was a motion by Dr. Watson,seconded by Dr. Brooks,to
authorize normal expenditures based on historical data but to table consideration of the
budget until the next meeting. The motion carried unanimously. There was a motion
by Ms. Bush, seconded by Dr. Sharp, to accept the audit as presented. The motion
carried unanimously.
Mc Charles Haynes gave a report on the progress of the audit on the Austin
properties. There was a motion by Dr. Brooks, seconded by Mr. Blake, asking Mr.
Bradley to draft a letter requesting payment of moneys owed to the TSHC by A.S.C.
Management, Inc., the company previously managing the proper[y in Austin. The
motion carried unanimously.
Ms. Bush stated that college night at the local high schools is approaching and
members of the Board need to attend.
Dr. Brooks stated that the Board should start looking into acquiring additional
properties.
After checking everyone's calendar, President Carter scheduled the next meeting
for Wednesday,October 20,1999.
There was a motion by Dr. Sharp, seconded by Mr. Blake, to adjourn. The
motion carried unanimously.
The meeting was adjourned at 8:55 p.m. •
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
, of the Board,on this the day of ,1999.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
,
�
MINUTES AND CERTIFICATION ��] /�, ��
f(�/`�►
On October 20, 1999,the Boazd of Directors(the"Boazd")of the Texas Student
Housing Corporation (the "TSHC") convened in a public meeting at the designated
meeting place in Westlake,Texas. The roll of the duly constituted officers and members
of the Board was called,which aze as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Charles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
y Dr.Ted Gillum Member
! Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr. Gillum, Dr. Watson, Mr. Blake and Dr. Brooks.
Also present were: Mr. Trent Petty, Mr. Bill Moon, Mr. Allen Moon, Mr. Larry
Williamson,Mr.Chazles Haynes,Mr.Bill Davis,Mr.Steve Ross,Mr.Jack Young,Mr.
Malcolm Hein,Mrs.7odi Hein and Ms.Ginger Crosswy.
President Carter called the meeting to order at 7:04 p.m.
Mr.Ross introduced Mr.Jack Young,of Brazos Valley Telephone Systems, to
t6e Board. Mr. Young made a presentation on updating the telephone system at the
University Tower. Mr.Malcolm Hein,of H.E. Satellite, made a presentation on
rewiring the University Tower for the new phone system and internet connections.
Afrer a lengthy question and answer session Mr.Young,Mr.Hein and Mrs.Hein left the
meeting. There was additional discussion as to the financing that could be arranged for
this project. It was decided that this item would be on the agenda for the next meeting
where the Board would receive more information.
During this discussion Mr.Farhat lefr,leaving the Board without a quorum. Mr.
Carter told the Board that all of the action items left on the agenda would be taken up at
the next meeting.
Ms.Bush,the Treasurer,gave her report in which she stated that she had made a
trip to Austin and received a check from A.S.C.Management for the student still at the
Madison House on scholarship.
�
Mr.Carter asked the legal advisors if,since the Board had already approved a new
management contract for SSRS,Inc., could the contract be signed? Mr.Bill Moon
stated that the tax attorney would need to look at the contract before it could be signed.
Ms. Bush had samples of the available plaques that could be made for
Representative Truitt. The Boazd examined the plaques and decided on the prefered
look and the wording.
The meeting was then adjourned at 8:43 p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Board,and is hereby
certified to be a correct copy of an official copy thereof,on file among the official records
of the Board,on this the day of ,1999.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
, , 1.�02/99 'CHL� 10:0i F.�iX -l0A S46 8589 L'KIVERSITI T05SER �001
. �
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V"�ti"._
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�Aboue and Beyand ihe Rest°
41.0 Soufh Ysxas Avenue
Cc►1[ege Station,7X 77840
phone:(409)846-4242
�'ax:(409)846-8569
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ATT�NTiON: i �GC65w
CC'�MPANY: � � --
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'f;ie attached facsimlie messagc is intended for the use of the reciplent named above.
Only the Intended reciplent and the reCiplent's agent or employee responsible for
delivery are authorized to read,distribute,or copy the messege. If you receive this
communicatlon In error,please contact the sender at tfie ahove phone number.
12/U2/89 THL' 18:08 FdY d09 8�8 8589 CTiICERSITY I'OtiPER �002
�����
lnternet �4c��ss �rop��al
For (Jniv�rsi�y l�ovve�
Ucfaber 25, 199�
�
1?�02/8P THC1 18:08 Fd1 409 8d0 8569 UNIVERSITY TOHER �J005
��+ lntemet Accesa,Nerivorking end Web Deve/opment
��'��O 418 Tmow Drive/CoOoga Statlon,Ta�ma 77840.t 822/(409)26E-0771/2652 Fax
Intomet:hitpJhvvnv,tzcybor.wm/ or o-ma�l:www(�dtxoybcr.00m
Inbroduet�on. This document presents an overv�ew of t�e lntemet wiring and Eqwpment solution
propored t y Cyberwm to fulfil{the intemet data communicatlon requfrements aF Unlverstty Tower. Since
1995, Lyb•rmm has opetabed iit's own private neLwork, prwiding cnmplete (turnkey) in:emet ac[e5s
solutions f> business and individuals via frame reJay, ADSL., ISDN, and dial up service. Lybercan can
provid2 Ui irversity Tower a pieoemeal solution, providing �ust wiring service;, or, a tumkey solution,
provid;ng i�ie switches,wtr�ng,and Tntemet access in a mmplete package.C�bercom is in operation 24/7,
and al�Gyt arcom servioes feature,high quality of service and outstanding kechnical support. Cybercom is a
one-stop-s�op for all of your intemetworking nec�ls.
Pesign S•�mmary. Gybercom recommends that Universiry Tower ulitize HP switches in a distributed,
dedicated l0/100 Ethemet architecture to deploy Internet connectivily Por end users in iYs dormitory.The
design wil be hub and spofce with fiber running I�.ween rach svuitdi, enhancing performance, and
diminatinc the possibility of lightning damage caused by copper run b�l.ween floors or buildings.Ench HP
swftch pon is indiwdualfy rr�naged,�ia SNMP,giving University Tower the ability to tum Intemet aaess on
(or off)bo ech accupan�,In each roan,from elther a Web ortelnet based appllcation.
Future end Pofential uses of the Cy+bercom solution. The Gybscam solution is easily scafable,
allowuig fcr future bandwidth increases,as technotogical dianges and innovations take place.
Equipme�rt and job descriptlon. Cyberom will Install a m6c of approxlmately(1494)Cat 5 and Cat 3
ca6les, (7(�5) Levei 5 and level 3 wall plates,(24) Fiber corn�ecCions and (22) 10/lo�Mb switches. All
` cables will 6e labeled,tesfied and certified Hrotking; all 10Bt ports will he initla!fy sEt to off in the l0/l00
switches. :ybercom will work closdy with Brazos Valley Telephone to insure orderly changeover of exi�ting
telephone�vire.University Taxer wil!supply a v�tllated lodc box,capable oF holding a{19"x16"x9")reck
� mount de�.ce and an ele�rical outlet The elecct�'ival outl�must be on a separate i5amp�IrcuR terminatlng
inside the lock box,for each of the switches to be in�lie�. University Tower will also have available
' suffioent •onduit faalities to accommodate wiring nins to the "out buildings" a5 well as cabk aaess
chann:ls O.a�the baseme,�t of tl1e tower and tite ftoor in room 134.
S�rvitthes
. �fE�im�warrantY
• Z4 ho�r FacCay replacement
• SC(ID(autoSenSing per pprt
• Po�t se�:urity,prevents unautharized access using MAC address lockdown
• F�ch p��rt can be individualty configured via SNMP
. Switch s accessibie via Web interface
Topotogy Networic:
• Fit�er t,�ckbone running between buiidings,and floois
• Each fl�or contains manageable switch,eliminating copper runs between floors and presen4ng a logical
sbuct�i�e for port conflguratlorts.
• Cdtegc•y 5 ca6iing and outlets for drops
Topolo9Y�etwortc:
. Catagc ry 3 cabiing and outlets for drops
• Where:er practical Cat 3 pbles will be"home runs"from the 4orm roorr�s to room 13q
Costs:
. See at ached sp2ad she�
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�escripiton WP2 WP3 Orops 108t �Jec[cs&Ends Svrkches Labor F@er Conduit Fi6er UPS
Hetwark Coanectlons !n ft. LVL s Cornectors in ft, in H. APC
ist Floor Poolside i8 36 2753 $21B $3,198 $1,26� 1 70 2UOD 1
2nd Roor Poo�de 22 44 3365 $2S4 $3,645 51.�IL� 1 70 1
1sIFIowNon-Poulside 22 4a 3365 $26�3 $3,^0�15 $7,540 1 10 1
2ndf�oorhton•Podsf�e 22 4a 3365 5264 $3,646 $1.540 1 70 �
istFloorpormhouse 8 16 1224 $96 N�A $�GO 1 10 1
2nd Roor pormhouse 3 8 459 $36 ffi2.?21 $210 1 10 1
1s[FloarTowor 17 6 52 3977 $312 $4,202 $1,820 1 1U 1
� 2rxlFlaorTawer 38 77 5889 $462 $fi,668 $2,v"9.5 1 70 2
� 3rdFloorTower 16 32 2447 $192 53,198 $1,120 1 10 1
4thFloorTower 16 32 2447 �192 53.196 $1,120 1 �0 1
� SihFlaorTowe� 16 82 24C7 $192 $3,196 $1,120 1 i0 1
v, fithFloorTower 16 32 24a7 $192 $3,198 $1,120 1 10 t
`� 7thFloor7ower 16 32 2947 $192 $3,198 $1,120 1 10 s
� BthFloorTowar i6 32 2447 5192 $3,198 $1,126 1 10 i
�a 9th FloorTower 16 32 2447 5192 33,198 $1,12C t 70 1 .
tOth FloorTowar 16 32 2447 $192 $3,i38 $7,120 1 16 1
tlthFbotTourer tfi 32 2447 $S82 $3,198 $1,120 1 10 1
12[hFborTamrer 4 6 28 214i $ffi8 $3,i98 $980 7 iQ 1
74thfioorTavrer 3 7 29 2218 $174 $3,i38 $1,015 1 70 1
9 S5thFloorTourer 4 B 28 2741 $168 . $3,198 $990 1 70 1
�; i6[hFluor�fmaer 5 5 26 1988 $156 $3,138 $910 9 10 �
17thFloorTowar 3 7 29 2218 $S74 $3,199 $1015 1 10 _ �
„ ColumTo[a1s: 3f3 37 747 57131 747 22 747 22 220 2Do0 23
a, CostTotals: $1,5� 5370 $6,858 $4,856 $71,336 $26,145 $26d $3,300 32,280 $2,300
0
� N ehvork Total: 3119,331
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`� Proposal for Univerisiy Tower,By Cybercom
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�a:;:.�'^.�y'�''.�'�3;x;,.=•'�3��',`-?�n:=a�-:-..._,�i:zy�=�:_`.,,����i�'•:M=s.:�-__. �ae_:�..,:.x. _ - " . � ..
Oes[xiption FWP2 �Diops iVL3��Jacks&Ertds t00palr ���Labor Condu3t��'WireTi�ay�se�Biocks � •
Phane Connectfons in N. LUL 3 TruNc fl ln ft.
is[FloorPoolside 18 36 5aD0 �198 5W $1,260 20D 2
2rdFloorPoolside 22 M 6600 $242 $1,540 2G0
7sl�loor Pbn-Paolside 22 44 6600 $242 500 $1.540 200 1 2 j
2nd FlOor Nan-Fooleide 22 44 660D $292 $1,5A0 240
1stFloor[brmhouse 8 16 2400 $8B $56d 100
2nd FloorDarmhouse 3 6 900 $33 $210 100
a 1stFToorTowar 17 52 7906 5286 �1�82� � 32
� 2nd FloarTowar 38 77 11550 S424 $2,695
� 3rd Faor Tower 16 32 4806 8176 $1,120
� 4th Floar Tovrer 16 32 4806 $178 $i�12�
y 5thFborTower 1fi 32 4800 $776 $1.12�
� 6th Fbor Tower 16 �2 480D 5176 $1�12�
7th Fbor Towar 1 fi 32 4800 $176 $1.�2Q
� Bhh Floor Trnrer 16 32 ASOU $176 $1•12�
91hFborTorrer 16 32 4800 $176 $��120
tOth FloorTaxer 16 32 4800 �176 $7,120
11th FioorTawer 16 32 4800 $144 $7,12Q
t2[h Floor7owar 4 28 4200 $154 $980
; t4th FloorTower 3 29 4350 $160 $Y,075
m 15thFloorTower 4 28 4200 5154 $98Q
1Sth FloorTwrer 5 26 3900 51A3 $910
�; y7th RoorTawer 3 29 435Q 5160 $7 015 —
o � ColumTopls: 313 747 112050 t00� 747 1000 2 3fi
7 CastTotals: $1,565 b8,964 $4,077 $1,550 $26,1R5 $5,000 $1,000 $7,260 '
� Phoneiotal: 549,561
m NehvorkTatal: $119,331
-+ Phone Tatal: $d9.561
� SubTahai: 5168,892
E-' Total: 3168.892
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12/02/89 THU 18:09 F4ti 409 8d0 A509 iI^IIPERSIIT TOWSR �J008
�� Brazos Valley Teleplmae S�sleuus
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�r p Brazos Valley P.O Ba�45Si
��si .. ................ ..... . 9ryon�77C77fi05
Telephone Systems (spc)&??�(12R3
.. ......................... NtiYW.I1I.�CMUD�if
O<xoM•2Q 1999
St;vel oss
u�av�ny T�F
410 Sc rth Texes Ave.
Colleg Station,Texas
D�arr r,Ross:
Biazo:Valiey Telephone Systems would like to thank you for the opporLumty to present our
so utia,to expand your existing Northern Telecom System.
N��rthe n Telecom PBX Systems are classiSed by line size.For e�mple tlie sys4cro starts at.
oF6on l l and can imcrease#o an oprion St.The Umversity Towez's present system is an option
61.To iccommodate the additional lines and tcunks the system will have to be upgraded to an
oF tion �l.This upgrade will require ths installation of a new fro�end.Thic&om end expands rhe
m�;mo�+capabilities to add additional telephanes,lines and rituilcs.
'I�s��ting equipment mom will not meet the manufactures emgineermg requirements w install
an oph Ht 71 PBX. It w�l be necessary to relocate tl�e e�risting sys�m atong with the new
expanE on to a larger room meeting the envirownental and electricsl requirementa.Also,a new
M iin I istribution Frame wilt have to bc installed.
Al;ai� hanl:you for the opporiunity to work wiih you on providing your business a cost effective
and rel�le e�cpan�on to your preseut system.Brazos Valley Telephone Systec»s looks forward to
implen:nting aur sotution and coutinuing our long term relationship.
SitCer�l
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Business
�wnonzeascnn�fler�
12/02;8P THL' 18:10 F.41' 409 8�0 8589 U*7IYER9ITY TOWER �007
EQUIPMEA'T TTENIIZATIO?V
The Northern'''elecomMeridian Oprion 71 PBX expansion is confi�ured for 464 addi6onal lines,24 eualogue
tnaaks anc 2ea T-spands.
lea.�pticn 7] Front End with 2ea.Nerivork Groups
lea Pinver Ca,inet with 3ea RentiEers
3ea IPE�Qodi les witfiPower and Con�oller
3ea.Ring Gen•razors
3ea.Umvcusal frunkCards
29ea.A.nalogu Line Cards
3ea.ATMF It�oeiver Cards
3ea Supeiioo� Card '
2ea.DTI Card
3ea.Network :ards
� EQIIIPbiEN i: $143992.00
T.AROR: $ 9732.00
TOTAi.: $153724.U0
}�ICE INCLL`DES"ONE"YEAR WARRAIv'TY ON HQUIPMENT AND LAIIOR
�Varranty�erv:z is provided 24 hours a day 7 days a week.
Price do�not nclude tax.
Please note th�:all information in this proposai is confidentiaL Or1y the ptoposed company may view proposal
without�:e co uent of Brazos Valley Telephone Systems.
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1?/02/99 THI! 16:10 F.4S �409 838 8569 L'NIVERSITS TOWER �008
SY`1 Q14A OPT71 AC
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WESTLAKE
January 3,2000
Mr.Ken Oden Via Certified Mail
Travis County Attomey �ettrr�r Receipt Req�rested
Attn: Ms.Shirley W.Warren or Ms.Carol M.V.Garcia
Post Office Box 1748
Austin,Texas 78767
Re: Cause Number X99-13695 pending in the 2615`Judicial District Court of
Travis County, Texas, styled Travis County, et al. v. Texas St�ident
Housing Corporation
Dear Mr.Oden:
- The referenced lawsuit,a copy of which is enclosed for your quick reference,has
been received. The Texas Student Housing Corporation is a tax-exempt instrumentality
of the Town of Westlake.
The subject property was retumed to Madison Joint Venture,3724 Jefferson,
Suite 306,Austin,Texas 78731 by quitclaim deed dated March 31,1998. A copy of the
� deed is enclosed for your file. We believe your lawsuit properly should be asserted
against the owner. We would appreciate your entering a motion to dismiss the Texas
Student Housing Corporation as a party,as we claim no interest in the property.
V ery truly yours,
���"`����
Scott Bradley
Mayor
SB:mm
EncL
c: James P.Carter,President _
Texas Student Housing Corporation
3 Village Circle • Suite 207 Solana•Westlake,Texas 76262
- - -._ ...,. .,..,. .. ..__.�_�,_ ......,.
!
CITATION
THE STATE OF TEXAS CAUSE NUMBER X9 9/.��9S
COUNTY OF TRAVIS
T0: Texas Student Housing Corporatian
Defendant in the hereinafter styled and numbered cause, who may be
served as follows:
Texas Student Housing Corposation
By serving its registered agent
Scott Bradley
3 Village Circle, Ste 20�
Westlake, TX
76262
GREETING:
You are hereb c minde o appear or answer before the Honorable
District Court, Judicial District, Travis County,
Texas at the Courthouse of said County in Austin, Texas, at or before
10 o'clock a.m. of the Monday next after the expiration of 20 days from
the date of se 'ce of this citation, then and there to answer the
Original petit' o t e Co n�j -of Travis, et al., Plaintiff, filed in
said court on � against the above named defendant, and
the unknown owner or owners of the property hereinafter described or
any interest therein; any and all other persans, including adverse
claimants, owning or having or claiming any legal or equitable interest
in or lien upon the property heieinafter described; the heirs and legal
representatives of each of the above named and mentioned persons who may
be deceased; and the corparate officers, trustees, receivers, and
stockholders, as defendants. Said suit being numbered as above on the
docket of said court, the natura of whie�tdehereinafterudescribedlect
- delinquent ad valorem taxes on the prop y
to-wit: ��i p� Z,'y;r
LEGAL: �Alt�TkitS � WY c����V
q;, BRUCE ELFAN7,��
i!Jh1�sA���N C"""'fY�iW�g
Tract 1: �ir
CEN 47FT OF �
LOT 2 OLT 33 DIV D /�� �'�`�'
SAMPSON SUBD
Parcel Number: 02120107140000
Billing Number: 083844
Location: 000712 22 ST W
The amount of taxes due Plsintif£ is the aum of $2.255•36 plus
i,nterest, penalties, and costs. (Do not remit amount for taxes only.
, , 1
Telephone (512) 473-9473, to determine tatal sum necessary to have
lawsuit dismissed.)
The names of all taxing units which assess and collect taxes on
said property, not made parties to this suit, are:.=
�,t�x,t�,t,t**���**�,t-�,t�*,t�,t���tmt,t�,e,t,t�:t*�tt,t*�y���*�,t�t*��,t*�x��*�*
Plaintiff and all other taxing units who may set up their tax
claims herein seek recovery of delinquent ad valorem taxes on the
property hereinabove described, and in addition to the taxes a11
interest, penalties, and costs allowed by law thereon up to and
including the day of judgment herein, and the establishment and
foreclosure of liens securing the payment of same, as provided by law.
All parties to this suit, including plaintiff, defendants, and
intervenors, shall taken notice that claims not only for any taxes
which were delinquent on said property at the time this suit was filed
but all taxes becoming delinquent thereon at any time thereafter up to
the day of Judgment, including all interest, penalties, and costs
allowed by law thereon, may upon request therefore, be recovered herein
without further citation or notice to any parties hetein, and a11 said
parties shall take notice of and plead and answer to all claims and
• pleadings now on file and which may hereafter be filed in this cause by
all other parties hereto, and by all of those taxing units above named,
who may intervene herein and set up their respective tax claims against
said property.
Zf citation is not served within 90 days after the date of its
issuance, it shall be returned unserved.
� The officer executing this return shall promptly serve the same
according to the requirements of law and the mandates hereof and make
� due return as the law directs.
Issued and gi n der my hand nd sea of said Court stin,
Texas, this the 0.�. d8Y of ,A.D., 19
AMALIA RODRIGUEZ-MENDOZA
���V����F�����i�� Clerk of the District Court of
, �P•••�••..;�-��'�� Travis County, Texas
�U�'' � �'•,'tP� P. 0. Box 1748
'�" ��' Austin,T:C 78767
_U_. � '� �
�t \ ;2� _
�r��: '� : y? / •
.�O•••.........:' �-.` L,l �,�'r'�
���''*�����5``�� , u
Deputy
�
OFFICER'S RETURN
Came to hand on the day of , 19_, at _
0'Clock .m.
Executed at , within the County of
gt 0'Clock .m. on the
Day of , 19 , by delivering to the within named
a true copy of this citation together with the
accompanying copy of the petition, having first attached such copy of
� such petition to such copy of citation and indorsed on such copy of
citation the date of delivery.
To certify which witness my hand officially.
��,`,�„r rl r=:�.rlT
; - ��;,�.�,,J:dll".icXAS
CCuS�:._._. ._,,...
Sheriff of Travis County, Texas
By
. Deputy
�
. -/. �5 � _
CAUSE NO /�S�� �
TRAVIS COUNTY, ET AL § IN THE DISTRICT COURT
4
� § �UDICIAL DISTRICT
§
§ TRAVIS COUNTY, TEXAS
TEXAS STUDENT HOUSING CORPORATION
PLAINTIFF'S ORIGINAL PETITION
To the Hodorahle Judge of Said Court:
I.
The County of Travis, hereinafter called Plaintiff, a taxing unit
legally constituted and authorized to impose and collect ad valorem
taxes on property, brings this lawsuit on behalf of the following
taxing units:
AUSTIN COMMUNITY COLLEGE
AUSTIN INDEPENDENT SCHOOL DISTRICT
CITY OF AUSTIN
TRAVIS COUNTY .
whose taxes are assessed and collected by the Assessor and Collector of
Taxes for Travis County, Texas. Each of said taxing units is legally
constituted and authorized to impose and collect ad valorem taxes on
property. For each of the said taxing units in whose behalf this suit
is brought, taxes axe delinquent in at least one but not necessarily
all of the years set out in paragraph 4 of this pleading.
This lawsuit is filed under level two (2) pursuant to Rule 190.3 of
the Texas Rules of Civil Procedure.
II.
The following defendants have an interest in or lien upon the
subject property:
Tesas Student Housing Corporation
By serving its registered agent
Scott Bradley
3 Village Circle, Ste 207
Westlake, TX 76262
1'�1 i
and flll unknown persons owning, having, clfliming any �interest or lien
in tha property deecribod horein� and the unknowx�hai�,`�riiidYlegqlyV
7� L' tJ�
representatives of all defendants.
; ...... ,.._ � -
F
III.
In order that they may assert any claims for delinquent taxes they
may have against the subject property, the following taxing units are
made parties: �
*�t�t�,t��*�,t�-,t�**�,t��*,ht���**�t,t���c�:�:�x,t,t,t��,t x�*�*t.t�x�,t,t*��x*�t����
IV.
For each of the years set out below, taxes in the amounts stated
below were legally imposed on property described in paragraph 6 of this
pleading and on each person who owned said property on January 1, of
each of the years set out below. Through the month of November 30, 1999 for
each of the years indicated below, the total amount of tax delinquent
and the total amount of penalty and interest due is:
YEAR TAX PENALTY AND INTEREST
Tract 1: 02120107140000
1998 2,259.36 497.06
TLrough the above month, the total amount of tax delinquent and penalty
and interest due for all of the above years combined is $2,756.42.
V.
All taxes in paragraph 4 of this pleading were imposed in Travis
County, Texas.
VI.
The property upon which taxes in paragraph 4 of this pleading were
impased is:
Legal:
Tract 1:
CEN 47FT OF
LOT 2 OLT 33 DIV D
SAMPSON SUBD
Parcel Number: 02120107140000
Billing Number: 083844
Location: 000712 22 ST W
The real property described above was at the time said taxes in
paragraph 4 of this pleading were assessed, located within the
boundaries of the Plaintiff and each tasing unit in whose behalf this
su�t is brouGht.
VII.
All taxes in paragraph 4 of this pleading were imposed in the
county in which this suit is filed; the tax is delinquent and due in
�
PRAYER
Plaintiff prays that:
1. The district clerk, when requested, issue and deliver citation
as directed by the requesting party;
2. Plaintiff be granted judgment for a11 taxes that are
delinquent at the time this pleading is filed and for a11
taxes that may become delinquent during the pendency of this
lawsuit;
3. Plaintiff be granted judgment for all penalties that are due
at the time this pleading is filed and for all penalties that
may become due during pendency of this lawsuit;
4. Plaintiff be granted judgment for all interest that is due at
the time this pleading is filed and all interest that may
become due during the pendency of this lawsuit;
5. Plaintiff be granted judgment for all usual court costs,
including the costs of serving process;
' 6. Plaintiff be granted judgment for reasonable expenses that are
incurred by the Plaintiff in determining the name, identity,
and location of necessary parties and in procuring necessary
legal descriptions of the property on which a delinquent tax
is due;
7. Plaintiff be granted attorney fees in the amount of
15 percent'of the total amount of taxes, penalties,
and interest adjudged due the taxing units;
8. Plaintiff be granted each penalty that is incurred and all
interest that accrues on delinquent taxes on the property from
the date of the judgment to the date of the sale under Section
34.01 or 34.015 of the Tesas Property Tax Code;
9. Plaintiff be granted foreclosure of the tas liens of each of
the taxing units for which this suit was brought;
10. The court order the propetty sold in satisfaction of the
amount of judgment;
11. Plaintiff be granted expenses of foreclosure sale;
12. Plaintiff be granted judgment for taxes on the property for
the current year and each subsequent tax year until the
property is sold under Section 34.01 or 34.015 per Tex. Tax
Codo Ann. 33.5.2 (Vornan 1988).
13. Plaintiff hava foreclosuro of its tax lianc for all of tha
above, against any Defendant with an interest in the property
1
Plaintiff seeks attorney's fees in the amount of 15 percent of the
total amount of taxes, penalties, and interest adjudged due the taxing
units.
XIV.
Plaintiff, on behalf of each taxing unit represented, asserts a
lien on the property described in paragraph 6 of this pleading to
secure the payment of all taxes, penalties, interest, and costs due.
XV.
All things required by law to be done have been done properly by
the appropriate officials.
XVI.
The attorney signing this pleading is legally authorized to
prosecute this suit an behalf of the Plaintiff.
at the time of judgment;
14. Plaintiff have personal judgment against each Defendant who
owned the property on January 1 of any year in paragraph 2
of this pleading or any subsequent year for which tax becomes
delinquent during tha pendency of this lawsuit, far the taxes,
penalties, interest, and costs due for said year per Tex. Tax
Code 33.43 (Vernon 1982);
15. Plaintiff be granted such other and further relief, special ar
general, legal or equitable, as Plaintiff may be shown to be
justly entitled to receive.
Respectfully Submitted,
KEN ODEN
TRAVIS COUNTY ATTORNEY
ORIGNAL SIGNED BY ��'GNa! SIG+�EED 3`(
By:
SHIRLEY W. WARRE�! �A��L �Ji. �,'. GAiCIn
SHIRLEY W. WARREN CAROL M.V. GARCIA
ASSISTANT TRAVIS COUNTY ASSISTANT TRAVIS COUNTY
� ATTORNEY ATTORNEY
P.O. Box 1748 P.O. Box 1748
� Austin, Texas 78767 Austin, Texas 78767
� (512) 473-9415 (512) 473-9415
(512) 473-9316 FAX (512) 473-9316 FAX
State Bar No. 20588725 State Bar No. 07631680
ATTORNEY FOR PLAINTIFF(S) ATTORNEY FOR PLAZNTIFF(S)
the total amount stated above for each separately assessed property
plus interest, penalties and costs not shown but authorized by law.
VIII.
All the said taxes were authorized by law and Plaintiff and said
political subdivisions in whose behalf this suit is brought were
legally constituted and authorized to impose and collect said ad
valorem taxes; and all of said taxes were duly and legally levied and
assessed against said real property and the owners thereof (if known);
and the Plaintiff and said political subdivisions now have and assert a
lien upon each tract of real property separately described and
mentioned above to secure the payment of all taxes, penalties, interest
and costs due thereon; and all things required by law to be done have
been duly and legally performed by the proper officials.
IX.
The specific Defendant listed in paragraph 2 owned the property on
January 1 of the years for which the tax was imposed and/or owns the
property at the time of this suit.
X.
All of said real estate was, at the time taxes were assessed,
located within the boundaries of the Plaintiff and each political
subdivision or impleaded taxing units in whose behalf this suit is
� brought.
XI.
The following are named as party defendants: All other parties
who own or claim some interest in the above described real property,
including other taxing units in whose jurisdiction the praperty lies
and the unknown owner or owners oE the above described real property,
situated in Travis county, or any interest herein; and any and all
other persons, including adverse claimants, owning or having or
claiming any legal or equitable interest in or lien upon the property
above described, the heirs and legal representatives and the unknown
heirs and legal representatives of each of the above named and
mentioned persons who may be deceased; and the corporate officers,
trustees, receivers and stockholders, of any of the above named and
mentioned parties which may be corporations, defunct or otherwise,
together with the successors, herein, and assigns of such corporate
officers, trustees, receivers and stockholders.
XII.
Plaintiff has incurred reasonable expenses in the amount of
Q in dotnrmining tho namo, id.ntity, and loontien af na en ary
parties and in procuring legal descriptions of the property described
in paragraph 6 of the pleading.
XIII.
a
QUIT'CLAIM DEED
GRA,rTOR: TEjCAS STLiDENT I�OliSI\G CORPOR.�TIOr a Te�as
non-profit corporation -
GRA.\TEE: VIADISOti JOINT VENTi;RE
GRA,'YTEE'S ADDRESS 3724 Jeffersoa Suite306
FOR Ta.X tiOTICES: Austin.Tesas 78731
PROPERTY DESCRIPTION
SEE EXI3IBIT A WHICH IS ATTACHED HERETO A,�ID IVCORPOR:�TED HEREIN
BYi2EFEREVCE
GRA,�ITOR for and in consideration of the sum of TEti A.�iD\O/lUU DOLL.4RS(510.00),and
other good and valuable consideration paid bv Grantee, the receiot and suaiciency of which aze
hereby acicnowledged and confessed,Grantor hereby yuitclaims to Grantec ail of Grantor's right.title.
and intaest in and to the Proper[y.togcthcr with all and singulaz. the riants. benefiu, privilcges.
e�semrnts.teaemenrs.hcrtditamenu,appuRenances.and interests thereon or in an�nvise appertaining
Ihesto_and with all improvemenu located thcreon to have and to hold unto C-rxntee.Grantea's heiis,
executors, adm,.,;�r.-.,tors, successocs, or assigu forever. Veither Grantor nor Granto�s heus.
ezecutors,administrators,successors,or assigns shall have, claim_or demand any right or title to the
propaty or any pazt of it.
Forthe same consideration recited a6ove.Grantor further quitclaims to Gran[ee all of Granto�s right
tule and interest,if any, in and to(i)su-ips or gores. if any. benveen the P:opert}•and abutting or
iIImiediateiy adjacent propert�es.and(ii)an�•land lying in or under the bed oi any street alley,road
or righI-of-way,opened or proposed.a6utting or immediately adiacent to the P;opern•.
�l�CLTI'ED to he cffectivc as of /�"/E���` 3 r` .1998.
GRAiYTOR: TE.YaS STUDENT HOL'SI\G CORPORATION,
a Tesas non-profit corporation
i
B�� //� �.��
Its:_[/ `PS,' }�
._ _ �r
QUITCLAih: 7E:;L� . PAQE 1
]
EYHIBIT a
LEGAL DESCRIPTIOY
TR,�.CT I:
Lots 7 and 8.GEORGE\'l'. Sr�YIPSON SliBDI�ISIO\ OUT OF OLTLOT 32.DI��ISIO\D.a
subdivision in Travis Countv,Texas.according to the map or plat of record in��olume Z. Page 600_
Plat Records of Travis Coun[v,Tesas.
TRACT II:
0.9987 OF ONE ACRE SITL'ATED IN OUTLOT 24.DIVISIO\ D. OF THE GOVERi\'VIE�IT
O�TLOTS AD7ACEVT TO T'HE ORIGINAL CITY OF AUSTII.TRAVIS CO[INIY.TEXAS.
ACCORDING TO THE PLAT OF RECORD ON FILE WITH THE GE\'ERAL L:l_\D OFFICE
OF THE STATE OF TE�CA.S.SP,.V1E BEI�iG THOSE Sr1:VIE TRACTS OF L.�1.�1D DESIGtiATED
TRACT THREE .-1.VD TRACT PIVL �LVD DL•SCRIBED Iti A DEED TO W,4LLERSTEIiV
PROPERTIES. LTD. t)F RECORD I�i 40LL"v1E 5986. P.4GE �tQS. DEED RECORDS OF
TRAVIS COUDITl. 'I'E1.4S. SAID 0 9987 OF O�lE ACRE OF L.�vD BEI\G �IORE
P.4RTICLTLARI.y DESCRIBED BY MLTES tL'YD BOLTiDS r1S FOLLOWS:
BEGIVNING at a !•z inch iron rod found at the inte:seccion of the south line of�;last 22nd Strect
(fotmerly Palmetto Street),�vith the exst line of Pexrl Street sazne been the northwest comer of sxid
Wallerstein Tract�i o.T�rec:ind of this tract:
. Tf�NCE.with the south line oF said 1�%est 22nd Stre�;,same being the north line of said Wallerstein
Tracrs No.Three and Five of this VacC S 84 deg�ees 13 minutes 50 seconds E.225.42 feet to a 3/4
inch'uon rod found at the northwest comer of Lot A of Hardin's No.4.a su6division in:�uscin.Travis
County.Texas.of record in Book 31.Page 7.Plat Records of Travis Countv.Tzxas.same being the
northeast corner of said Wallerstein Tract No.Five and this tract:
THEV CE.deparuna rhe south line of said V%est 22nd Street.with the�vest tine o[said Lot P.same
beme the east line oi sa�d�iallerste:n Tracc�io.Five and of this tract�same eiso beine east of a 0.5
ofone foot wide curb and along or near a chain link fcnce_ S OS degrees 47 minutes 38 seconds W
at 93.0 feet, more or lcss. passing the southwest comer oF said Lot �,. same beins. the northwest
comer of Lot 2,Hardin's No.3.a subdivision in Austin.Travis Countv.Tesas,of rccord in Book 80.
Pagc 45, Plat Records of Travts Countv, Texas.and continuing.For a total distance of 193.10 feet
to a concreYe nail found in the north line of an allcv,at the southwest comer of said Lot 2.same being
the southeast comer of said Wallccstein Tract No.Five and ofthis tract:
THEVCE.wuh the north linc of said allny,same being the south line of satd R'allerste:n Tracu No.
Five and Three and of this lrac�V 84 degrees 12 minuces 36 scconds«�225.3.i feet to a:=inch iron
rod Found in the wesi line oCsxid Outlot tio.24,samc being,[he west line of said Pear(Street.at[he
south�vest comer of said Wallerste�n Tract No.Three of this tract:
�CFiEV CE,with the e2st line oFsaid Pearl Street same being the�vest line of said�t%allerstein
Tract Vo.1'Fsc.:oi�tis tract N OS degrees 4d mmutes 1"_'scconds E 193.02 fee:;o the POIVT
OF BEG?Ni�1�L d containing 0.9987 of enc acre�vnhin these metes and'oounds.
�rxacT iii: �
Lot 2. Save and Except thc Vvest 4 fcet.and all of Lot 3.GEORGE\�'. S.�tiIPSO\Si;BDIVISION
OL'T OF OUTLOT 33.DIVISION D.a�u6division in Trdv�s Coun[y.Tcx�.according to the map
or plat oFrecord in Volume Z.Pagc 600.Plat Rccords of Travis Counn�.Tesas.
.,
STATE OF TEtAS {
� {
COL'�T7'OF TRAVIS {
This instrument was ACFi\OW'LEDGED before me,on '/•:. � � . 1998.
b�� :;c�..v� �� C...tt� thc � ,
'' �--Z ofTEYASSTtiDEtiTHOliSIVG
CORPORATION.a Texas non-profit corporation.on behalf of said corporation.
-�' n ° -
_ ;
[S E A L] ��i�,_.2`.�� , _�t...::-e,���
Votary Public.State of TeCu
�fy Commission E.rpires:
�i�_ 1�-�Oo t '?'- � ,.� 'Z:
- JPrinted\'ame ofNotary Pubfic
{�x„�`�'�r i' ' : . . - . i
j �"w;`�'r�.- �i
QU".", . � •' DE�D PAGE '
, �. -
, T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF Fl1ND5
FOR THE PERIOD ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 55,802.04
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 497.26
INCREASE IN PROPERTY TAX PAYABLE 11,359.59
INTERCO TRANSFERS 42,705.72
INCREASE IN ACCTS PAYABLE 7,846.18
INCREASE IN DEFERRED DORM REVENUE 22,800.00
INCREASE IN SECURIIY DEPOSITS 639.00
TOTAL SOURCES OF FUNDS 141,649.79
USES OF FUNDS:
INCREASE IN PREPAIDS 52.83
INCREASE IN ACCTS RECEIVABLE 5,083.94
TOTAL USES OF FUNDS 5,136.77
NET INCREASE(DECREASE)IN CASH - '�
CASH ACCOUNTS:
' BALANCE AT 09/30/99 BALANCE AT 10/31/99
DEPOSITORY-FNB CURRENT 24,112.78 23,375.90
REPLACEMENT RESERVE-TCB 13,685.65 19,206.82
OPERATING-TCB (52,337.60) 11,892.58
DEPOSITORY-TCB CURRENT 145,159.23 212,657.78
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 130,620.06 267,133.08
NETINCREASE(DECREASE) ' �
3
, T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 103,924.92
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 723.05
INCREASE IN PROPERTY TAX PAYABLE 21,448.94
INTERCO TRANSFERS 79,507.95
INCREASE IN ACCTS PAYABLE 14,518.40
INCREASE IN DEFERRED DORM REVENUE 1,200.00
DECREASE IN ACCTS RECEIVABLE 8,934.23
TOTAL SOURCES OF FUNDS 230,257.49
USES OF FUNDS:
DECREASE IN SECURITY DEPOSITS 3,113.00
INCREASE IN PREPAIDS 99 71
INSURANCE SETTLEMENT 41,987.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211 00
TOTAL USES OF FUNDS 57,410.71
NET INCREASE(DECREASE)IN CASH ,�i_2,8�$p7.�8
CASH ACCOUNTS:
BALANCE AT 08131/99 BALANCE AT 10/31199
DEPOSITORY-FNB CURRENT 49,185.66 23,375.90
REPLACEMENT RESERVE-TCB 23,77324 19,206.82
OPERATING-TCB (43,856.02) 11,892.58
DEPOSITORY-TCB CURRENT 65,783.42 212,657.78
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 94,286.30 267,133.08
NET INCREASE(DECREASE) �7 � �
� T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS (21,578.64)
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 2,163.54
DECREASE IN INVENTORY is•Q�
INCREASE IN ACCRUED PAYROLL 2,99�•72
INCREASE IN ACCTS PAYABLE 6,914.92
DECREASE IN DORM RECEIVABLES 70,292.79
TOTAL SOURCES OF FUNDS 60,799.34
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 82,010.97
INCREASE IN PREPAIDS 64.38
TOTAL USES OF FUNDS 82,075.35
NET INCREASE(DECREASE)IN CASH �+��
CASH ACCOUNTS:
BALANCE AT 09130199 BALANCE AT 10/31/99
DEPOSITORY-FNB CURRENT 728.85 15,064.57
DEPOSITORY-FNB EARLY 2,091.74 2,091 58
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPERATING-TCB 109,496.74 113,885.17
DEPOSITORY-TCB CURRENT (55,169.00) 4,831.00
DEPOSITORY-TCB EARLY 341,999 71 241,999.77
PETTY CASH 0.00 0.00
TOTALS 55,464.18 34,188.17
NETINCREASE(DECREASE) _ _ s
, , �
, T.S.H.C.-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS (28,621.49)
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 4,671.60
INCREASE IN ACCRUED PAYROLL � 5,785.58
DECREASE IN DORM RECEIVABLES 101,910.46
TOTAL SOURCES OF FUNDS 83,746.15
USES OF FUNDS.
DECREASE IN ACCTS PAYABLE 2,013.74
DECREASE IN DEFERRED DORM INCOME 162,162.15
INCREASE IN INVENTORY 1,524.55
INCREASE IN PREPAIDS 113.56
TOTAL USES OF FUNDS 165,814.00
NET INCREASE(DECREASE)IN CASH �$,s_�,,0�: 85
CASH ACCOUNTS:
BALANCE AT OS/31/99 BALANCE AT 10/31/99
DEPOSITORY-FNB CURRENT 9,058.08 15,064.57
DEPOSITORY-FNB EARLY 97,174.68 2,091.58
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPERATING-TCB 102,876.41 113,885 17
DEPOSITORY-TCB CURRENT (51,169.00) 4,831.00
DEPOSITORY-TCB EARLY 301,999.71 241,999.71
PETTY CASH 0.00 0.00
� TOTALS 116,256.02 34,188.17
NET INCREASE(DECREASE) �,';�8.0 J 8u�
, T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 185,770.12
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 454,912.16
INCREASE IN PROPERTY TAX PAYABLE 11,49428
DECREASE IN INVENTORY 32•99
DECREASE IN PREPAID RENTS(COLONY) 21,600.00
INCREASE IN ACCRUED PAYROLL 8,762.37
INCREASE IN SECURITY DEPOSITS 707.00
TOTAL SOURCES OF FUNDS 683,278.92
USES OF FUNDS:
INSURANCE SETTLEMENT 32,900.00
DECREASE IN ACCTS PAYABLE 65,291.64
INTERCO TRANSFERS 61,569.77
INCREASE IN PREPAIDS 237.19
DECREASE IN DEFERRED DORM INCOME 560,165.33
TOTAL USES OF FUNDS 720,163.93
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS: �
BALANCE AT 09I30/99 BALANCE AT 10/31/99
DEPOSITORY-FNB CURRENT 16,405.92 123,210.88
DEPOSITORY-FNB EARLY (183.30) (118.00)
REPLACEMENT RESERVE-TCB 406,017.54 425,612.89
OPERATING-TCB 304,910.00 325,190.97
DEPOSITORY-TCB EARLY 468,475.37 119,145.40
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 341,720.17 507,418.55
TOTALS 1,538,945 70 1,502,060.69
NET INCREASE(DECREASE) �s�
F
� T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING OCTOBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 324,550.19
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 605,442.12
INCREASE IN PROPERTY TAX PAYABLE 23,266.72
DECREASE IN INVENTORY 1,380.94
INCREASE IN ACCRUED PAYROLL 16,186.16
TOTAL SOURCES OF FUNDS 970,826.13
USES OF FUNDS:
DECREASE IN PREPAID RENTS(COLONY) 1,200.00
DECREASE IN ACCTS PAYABLE 20,539.76
INTERCO TRANSFERS 50,107.10
INCREASE IN DEFERRED SCHOLARSHIP FUND 36,961.00
INSURANCE SETTLEMENT 26,962.00
DECREASE IN SECURITY DEPOSITS 63.00
INCREASE IN PREPAIDS 402.58
DECREASE IN DEFERRED DORM INCOME 1,085,969.54
TOTAL USES OF FUNDS 1,222,204.98
NET INCREASE(DECREASE)W CASH �_��85�
CASH ACCOUNTS:
BALANCE AT 08131/99 BALANCE AT 10/31/99
DEPOSITORY-FNB CURRENT 59,506.42 123,210.88
DEPOSITORY-FNB EARLY 373,733.70 (118.00)
REPLACEMENT RESERVE-TCB 386,453.91 425,612.89
OPERATING-TCB 44,527.54 325,190.97
DEPOSITORY-TCB EARLY 761,352.46 119,145 40
PETTY CASH 1,6D0.00 1,600.00
DEPOSITORY-TCB CURRENT 126,265.51 507,418.55
TOTALS 1,753,439.54 1,502,060.69
NET INCREASE(DECREASE)��?__�,3;.���.$�
��, �� `
� T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING SEPTEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS (7,042.85)
SOURCES OF FUNDS:
INCREASE IN PROPERN TAX PAYABLE 2,508.06
INCREASE IN ACCRUED PAYROLL 2,794.86
DECREASE IN DORM RECEIVABLES 31,617.67
TOTAL SOURCES OF FUNDS 29,877.74
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 8,928.66
DECREASE IN DEFERRED DORM INCOME 80,151.18
INCREASE IN INVENTORY 1,540.56
INCREASE IN PREPAIDS 49.18
TOTAL USES OF FUNDS 90,669.58
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 08131/99 BALANCE AT 09/30199
' JEPOSITORY-FNB CURRENT 9,058.08 728.85
� DEPOSITORY-FNB EARLY 97,174.68 2,D91.74
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPERATING-TCB 102,876.41 109,496.74
DEPOSITORY-TCB CURRENT (51,169.00) (55,169.00)
D EPOS ITORY-TC B EARLY 301,999.71 341,999.71
PETfY CASH 0.00 0.00
TOTALS 116,256.02 55,464.18
NETINCREASE(DECREASE).�.: _�e._�._�+
,�: `, �
' T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING SEPTEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 48,122.88
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 225,7g
INCREASE IN PROPERTYTAX PAYABLE 1D,089.35
INTERCO TRANSFERS 36,802.23
INCREASE IN ACCTS PAYABLE 6,672.22
DECREASE IN ACCTS RECEIVABLE 14,018.17
TOTAL SOURCES OF FUNDS 115,930.64
USES OF FUNDS:
DECREASE IN DEFERRED DORM REVENUE 21,600.00
DECREASE IN SECURITY DEPOSITS 3,752.00
INCREASE IN PREPAIDS 46.88
INSURANCE SETTLEMENT 41,987.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS 79,596.88
NET INCREASE(DECREASE)IN CASH �_�'�3��_3_.rl�
ASH ACCOUNTS:
, BALANCE AT 08131/99 BALANCE AT 09130/99
DEPOSITORY-FNB CURRENT 49,185.66 24,112.78
REPLACEMENT RESERVE-TCB 23,173.24 13,685.65
OPERATING-TCB (43,856.02) (52,337.60)
DEPOSITORY-TCB CURRENT 65,783.42 145,159.23
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 94,286.30 130,620.06
NET INCREASE(DECREASE) y
ti
, �r . "v �
T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNOS
YEAR TO DATE ENDING SEPTEMBER 30,1999
ivET INCOME(LOSS)FROM OPERATIONS 138,780.07
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 150,529.96
INCREASE IN PROPERIY TAX PAYABLE 11,772.44
DECREASE IN INVENTORY 1,347.95
INCREASE IN ACCRUED PAYROLL 7,423.79
INCREASE IN ACCTS PAYABLE 44,751.88
INSURANCE SETTLEMENT 5,938.00
INTERCO TRANSFERS 11,462.67
TOTAL SOURCES OF FUNDS 372,006.76
USES OF FUNDS:
DECREASE IN PREPAID RENTS(COLONY) ZZ,gpp,pp
INCREASE IN DEFERRED SCHOLARSHIP FUND 36,96'I.00
DECREASE IN SECURITY DEPOSITS 770.00
' INCREASE IN PREPAIDS 165.39
DECREASE IN DEFERRED DORM INCOME 525,804.21
TOTAL USES OF FUNDS 586,500.60
"ST INCREASE(DECREASE)IN CASH _,��g'��;
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 09/30/99
DEPOSITORY-FNB CURRENT 59,506.42 16,405.92
DEPOSITORY-FNB EARLY 373,733.70 (183.30)
REPLACEMENT RESERVE-TCB 386,453.91 406,017.54
OPERATING-TCB 44,527.54 304,910.00
DEPOSITORY-TCB EARLY 761,352 46 468,475.37
PETfY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 126,265.51 341,720.17
TOTALS 1,753,439.54 1,538,945.70
NET INCREASE(DECREASE) , 93,,.___;
STUDENT LETTERS 1999-2000 � ' •
i —�
� I i � i--
Acceptan� Spring�1st letteri2nd lette'3rd letter�4th letteri _ Fall
� ' Final; I Semester
I ; Grades! � Grades
1996 Winners �
Autumn Johnson 4/111 yes' 8/27� '
Jill McKean i 4/13- yes, 6/27� 9/3 10/22, 1/2� yes
Jennifer Renken i 5/7: yes'__ 9/14y _ �
; ' ;
_ �
1997 Winners � ;
A&M Students _ i ; � �
Staci Rankin ; 4/7; yes, 5/20� 10/7 11/9i 12/27;
Thomas Smith ! 4/4 yes__5/261 _8/20 1/1 __ _ _ yes
Christopher Wells� 4/17 yes 9/14
---*-----�----------
UT Students ;
Ryan Koons tYes Yes� y
------ ,----�----- --- ------------------ --
� � :
1998 Winners ; ---r---- -----------�-------
KendrickAmett 6/5� yes:_ 8/30L___1/7 _ __ _ yes
Jeff Bingham i 6/11, yes; 8/27j_
Kellie Fram 6 8� Yesr 8/27� 11/2 1/10 ______ yes
Susan Irvine �5/24 yes� 8/12i 12/29 _ yes
Jennifer Patterso� 6/30�__ Yes� 8/241__ _ �
Jeremy Steinmey�_ 5/17____yes� 6/18�_ 9/3 1/4 ;-_ yes �
LauraTatangelo i 4/18i yesi 8/16� 11/10; �
Cale Welborn 4/19 8/30 _ 1/7 �—~ yes
� --�- -�-- -
1999 Winners ' ' � i
, ' ---r--
Loren Barber 4/21! i 8/21, 10/28� 12/31; �
Valleri Bullard 4/14 i 10/27 12/29� yes
John Conrad ; 4/7 ' 7/23� 1/3, ' yes
BenjaminGetterT-------- ' 8/16'- 1/7 —•---------------
--- ...- ------ -- *-----�------- --- - - ----- ---
JenniferJohnston� 4/18 8/23� 11/16 1/12 , yes
--------------
---- -T----- ----------
Lauren Klin er
4/13 8/181 12/29
--------9 - -�-------- •----' --�------------- - - - - - �
Ryan Nolen 4/11 8/20! 10/31, 12/28.
------------- - �------ ------------- - --------------- --�---- - -
Craig Odom-.--, -------,- - --T--8/25 1/1 �
- - ------ ---�----------
Scott Stickane 4/12, � 9/23 •
Page 1 of 1
Ginger Crosswy
From: <Jill McKean@usoc.org>
To: Jill McKean'00 yill.mckean@usoc.org>
Sent: Sunday,January 16,2000 7:47 PM
Howdy!
I just wanted to give you my new address and office phone number. So far,
I like it a lot up here. It has been in the 60s for most of the week. I
have not had time to go skiing,hiking,or sightseeing yet,because I have
been so busy. Pretty much,the only thing to do in the evenings after work
is to work out(which I work out about 6 times a week!!),talk in the
hallway,or go watch the Boxing Championships. [have had an opportunity
to do all ofthat!!
Jill McKean
International Games Preparation
United States Olympic Committee
One Olympic Plaza
Colorado Springs,Colorado 80909-5760
Office#:(719)578-4500 ext.2234
Hall#(not the most reliable...everybody answers that phone,and who knows
if I would get the message?): (719)578-4500 ext.5580
E-mail: jill.mckeana�usoc.org
So,please drop me a note sometime. I love to get mail. Please DO NOT put
anything about INTERN on the mail. If[gave you my address eazlier,it
had INTERN on it. The INTERN mail goes somewhere else,but here!! Thanks!
Gig'em!
Jill
:)
Jill A.McKean
Intern,International Games Prepazation
United States Olympic Committee ,
ninRnnnn
Page 1 of 1
Ginger Crosswy
From: Jill McKean yam4215@unix.tamu.edu>
To: Texas Student Housing Corporation<townhail@westlake-bc.org>
Sent: Sunday,December 12,1999 8:34 PM
Subject: Moving
Ginger,
After my last final on Wednesday,December I Sth,I will no longer be using
this e-mail address. I do not know my new e-mail address at the Olympic
Training Center,but I will keep in touch. The following is my home
address where my parents will forward any mail to me.
Jill McKean
3007 Lake Drive
Southlake,TX 76092-2956
(817)481-6777
e-mail: smmckean ,airmail.net
AFTER January I Oth and until May 26th,my address will be:
Jill McKean-Intern
International Games Preparation
Olympic Training Center
One Olympic Plaza
. Colorado Springs,Colorado 80909-5760
= I hope you have a very Merry Christmas and Happy New Year. Please be safe
and enjoy this special time.
7ill
Gig'em!
Jill McKean
WH'00 P!
i��icinn
L�
Januazy 3,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Wesdake,Texas 7G262
Deaz Sic oc Madam:
This year I was awazded the Texas Student Housing Corpotadon scholazship for 1999,and
have been attending Texas A&M Univecsity in College Station while living at the University
ToweLs.This letter is in response to youx request of a xepoc�along with my grades each
semestec,sent shocdy after I have ceceived my g=ade report.
I cannot say I am happy with my grades this semestet;in fact they aze disappointingly low I
do have a legitimate xeason for my poor pecfocmance though and I hope you take this lettec
into account when reviewing my scores this year.During the course of my fitst semestet at
Texas A&M,in ENGR 111 I xeceived a C,in MATH 151 I received a C,in POIS 206 I
received a C,and in PHYS 218 I teceived an A.
This semestec my gcades were low because I had sevexal deaths in my life during the past few
months and because of them I missed a good deal of school.In mid October my coommate
and two friends of mine down the hall Exom me were in a cac accident;my xoommate and
one of the othec two did not sucvive.I had not known any of them more than a month and
a half,but in that shoct time I had grown pazdculacly close to them.Robby,my xoommate,
had been my best fnend at rl&M.He was the kind of pecson that you just can't help but like.
He was outgoing,smact,and very Eriendly.We had gotten to be close duting his time that
fiist month and a half.The week afteL the accident,Robby's funeral was on Tuesday and
Catolina's(the othec victim of the accident)was on Wednesday.Those of us from A&M
who attended the funerals left Monday foc Dallas so that we could make it to the eaLly
secvice on Tuesday.Wednesday evening,aftec Cazolina's service,we stayed the night in
Houston so we would be sure to have a safe drive back to College Station.We cLdn't get
� back until mid day Thutsday and I had missed all of my dasses fot that day.This semestet I
had no classes on Priday,so you see I missed a week of school during the cveek of my
friend's funecals.As one might expect,this had quite a negative affect on my gtades.
I am sute you have heatd about the bonfire tiagedy that occurced atound Thanksgiving this
year.Twelve Aggies clied in this accident;one was a friend of mine,Chad Powell.We had
gone to high school together,ran ccoss-country togethec,and he was the valedictorian of my
gtaduating class.He was a good friend of mine and I have known him for most of my Gfe...
Because this tragedy occucmd so close ro Thanksgiving,I did not miss more than two oc
thcee days of class,but I did have a ptoject due shordy after bxeak.Two out of the thtee
other pcople in my group also kne�v people who had died and none of us wece in any
condition to do much�vork so we did not make tune to get togethec and wock on our
ptoject beEoce bxeak.I actually�vent home I believe on the Friday aftec the uagedy
happened.An}nvay,because we had not worked on oui pcoject before Thanksgiving bteak,
we were behind schedule when we got back.We did of couxse get the pcoject completed,
but it was xushed and we only received a C on it.As this ptoject played a majox pact oE my
final giade in ENGR I l l,tivs caused my giade to again suffee.
,
—2— January 3,2000
You may be curious as to why I ceceived such a good grade in PHYS 218 in comparison to
my othec classes.In this class,my piofessox agxeed that if anyone made a better grade on
theix final exam than theu class avecage,he would simply make out final avecage oui final
exam scote.This helped me uutnensely.I had done vexy pooxly on the test I had following
the week I got back ftom Robby and Cazolina's funecals.With my professor's polity on final
exams,this gxade ended up having no consequence.
Next semestet I plan on wocking especially hacd to bring my GPR up.This is extremely
important to me because I wish to change my major to Computer Science and I need a 3.2
GPR to t�ansfec to that department.Computez Science,I have decided,is what I xeally want
to do.In high school I took Computer Science 1 and 2 and thoroughly enjoyed both classes.
Setting this aside,I have always been good with and enjoyed wotking on computets.
Now I know I would not have gotten strait As this semestec had none of this happened,but
I know I would not have gotten a smgle C.Missing class in mid Octobes set me behind in all
oE my classes and the Bonfire tragedy simply made it woxse.I hope you undetstand my
pzedicament and cealize that next semester I'm going to woxk extsa hazd to bring my GPR
up.Again,I thank you for awarding me a Student Housing scholarship;it has been an
immense financial help fox my family.
Sincecely,
�
�
John Conrad,Jr. �
r
Thomas Smith
910 Florence Place
Roanoke,TX 76262
January 1,2000
Texas Student Housing Corporation
3 VIllage Circle,Suite 207
Westlake,TX. 76262
Dear Mr.Carter,
It's hard to believe that we have akeady arrived at a new millenium and that I will be
graduating with my first degree either in the spring or fall of 2001. I must thank you and
the Board again for helping me make it this far into my college career.
Once again,I find myself relieved by the fact that another semester is successfully
completed,but the beginning of my 6'h semester is just a couple weeks away. I finished
the fall 1999 semester with a 3.813 GPR bringing my comprehensive GPR to 3.609,my
best semester so faz. This semester was especially difficult since I was taking 16 hours,
starting my upper leve(azchitecture classes,and also finding the woman of my dreams.
She has helped me see life from a whole new perspective and realize just how special
each and every one of us truly are to the world. As for next semester,I will be taking
another 6 hour Architecture 5tudio,the second part to 5tructwes,and the second part to
HVAC Honors. After this semester,I believe I will only be 2 honors credits away from
graduating with honors and I will be able to order my ring! This has been a challenging,
but exciting yeaz for me.
Within the ne�ct week,I will be contacting HKS Architects and asking them about
interning with them this summer. After that is taken caze of I think I will sleep the rest of
the Christmas break. Thank you one more time for providing this scholazship and
helping make my life less worrisome at Texas A&M University.
Sincerely,
���f/i'Y/'� � -- -
Thomas Smith
Enclosure:
9
GRADE REPOqT
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3007 Lake Drive
Southlake, Texas 76092-2956
January 2,2000
Mc Jim Carter
President,Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake, Texas 76262
Dear Mc Carter,
I hope you and the board had a great year and a wonderful Christmas. It is difficult to believe, 6ut I
have completed my classwork at Texas A&M University.It was a relief to complete my finals. I feel
like I just started college not too long ago!Time flies while we are having fun.
I have had a busy semester,due to the fact that I was hying to locate my internship for the spring.
Once I accepted my internship in November, things started to slow down a little, until finals. My
grades were very rewarding.I completed my classwork with a 3.50/4.00 for the semester. My fall
grades are as follows:
Physiology of Exercise A
Analysis of Movement(and its lab) B
Pre—Internship Field Experience A
Management Process B
, Human Sexuality A
I have accepted a student internship to complete my degree in Sport Management, with.the United
States Olympic Committee International Games Preparation division. I will be working with the
publications for the Sydney 2000 Olympic Games.I am excited about going to Colorado Springs and
gaining hands on experience. I think it will be rewarding and challenging. I am leaving on Saturday,
January 8`h,and start my new role on January 10'�.I will be gone for 4 1/2 months, but will fly home
for my graduation at Texas A&M University in May.
The address that I may be reached from January 10—May 26,2000 is:
Jill A.McKean—�-
International Games Preparation
U.S.Olympic Training Center
One Olympic Plaza
Colorado Springs, Colorado 80909-5760 `
I am not aware of my new e—mail address or phone number,but I can always be reached through my
parent's address.
Jill A.McKean ,
3007 Lake Drive
Southlake, Texas 76092-2956
(817) 481—G777
E—Mail: smmckean@airmail.net
Although I remained busy with my schoolwork and"looking for an internship, I made time to stay
involved with my extracurricular activities. My extracurricular activities allowed me to take study
breaks and socialize with some of my friends.Now that I am beginning to see the "big picture," I
realize how important it is to stay active in several organizations to become a professional. This
semester, I was actively involved in the Sport Management Society, Aggie Alliance (a professional
organization in Health and Kinesiology),Fellowship of Christian Athletes,volleyball intramurals,and
several church activities. My intramural volleyball team advanced pretty far into the playoffs. I
remain a part of the North American Society for Sport Management (NASSNn and Texas
Association for Health, Physical Education, Recreation, and Dance (TAHPERD), both professional
organizations. As an assistant coach, I helped begin the second basketball season for the Brazos
Christian School varsity girls'basket6all team.We had a great start and have eleven girls playing this
year,opposed to last year's seven.It has been fun watching the girls develop their skills and improve
so much from last year.
Thank you for supporting us during our tough time during the Bonfire accident. Although, I did not
know any of the injured or fallen Aggies,it still hit home because I know several people who work on
Bonfire yearly.It made me realize even more how important my family and friends mean to me. I
am proud to be a Texas Aggie.
I have found that I have learned a great deal about myself this semester. I have leamed that
persistence pays off when looking and choosing a job.I am a little anxious about going out into the
professional workforce,but I think I have what it takes to be a true professional. I know that I still
have a lot to learn,but have many oppoRunities that I am able to take advantage of.
Over the Christmas holidays, I was able to spend some quality time with my family. My brother,
Shannon,is now stationed as a military police officer at Dyess Air Force Base,in Abilene,Texas. He
was able to come home for a few days before Christmas, and a few days before New Year's. I have ,
been working at the Home Depot, in Southlake, over the break to make some extra money. It has
been fun to have something to do,but they have sure kept me busy!
Thank you again for providing me with the Texas Student Housing Corporation scholarship. It would
have been difficult to complete my education without it. I have told a few people about the
scholarship that may contact the board for more inforrnation. I think it is a great opportunity to
help students continue their higher education.
Please let me know if I may be of further assistance. I will be in touch while I am doing my
internship.I wish eacli of the board members a successful New Year.Thank you again.
Gig'em,
� � .`�'�'��� '
Jill A.McKean
Cfass of 2000
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Cale Welborn
152A Meadowland St.
College Station,TX 77840
January 7,2000
Texas Studertt Housing Corporation
3 Vllage Cirole,Ste. 207
WesUake,TX 76262
Dear Texas Student Housing Corporation:
Another semester has passed at Texas A&M (not to merrtion a decade, cerrtury, and
millennium)which means that the time has come to report my progress to all of you on the
board. In the fail term I was able to maintain a grade point ratio of 3.6 on the strength of 3
A's and 2 B's,which gave me a cumulative G.P.R.of 3.683. More importantly than grades
even, I helieve that f finally figured out what I wouid iike to have as my major. I have
narrowed down my choice to accourrting and finance, and plan to make a final decision
before the end of the school year. Because next fail I will begin taking the upper-level
business courses, it is very important to have a good understanding of what degree you
want to eam so as not to waste time in courses which do not help you attain your degree.
During this semester I wiil also be trying to find a summer job, preferably in the field of
accounting or something related. I would also like to take this time to thank you all once
again for granting me the housing scholarship that has been such a big factor in my success
at Texas A&M. Having the scholarship has aflowed me to concentrate on my studies,
instead of having to be worfcing all week in order to pay rent and having my grades suffer as
a resuft. Once again thank you and God Bless.
Sincerely,
C��---��
Cale Welbom
�
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GRADE REPORT
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January 7,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
TSHC,
My first semester of my first year at Texas A&M University has been one filled
with both ups and downs,though I believe I have matured through both the positive and
negatives. I would first of all like to again thank the board for their generosity shown
towards me. Texas A&M University is a wonderfixl place to be and I couldn't imagine
being somewhere else.
This ftrst semester was deFinitely a challenging experience,but much more
manageable than I had expected. I would have to say I spooked myself the first two
weeks,becoming very nervous before my"first col(ege test"and"first college quiz",etc.
I made B's and C's and became very disappointed. I was determined not to let these two
weeks set the tone for my college career. Playing catch up was not easy,but by the hair
on my chinny-chin-chin I managed to achieve a 4.0. It was certainly cause to celebrate,
but as with all good things it must come to an end with the beginning of a new semester.
Outside of school I have began participation in a program named HOSTS,where
once a week I meet with a local third grade girl and give her personal attention in
English. We work on the week's set of spelling words,concepts of English,and then
engage in a reading session where I assist her in reading a book of her choice. A
wonderful experience this has been,and I am still trying to figure out who sent me that
secret admirer"I Love You"card...... .
Though I know you aze fully informed and have read many personal accounts of
this year's tragedies,I cannot respectfully leave out these tragic events. Though a
resident of the third floor,I spend much of my time on the fourth floor with many friends
and a girlfriend of almost 3 years(Susan Irvine,a fellow scholarship recipient).The death
of Robby and Carolina was hard,especially since I looked to put my sadness aside to
comfort Susan,and Johnny,Robby's roommate and a long time friend of mine. None of
this could compare to the loss of my friend and classmate,Chad Powell.The fallen
Bonfire was devastating in and of itself,but the Chad's death was ....I believe I have no
words to express the magnitude with which it hit me. Though Chad and I rarely hung out
outside of school,we were always side by side in school;whether it be NHS President-
Vice President Duo,the many honors classes,or student council. He was a great guy and
I respected everything he stood for.
Overall,this semester will always be remembered and I look forward to next
semester with more of the good and less of the bad!
Sincerely,
Benjamin Getter :
�
i�,�ary iz,z000
Board of D'uectors
Texas SNdent Housing Corp.Academic Scholarships
3 Village Circle
Suite 207
Westlake TX 76262
Dear Board of Directors,
I am proud to report that I was able to meet my goal of having a 4.0 GPA. I received an"A"in all
of my classes,which was pretty difficult to accomplish. I don't Imow if I will be able to keep this average
up,because this semester's classes will be much more difficult. I am taking two honors classes
(engineering and calculus II),and skipping the first year of chemis7y and instead taking chemistry II. In
addition,I will be taking Physics,optics and electriciry,and a kinesiology course,beginning tennis. 'Ihis
comes to a total of sixteen hours,which will keep me pretty busy. I also look fonvard to participating in
CKI again this semester. Thank you for your supporL
, Sincerely,
r
Jennifer Johnstocr�
.
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January 7, 2000
Mr. Jim Carter, President
Texas Student Housing Corporation
3 Village Circle, Suite 207
Westlake, Texas 76262
Dear Mr. Carter,
It's hard to believe that my third semester of studies has
already passed! I'd like to express my most sincere gratitude to you
and the other members of the board for supporting me through it by
giving me a housing scholarship. With regard to both academics and
extracurricular activities, this fall was my busiest--but most
fruitful--semester yet.
I've been living with my roommate, Francis, in the fourplexes
adjacent to University Tower this year. It's great to be in an
apartment-like atmosphere that is still close to campus, and the
convenience of the cafeteria is wonderful when I don't have time to
fix a meal.
During the fall semester I took calculus II and mechanics (two of
the hardest lower-level engineering classes) simultaneously. I was
also enrolled in a pre-Civil War history class as well as racquetball.
I maintained a 2.33 GPR this semester, and I'm anxious to take the
necessary actions to improve it in the spring. I was involved in
several different study groups this semester, including a smaller one
of about six students that I helped organize.
Outside of studies, I continued working at the Student Computing
Center this semester. In October I was given the opportunity to do a
bit of Erench translation contract work, which was very exciting for
me. French has been a passionate hobby for me for several years, and
it was wonderful to see my hobby put to use professionally. Needless
to say, when I wasn't in class or preparing for one I ate, breathed,
spoke, and slept the French language for about a month.
Thank you so much for investing in my future through awarding me
a housing scholarship. I'm looking forward to telling you about
another busy-but-fruitful semester in May.
Best wishes,
����k Wl' � .
Kendrick M. Arnett
135-B Meadowland Street
College Station, Texas 77890
(409) 260-3376
kmarnett@tamu.edu
(permanent address)
311 Eastwood Drive
Keller, Texas 76248
(817) 379-0034
, �
, .
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Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(409)260-2627
GoalieNW@aol.com
Monday,January 10,2000
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Deaz Mr.Carter&Texas Student Housing Corporation:
He(lo everyone. Well,I'm just about to go back to school now, and I can't wait to get back.
Last semester went great! I ended up with an A in Animal Science and an A in the lab, an A in
Children's Literature,an A in my Genetics Independent Study,a B in Organic Chemistry Lab,and a C
in Organic Lecture. I was s000 close to that B in lecture too. I made an A on the final, but
unfortunately I was a point away from that B. Oh well,next tune!
This Christmas break has been a really good but crazy one! It was good to get back and get to
spend Christmas with my family and see some of my friends. Unfortunately,the week of Christmas,I
got a piece of ineat stuck in my esophagus and had to go to the ER. I had to undergo surgery for them
to extract it. Then a couple of weeks later I had return to get my esophagus dilated. This happened
because I was bom with a disjoined esophagus. They did surgery at birth,but I've never been able to
, swallow well. When I just had to go in for this procedure,they found out that my esophagus was 8mm
and a normal one is 20mm They dilated it some,but I'll have to go in a few more times to get it
redilated. Anyways,besides,all that,I've been working at the vet clinic again and things are going
great there. It was good to jump back into the swing of things with the animals. I've stayed busy this
break,but had time to enjoy it as well.
I'm really excited to start this second semester. I'm taking 18 hours this time. My classes aze
Genetics and the lab, Organic Chemistry II, Animal Science-Nutrition, Advanced Vet Micro Lab
Techniques, Intro to Agicultu�e, Organic Chem II La6,_and a Business computer class. Pve
discovered that I enjoy staying busy!
Last semester was awesome rooming with Autumn Johnson at the Fourplexes. It was pretty
cool to see other scholarship people there like Jill,Stacy,and others and I was really glad I got to Imow
Jil!a lot more. She's really a great person! I really liked our place and am looking forward to living
there again next yeaz! I've already recruited some of my friends to live out there too. They enjoyed
coming over to our place. It was really convenient.
This past semester I was able to stay real active with the Pre-Vet society,and I'li get to do that
again this semester as well as Horseman's Association. I'll also be playing intramural soccer again!
I'm starting to take more Animal Science classes also. I figured my schedule out for the rest of my
semesters at A&M and I can definitely graduate in four years with both majors-Biomedical Science and
Animal Science. Next yeaz I'll be applying to vet school a year eazly because I'll have the correct
credits to do so. If I don't get in,I'll just try again the next year and be able to finish out my degree
plan. Either way,I'm excited about the future. Right now I have 61 hours,so I guess by hours I'm a
junior. Yeah! ;
Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(409)260-2627
GoalieNWQaol.com
Well,that's about all for now. I can't wait to get back and see my friends again down there. I
made so many cool friends from the fourplexes. I even met a guy next to us thaYs from Alaska. His
name is John and he's a sophomore. Joe and his roommate are really nice above us. It was really good
studying for finals at our place. It was pretty quiet and easy to study. I'm glad we have good
neighbors! Thank you again and again for renewing my scholazship. It means so much to my family
and me! We appreciate you!
Tliank you,
x��� �/(l��
ellie Frame
Enclosure
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January 1,2000
To the Boazd of the Texas Student Housing Corporation:
Wow,what an awesome experience that would have never happened without your
benevolent assistance!!
My name is Craig Odom. I am a scholazship recipient of the Westlake Scholarship. I
regret to inform you that I have not received my final grades from A&M. I waited for
an extended amount of time to see if they would come in,however they did not. When I
rehun to College Station,I will resolve this predicament and send them to the Boazd. In
the meantime,I will report on the conditions of the dorms and facilities of University
Tower.
The only problem that I encountered during the fall semester was having to watch
television without the assistance of a remote control...w/:at does tltis say about your
facility7 To my enjoyment,this problem was remedied within a few days. The cafeteria
always had a wide selection,and user friendly meal hours. The security did an excellent
job in keeping the Tower a safe and enjoyable place to live. The computer lab was
always readily available,as well as the TV room. I do regret that I did not take advantage
of the well-equipped weight room,and pool facilities. Overall,the Tower is the place to
be at College 5tation.
I am relieved to know that there aze people like you all who recognize and rewazd worthy
students.
Sincerely,
Craig Odom
Class of'03 GIG`EM AGS!
January 4,2000
Texas Student Housing Corporarion
3 Viliage Circle
Suite 207 Solana
Westlake,TX 76262
Dear Texas Student Housing Corporation:
I hape y'all all had wonderful holidays. I received my grades from A&M. In
Accounting I received a B,in my Literature class I received a B,in my History class I
received an A,and in my Economic honors Microeconomic Theory class I received an A.
In my other honors Economics class I don't know how I got a B because I thought I
earned an A in the class. When classes start back I am going to meet with the Professor
to see where or if I am mistaken on some of my test grades,so far though,I suppose the
grade is a B. That leaves my semester GPR at 3.4 and my cumulative GPR at 3.564
The semester was a pretty good weird one. I got involved in areas that I had hoped. I
was accepted into the Legislative Relations committee of Student Government and also
got into a community service organization called Alpha Phi Omega. LR(legislative
relations)is really neat,we coordinate with the state legislature(both the house and
senate),the Board ofRegents of Texas A&M;and the Higher Education Board. We look
at what new bills or bills that may be presented in the next legislature that have an affect
on college students. This semester we have mainly focused on establishing a good
working repoir with the legislatures from our respective hometowns and the legislatures
that are on committees that have an impact on higher education. One other aspect that
our committee is in charge of is getting all the important information out to the student
body. This semester saw LR working very hard to get word out to the student body about
the amendment elections this past November,mainly Props 13 and 17. Prop 17 was the
biggie. A lobbying group from Austin gave our committee money to finance the
operations and we had ads on the jumbo tron at the Aggie games and the student
newspaper and local radio stations. We also had tons and tons of green stickers,it was ali
so cool and both props were voted in.
Alpha Phi Omega has been very cool too. I had heard about it through fi-iends that were
in APO. APO gets involved in almost all the big community service projects at A&M.
We go to the local Giris and Boys clubs,and actually put on a Haunted House at the Boys
Club,and we also have a mentoring program called Aggie Buddies through the local
schools. We did an adopt-a-beach down in Cmlveston,and ran a blood drive with Carter
Bfood Center. The end of the semester saw what put a damper in a great semester with
the Bonfire tragedy. This effected classes so much,after the incident professors hardiy
introduced any thing new. And then to put more salt on the wound four days before final
my cherished RX-7(my car)was totaled when someone ran a stop sign and our cars
collided. Haggting with insurance companies just plain sucks,but everything worked
out. :
Next semester looks to be better. My schedu(e so far has me taking Accounting 230,Info
207,Management 211,Ii'istory 106,a cool honors Economics 489(a special topics class
on the Globalization of economies and we will look at organization like the World Trade
Org.)and rivo Kinesiology classes bowling and country and westem dancing. I hope to
work hard on finding an internship for this summer and continue to be invoivecl in
Student Govemment and APO. Well again thanks for everything and have a wonderful
time.
Thank you,
y Stem
3
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Staci Renkin
994 Oak Ridgc Drivc
Kcllcr,7'JC 76248
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Town of Westlake
3 Village Circle Suite 207
Westlake,T'X 76262
December 27,1999
Dear Mrs.Crosswy,
I hope you have had a wonderful Chrishnas season. I sure am having a wonderful 6reak. I have had lots
of time to spend with family and friends. During the week I am working for a lady from my church in her
,�y,office doing various filing and such.It is very flexible which works wonderfully as we are only home for
s�. ��';such;a short[ime.
f ���Y�p�'..�}
��o'Y ��4t� ���
��' I�recentlyJreceived my Fall'99 grades.I had 13 hours this past semester and finished with about a 2.7. In
��',^..,?�� ��Accountin�and Statistics I ended up with a C. In Finance and Marketing 1 finished with a B. I also had
i�;...
�w. r; a`..,., . :> �.
.:•;�'y;.y����,an,aerobi_c'rqnning class that I received an A in. I also changed my major to Finance this semester and am
°Y,°�^`�.��'��s�"":,�^•`` going to�focus on real estate and may consider staying at A&M an extra semester ro get a minor in
.�#_.,�''yp t;;,i�;,;`�;Marketing�ARer this upcoming semester I will have over 95 hours and will be able to order m A ie
'�z;�,� .t.��.:'s,- ,•+ Y SB
, ;,};ty,;,n,�� �;".ting:;xTliap isx;ery exciting. As always many,many thanks. I really love living at the Tower Quads this
�'';�'�;�v:�;�: �year�aridshave"a'+wonderful roommate. Happy New Year!
�'��,�'�e��§ �incer y, �
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z,�;i�,.;z�:,�_y�'�',,�'"�t„^�5��'� =,�„h�J�r.�„t»�+,�".-^�.'F�?`RE+i'�'ss;F,...r : �'3r�,�;
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December 29,1999
P.O.Box 806
Justin,Texas 76247
Texas Student Housing Corporation
3 Village Circle,Suile 207
Westlake,Texas 76262
Dear Mr.Carter and Committee Members:
This has been a productive first semester at Texas A&M and I would like to take this opportunity to
thank you again for all your support and encouragement. Just knowing that my room and board are
taken care of eliminates a huge amount of stress. I deeply appreciate having this scholarship.
The Forum is a very comfortable living environment and I have made several new friends. The room is
big enough for my roommate and I and we enjoy having so much space. It is nice to have someone who
will come in and vawum the room once a week. There is a good selection of food in the cafeteria and
the late night snacks during finals week was really perfectly timed and GREAT�Y appreciated The
study room is ha�dy and quiet so it provides a nice alternative to studying in the room. There is plenty of
room to park.
You asked us to reporl to you on the conditions of the room and to make suggestions that we thought
might be helpful. The only suggestions I could make are related to the phone connections. It is difficult
to have one line for our phone line and both of us to use for Internet access. It would be helpful to have
a separate line for Internet use. It would be easier if the long distance was less expensive,and I have
learned from other people that there are cheaper long distance servers in the area.
I called the University to get a listing of my grades and these are what I was given over the phone:
Oceanography 3 hours B
Ocean.Lab 1 hour A
Political Science 206 3 hours C
Human Geography 3 hours C
Logic 3 hours A
Health and Fitness Running 1 hour A
Total 14 hours 2 98 GPA
Once again,thank you for the oppoRunity to live in such a great place while going to a terrific school It
would be so much harder without your help.
Sincerely,
��•((� c��t[�;�Cc9�(
Valleri Bullard
December29,1999
Lauren Klinger
1357 Woodbrook Lane
Southlake,TX 76092
Mr.Jim Carter,President
Texas Student Housing Corporation
3 Vtllage Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter,
I hope that you have had a wonderful holiday break. My first semester at Texas A&M has
gone by so quickly,and I'm already preparing for the spring semester. I feel that I have had a
, successful first term,and I am eagerly looking forward to retuming in January.
Last semester I took five courses: Conditioning Swimming, State and Local Government,
Shakespeare,Introduction to American Mass Media,and Peoples and Cultures of the World. I
am happy to report that I earned straight A's in all my courses, with the exception of a B in
State and Local Government. This gives me a GPA of 3.769 and a cumulative average of
3.769. My parents and I are pleased with these first semester grades,and I hope that you and
the board are pleased with my progress. I have enclosed a copy of my grade report.
In addition to scholastics, I also have tried to stay involved in the school activities as well. I
have taken part in two organizations which support my professional ambitions. These are the
Pre-Law Society and PRSSA (a public relations organization), and they have provided better
insight into the type of career that I hope to enjoy someday. I hope to be further involved in
these organizations as time goes on. I have also attended performances of"The Nutcracker"
and"The King and I"presented by MSC OPAS, and thoroughly enjoyed both. I have joined
Alpha Phi sorority, and hope to be initiated in the spring semester. This group of young
women have become some of my best friends on campus and have kept my spirits up through
stressful times during the semester. Besides joining a sorority, I also joined the MSC Film
Society, which shows current movies, previews, and organizes a Texas film festival for the
spring.
The combination of last semesters hours and my AP courses brings me to 34 credits,
classifying me as a sophomore. This next semester I am taking 14 credit hours. I am
registered to take the following classes: Geology, Business Law, World Literature II,
Argumentation and Debate, and Beginning Modern Dance This load will inevitably be more
difficult than last semesters,but I am hoping for similar success.
I look forvvard to writing to you again at the end of next semester with the results of the spring
term. Until then,Gig Em!!
Sincerely,
�Cfa-.1,_._� .
Lauren Klinger /�/�--
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December 29, 1999
Texas Student Housing Corporation
3 Village Circle,5uite 207
Westlake,Tx. 76262
Dear Texas Student Housing Board,
Well another semester has been completed and I was very pleased with its
results. I will admit however that this semester has been one of the hardest
times in my entire life. I will start with all of the good.
I was extremely pleased with my grades. After last year getting a B in every
single class I was certain that I was doomed to a life with only B's. Not that I
would,have been too upset because a 3.0 is definitely good but I was just hoping
for at least one A to kind of spruce life up a little. Well I got my A. Three in fact.
� I finished off the semester with three A's and 2 B's. At one point I thought a 4.0
might be in my future but then everything happened and I guess that I can just be
really excited about a 3.6. I have started my education classes and I really enjoy
them so far. I am looking forward to this next semester because I will actualiy be
able to go to a ciassroom once a week for three hours.
This was aiso my first semester for two new activities on campus. I made the
Aggie Dance Team and I started participating in the HOSTS program. The
dance team has been very time consuming but tons of fun. We practice two and
a half-hours a day and perform at about two basketball games a week. I have
really enjoyed it. The HOSTS program is where I go to an elementary school
once a week and tutor a third grade student. I have enjoyed this program very
much and i find it very satisfying.
Well with all the good comes the bad. I am sure you heard about the boy from
Keller that died in bonfire. He was a really good friend of mine. Dealing with that
has been really hard. To make matters worse I lost another really good friend
about a month and a half before in a car accident. I just keep telling myself that
this will make me stronger but sometimes it is hard.
Other then these two incidents my semester was busy and fun. I again want to
thank you so much for giving me the opportunity to live at University Towers. I
really love it! Thank you.
Sincerely,
�l(,�'�'�' �JZ,U)lSZ
Susan Irvine �
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Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(409)260-2627
GoalieNW@aol.com
Tuesday,November 2,1999
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Dear Mr.Carter&Texas 5tudent Housing Corporation:
Sorry my letter is a little late. I've been so busy! My classes aze going really well. Organic
chemistry is really tough,but I'm managing to hang in there. I hope to get a B in that class and a B in
Organic Lab. That's the way it looks right now. I absolutely love my animal science class!!!!!!!!! I
should be making an A in there as well as an A in tlnimal Science lab. I'm really enjoying my
children's literature class too. It's so much fun, and I'm in there with about every elementary ed.
Major. They're really nice,and iYs a good break from being azound all those science people! I got a
95 on my Srst test and about 30 students of the 130 made A's. I was pretty happy about that since I
feel science is my stronger azea. So, I should be making an A in there as well. My independent lab is
going well. Right now,we're just trying to sequence some DNA clones and analyze them. It's really
frustrating though because a lot of them aren't working too well. I ge[to meet a lot of people working
in that lab though. There are a bunch of neat,interesting people that work there.
Because of the fun I'm having in my animal science class, Pve decided to double major in
Biomedical Science and Animal Science. I've mapped out my future classes and figured out it will
only take an extra semester to complete. I'm doing this as a backup plan in case I do not get into vet
school. I would lilce to work in some az�imal reseazch azea,so I feel that this would provide me with an
adequate background. This sununer,though,I'm going to take the GRE and apply for vet school the
next yeaz,so if I do get in,it would be after three years of undergrad. If not,I'll just keep on and apply
the next year,and ifI don't get in then,then Pll graduate the extra semester with both majors.
Outside of schoolwork, I've been so busy with organizatioas! I'm playing intramural soccer
again. We are just starting the playoffs now, and I think we've got a good chance to win the
championship again, both on my women's and co-rec teazns. I've really become active in my pre-vet
society. I go to all the meetings and participate in some of the events they do such as putt putt golf
intramurals(I won!),Dog&Caz Washes,and socials. I've also become a member of the Horsemen's
Association. I'm in this because I want to learn more about horses. I think they're awesome animals,
and I haven't been around them that much,so it's fun being around people that do know so much and
leanw�g from them. This weekend,November 5-7,I will be volunteering in the Texas Equine Industry
Conference they are holding here at A&M. Tlus semester, I've had a lot of opportunities [o get
involved. Through my animal science class,I've been able to volunteer at many places: feedir�g at the
horse cen[er, milking cows at the dairy center, leading groups of children in a tour at the Children's
Bamyard held one weekend, and going on an incredible field trip. The first weekend in October, a
group&om our class,about 20 of us took a field trip with one of the professors,Dr.Hesby. We went to
see a Brahman breeding ranch in Hungerford,Tx: They raised the Houston Livestock Show&Rodeo
Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(409)260-2627
GoalieNW@aol.com
ct�ampion bull from last year. He's massive! We then drove down to Corpus Christi where we stayed
at a hotel on the beach. That was a lot of fun! In Corpus we got to tour a meat packing plant. Now
that was an incredible experience! It really is a cleanly run operation. And those guys on the assembly
line work so,so hazd! I think that was one of the more interesting stops of the trip. Then,drove down
to Kingsville where we took a 6hr tour of the King Ranch. It is so big and has a lot of interesting
history! Then,we went to see a show calf breeding ranch on the way back. There were many other
little stops too,but it's just so much to explain! I had so much fun on this trip though and learned a lot!
I had a really good time getting to know people too. There was a lot of car time,so it was good to chat
with people. We all shazed lots of laughs!
Autumn and I aze getting along really well and really enjoying our apartment. It's really nice
because it's easy to study in and have people over to study with. It's just comfortable Gving. The guys
in our fourplex aze really cool too. I've had no complaints.
This Thanksgiving my pazents and brother aze coming down to share it here. We're going to go
to bonfire and the football game. They've never been to bonfire,so that should be fun! I've been to all
the home football games this year,so this last game should be the most exciting one!
' This semester has really been great! I've made a lot of great new friends and have had so much
' fun! I think it's become easier this year. If it works out the way I hope it does,I should have a 3.7 for
the semester. I'm working really hard for that one! Well,I would just lilce to thank you again so much
for providing me with this scholazship. It really does take a lot of worries away of having to pay for
rent. I amjust really happy to be fiving here and going to school!
Thank you,
�'�/l��t.�
ellie Frame
November 10, 1999
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Teras 76262
Dear Board,
Thank you for the opportunity you have provided for me through this wonderful scholarship
For personal reasons,[have decided to leave A&M and further my education else�4here Please
inform me of the proper actions that need to take place for this to occur Once a�ain I sincerely
thank you
Truly yours,
���c��21Z'i�"'
Laura Tatangelo
410 South Texas Avenue#159
College Station,Texas 77840
October 22, 1999
Y
Mr.Jim Carter
President,Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Deaz Mr.Carter,
It is very difficult to believe that over half of my last semester at Texas A&M University is over.
This semester has been very challenging and demanding,but rewazding.I hope the boazd is doing well,
and is planning a trip to visit Texas A&M University sometime this semester.It is always nice to see
all of you.
This sunm�er, I felt that my half of my summer off was not much of a break, due to working
full—time at Home Depot. It took me a while to figure out that it really was a much needed break.
This semester,I feel that[have been able to focus on my school work and accomplish more that will
help my future.I am cunently enrolled in fouReen hours,and it has kept me very busy.I have had
severa!late nights o£studying and prepazation.Since the second week of school, I have had,and will
continue to have,at least one test every week.It has kept me on my toes! Thus faz,.my midterm
grades aze:
, Physiology of Exercise A
Malysis of Movement(and its lab) B
Pre—Intemship Field Experience A
Manasement Process B
Human Sexuality A
I am trying to 6nd an internship for the spring semester to fu1511 my degree requirements with Sport
Management.[have narrowed my options to Southern Methodist University Athletic Department's
Facilides and Operations or at the Umted States Olympic Committee. I have received an offer from
Southern Methodist University. As of this week,I have been actrvely interviewing with the United
States Olympic Committee.My deadlme is quickly approaching,therefore,I should be making a final
decision by the end of next week.It is a very difTicult decisioq because each site has their advantages
and disadvantages
,
Besides actively searching for an mtemship, I have been seeking information about attending
graduate school.At this time,it is not my plan to attend graduate school for another couple of years.
I want to gain experience in my Seld before I seek another degree. I am thinking about getting a
Master of Business Administration (M.B.A.), or a Master of Science in Management (specifically
Human Resource Management)or Marketing.
Though it �s my last semester at Texas A&M University, I have remained actively involved in
various organizations.Through the interview process for my internship,each interviewer emphasized
the importance of being involved and learning from social experiences through extracumcular
activities.[am actively involved as a member of the Sport Management Society, Aggie Alliance(a
profess�onat organization in Health and Kinesiology), ['ellowship of Christ�an Athletes, volleyball
intramurals,and several church activities.[belong to several professional organizations as we1L I am
about to begin my role as assistant coach for the�Brazos Christian School vazsity girls basketball
team starting November l, 1999. We are looking fonvard to a great season, and feel that we aze a
stronger team than last yeaz. Although I wdl only be in the Bryan/College Station area unril mid
December,I hope that I can help get the team off to a great start.I have enjoyed participating in all
the organizations.
My plans for the remainder of this semester aze to finish strongly.I have set many goals for myself,
and I hope I can achieve all of them.It is my intent to remain active in everything that I started. I
have leamed a great deal about myself this year. I have leamed that persistence is necessary to
achieve success in life,and you must reach to achieve your dreams.
Once again,I would like to thank the Texas Student Housing Corporation for everythmg that you
have provided for me. It has been an honor to get to know all of you within the last
three—and—a—half yeazs.I think it would have been very difficult for me to continue my education at
Texas A&M University witt�out the scholarship that you provided.
If I can ever be of any further assistance to you,please let me know. I look forward to heazing from
you in the fumre.Thank you.
Sincerely,
�-� Q�ti��QCLw
Jill A.McKean
Class of 2000
i
Loren Barber
2300 Texas Ave. #126
Bryan,TX 77801
(409)-821-7126
October 28,1999
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter and board,
To begin I would again like to thank you for this prestigious scholarship that you granted
me. It has aided in my finances tremendously and is a great honor. I am very
appreciative of it. This letter is a midterm update to inform you of my progress in the
move to college life
This year has begun a terrific learning experience I believe I have adjusted well
so far. My grades are satisfactory,though I am expecting improvement in the area of
biology. I am taking twelve hours this semester,including.chemistry,math,biology,two
labs and an introduction to Biomedical Science course. I am currently working with my
biology professor on improving my grade.
I have joined several organizations of my interest and plan to join more this next
semestec I have gotten involved in AMSA,American Medical Student Association,a
pre-med group This includes volunteer work and several speakers of the medical field I
also joined the Biomedical Science Association,the pre-med chapter. For fun I am
involved in the TAMiJ Mountain Sports Club,Snow Skiing I plan on going on the ski
trip this Christmas Break I am participating in softball intramurals every Monday night.
The last thing I would like to mention is a HOST program that I am volunteering in It
involves�oing to Ben Millam Elementary School once a week and mentoring a third
grade student. We basically aid them in learning skills and helping them to improve their
reading skills I work with a little girl named Victoria every Thursday.
I have been doing well in keeping up with my other personal goals that I set for myself at
the beginning of the year My grades will improve before the end of this semester I also
plan to get more involved in the clubs I am in and meet many more interesting people.
Thank you again for your generosity.
Yours sincerely,
C/��� � JJGX/Z�f�
Loren Barber
' November 16,1999
Board of Directors
Texas Student Housing Corp Academic Scholarships
3 Village Circle
Suite 207
Westlake TX 76262
Dear Board of Direcrors,
Howdy! I would like to start by apologizing for the lateness of this letter I was waiting to mail
this letter until after I received my midterm grades,and was under the impression that they would be mailed
to my parents. My grades were never mailed for some reason,so I called and was able to hear them over
the telephone. I have no official record to mail to you,but if you would like one I could send a transcript,
just let me know. I will send a copy of my official grades at[he end of the term when I receive them The
classes are a lot harder than I expected. I currently have a 3.875 GPA My grades are as fo(lows
Engineering Math I—A
Physics(Mechanics)—A
Political Science—A
Sociology of Gender(I-Ionors)—A
Inmo to Engineering—B
I was slightly upset about my engineering grade,but it is one of my toughest classes I am trymg ro bnng it
up,but the projects keep getting hardec For example,my team now has to make an automat�c pill
dispenser that even professional engineers have not been able to do so.
I havejoined two student organizations. I originaily wanted tojoin more,but in order ro keep my
grades my first priority[have limited it to two,which keep me busy enough. I am a member of the Society
of���omen Engineers which is an excellent source of information for my major. My favorite organizat�on,
however,is Circle K International which is sponsor my the Kiwanis Club. Circle K is a service
organization and we do two or three service projects a week My favorite activity that we do is to go to the
Bryan Boys and Gids Club each week. All we do is spend time with the children but they are always so
happy to see us.
The Tower has proved to be an excellent place to(ive. Many of my friends that live in dorms
complain about how it is too foud to study,and they end up going to the library late at night [am usualfy
able to study right in my room,but if for any reason I can't,I especially like the study room here It is so
much more convenient than walking to the library on campus Thank you for your continued support
Sincerely,
{ �
Jenni�ohnsron
< L��- 1:,_. J< 9h�.
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�
Staci Rankin
' 134A Meadowland St.
College Station,TX 77840
Town of Westlake
3 Village Circle
Suite 207
Wesdake,TX 76262
November 9,1999
Dear Mrs Crosswy or Mr Carter,
[have to apologize for not sending my midterm grades on a more timely basis It has certainly been a
hectic semestec [am in the"weedout"accounting class this semester and it has been trying rts hardest to
make me a victim. I am going to make it though and managed to not have to Q-drop. Needless to say[am
a Finance ma�or now with an emphasis in Marketing and possibly even a double major The business
school is currently petitioning to try and make this possible I am very excrted about this change as 1 hope
ro do something relaced to real estate with a degree in Finance
I am curcently classified as a junior,so they do not have midterm grades reported through the University
anymore My grades at the current time are a C in[NFO 303,a C in ACCT 327,a B in FCNC 341,an A�n
MKTG 321 and an A in a running class [n addiuon ro school 1 am helping assistant coaching for the
Brazos Valley girls varsity basketball team The girls are wonderful and such fua I am hoping to be able
to do team dinners with them and�ust help them ro be a really svong team as[know what an imponant pan
oF my High School experience basketball was for me
A�ain,please forgive me for not sending this sooner [wifl surely do better in the future.
Ma thanks as always,
���Gl.���h
s
Staci Rankin
Staci Rankin
134A Meadowland St
CS,TX 77840
Town of Westlake
3 Village Circle
Suite 207
Westlake,TX 76262
October 7,1999
Dear Ms Crowsy,
Howdy! [couldn't remember if we were supposed to be in touch towards the beginning of the semester but
just wanted to say that things are offto a pretry good start I have 13 hours consisting of Accounting,
Finance,Marketing and an Information Systems class 1 am also in my last P.E class which is mm�ing. I
have surely had to s[udy more than ever before but really feel like I am learning which of course is a good
feeling [have decided to change my ma�or ro Finance and Marketing I am going ro check into double
majoring [n die future[would like ro do something with real estate and finance is more related
Besides school work I am keeping busy with church and a new Bible study that wvers the entve Bible in
one yeac �have always wanted to do one of these and it is very interesting [am also about ro start
tutoring an elementary child through a program called Ross Volunteers [did[his last year also and really
enjoyed it Finally,I am playing on an intramural Volleyball team with Jill McKean. We have our first
game this weekend Whoop� As always,many,many thanks I am at the quads now and really like it
Thank you,
,�a��.
Staci Rankin
2300 Tozas Avenue,0135
Bryan,TX 77801
October3l,1999
Texas Student Housing Corporation
3 Vllage CirGe,Suite 207
Westlake,TX 76262
Dear Members of the Board.
I would like to take this time to thank you for all that you have prowded for me through this precious
housing scholarship The rooms of The Forum are more than big enough and very well equipped with
private necessities. The provided food is also very nice and saves so much money as every meal
mcluding a sack lunch is prowded Overall the living environment is very comfortable and suitable to
my needs and I want to thank you for d.
My grades thus far have met a�d exceeded my first semester desires. At midterm I have a GPA of a
4.0 I am taking Chemistry 101 which at midterm I have an"A",Biology 113,"A",Biology 123 Lab,"A",
Chemistry Lab,"A",Irrtro to Biomedical Saences,"A",Health and Fitness Weightlrfting,"A",and Math
166,"A° I am very happy with these grades and will give it everything that I have to maintain them
throughout the rest of the semester.
As for outside involvement in organizations on campus I was elected Freshman Class Treasurer of the
Class CounGl at Texas A&M. This has been very wonderful as it has kept me very busy and has
expanded my leadership abiliGes. As Treasurer I am responsible for all monetary matters for the class,
and am in charge of the organ¢ation and execution of Fundraisers for the Class of 2003. Also I am a
proud member of the Aggie Leaders of Tomorrow which is a Freshman Leadership Organization
(FLO). This has been a very awesome expenence so far as I have been expanded in my leadership
qualrties and have made many Gose fnends. Besides that I am having an incredible time here at Texas
A&M and want to thank you again for your continued support and contnbutions to my education I unll
taik to you soon and unhl then have a great year and God Bless.
Thank you,
� �_-,�=
Patnck Ry�n
,
Valleri Bullard
2300 Texas Ave.#126 ,
Bryan,TX 77801
October 27,1999
Texas Student Housing Corporation
3 Village Circte, Swte 207
Westlake,TX 76262
Dear Committee Members:
It is with great pleasure that I am writing this lefter. I wanted you to know how much I enjoy having a
place to stay that is comfortable and safe. Even though I have been going to school for two months and
seem to be getting the hang of things, I stdl have to pinch myself and realize that I am getting to stay
here for free. Not only do I get to receive a quality education from one of the best schools in the nation,
but I have the blessed opportunity to have a place to stay for all my years here. I can not tell you what a
blessing it is and I thank the�ord for your generosity every day.
My grades are not what I want them to be and I don't really have any excuse except that I have had a
hard time learrnng how to study and make the most of my time. I know that my grades will not end up to
be what they are now by the end of the semester,but I am very disappointed in myself. I have an A in
Philosophy-Introduction lo Logic,a D in Political Science,a C in Oceanography,a B in my
Oceanography Lab,a C in Human Geography,and an A in Health and Fitness-Running I am doing all I
can to change these grades. In one class(Oceanography)we can drop our lowest test grade if we write
a research paper or make lesson plans(if our major is Elem.Ed)so I have already started on lesson
plans so that my grade will improve. I am not exactly sure what else you wanted to know about my
progress so far this semester If you would like to know anything else,let me know.
i am thoroughly enjoying it here and hope look forward to seeing you all again so that I might thank you
in person I hope this letter finds you well. God Bless you and keep you.
Very sincerely,
�� �li�
1��I�eri Bullard
�Iass of 2003
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September 14,1999
Ginger Crosswy
Town of Westlake
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Ms.Crosswy,
This summer just flew by!! I pretty much just managed my lawn mowing business
and took 6 hours of summer school. It wasn't the most exciting summer to say the
least. I was definately ready to get back to school.
I am now three weeks into my third year here at Texas A&M and iYs going great. I
was the rush chairman for my fraternity this semester. We just completed rush
week and acquired 26 new members,which is the largest pledge class in the history
, of Sigma Nu here at Texas A&M. It was extremely time consuming, but probably
the most fulfilling experience of my college career so Ear. IYs now time to focus
heavily on my studies with my first round of tests quickly approactiing.
This semester I will be applying to the professional program in accounting. I have
finally decided what I want to do with my life and am much more motivated about
my classes. This should be apparent with this semester's grades. I have included a
printout of my grades from last semester that I obtained from the registrar's office. If
you would prefer something more official pfease let me know. Thanks again for all
your help.
Sincerely,
� G`.'�—
Christopher R. Wells
�
t
OFFICE OF 7HE REGISTRAR
TEXAS A&M UNI��F.RSITY
COLLEGE S=a� � � n'�?843-010Q
f93 GRiIAE RTSF'LAY iJ3 FUiaD WELLS, i:kRISluf'4'rR RYAf�!
SCRGEN= --- STD: 605368Y;i3 CkS� ---------- TEkti: fv U9A C�kADES� F
SPRING 3EAfESTER S?49 FINA! Gft�'�f.�ES 'f Tir3IAdT
CtIi1R:3E TIl'LE CU�JRSE fU GkADE �� fx-}iF(S P�-4iRS F'iS ASS Y DATE
BUSt�lS DTA PHCStsli; CNCf'1' PAFlA-2�7-SU$ R .�.0 3„4 ?_� 9YC557
f=UtJU U1= CIitM7Sl-FtY Tr CHFi�S-S�!:-576 B k.rJ 4.n S"�,.0 9905f I
��Rih! OF ECO�lOt1iCS Frp�-?6:i-�U8 h .;.0 3.0 4_O 99U557
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R-Z0137 - SECURITY - YOU MAY NOT UPDATE ON THIS SCREEN
193 GRADE DISPLAY U4 KZNE JOHNSON, AUTUhIId COLLEEN
SCREEN: SID: 256510786 CRS: TERM: 19 99A GRADES: F
SPRING SEMESTER 1999 FINAL GRADES T MAINT
COURSE TITLE COURSE ID GRADE Q A-HRS P-HRS PTS ABS Y DATE
BUSINESS FINANCE FINC-341-502 A 3.0 3.0 12.0 990517
SP TP ACD FUT INTL LEADR IBUS-489-501 A 3.0 3.0 12.0 990517
INTERMEDIATE SOCCER KINE-199-319 A 1.0 1.0 9.0 990517
COMP TECH IN HLTH/KINE KINE-240-509 A 3.0 3.0 12.0 990517
SPORTS LAW AND ISSUES KINE-421-500 A 3.0 3.0 12.0 990517
TERM GPR: 99A 9.000 13.0 13.0 52.0
CURRENT CUMULATIVE GPR: 99C 3.778 90.0 90.0 390.0
TOTAL TRANS HOURS: 18.0
TOTAL HOURS: 108.0 CURRENT GRADE POINT 2.0 VARIANCE: +160
4-� 1 Sess-1 128.194.103.18 9/10
�
December 28,1999
Texas Student Housmg Cocporatwn
3 Village Cirole,Suite 207
Westlake,TX 76262
Deaz Members of the Board,
I am very pleased and full ofjoy to be writmg this letter because it symbolizes the closure of my first
semes[er at Texas A&M and time home with my family and friends 1 hope all of you had a wonderful
Christmas filled with happmess and family[ime. I know I en�oyed this Christmas more than ever before
because it was the first time Pd come"home"for Chris[mas from a different place.
Over[he Christmas holidays[am going to 6e working at The Associates in Las Colinas to eam a]�tde extra
spending money and for vital workplace experience. I have�nterned here the pasl two summers and have
acquired many computer and communication skills I have also leamed how to deal wi[h different k�nds of
people and how to work with a boss effectrvely. l am very excited about myjo6 this Clvistmas and
hopefully I w�ll return in the summer.
This past semester went very well academically. 1 am a Biomedical Sciences major as you know and Was,-
enrolled in 13 hours of classes. These included Chemistry 101,Bwlogy I 13,Chemistry Lab,Biology Lab,.
Introduction into Biomedical Sciences,Math 166(probabiliry and pre-cal apphcations),and Kinesiology
(Weighdifting). I ended my first semester with a Grade Point Rano of a 4.0 wluch means[received all A's
in my classes. [studied very hard for my classes,especially during finals,and my hard work paid off. I am
enrolled in IS hours for next semester and these classes include Chemistry 102,Biology I 14,Chem.Lab,
Biology Lab,Theater Ans,Public Speaking,and Intermediate Tennis. [am very excited about my future
here at Texas A&M and will definitely go for a 4.0 GPR this next semester as well.
As[n have said in my previous letter,I am involved in Aggie Leaders of Tomorrow and Class Council
These[wo organizat�ons take up a lot of time and have been very helpful and rewarding in shaping my
leadership abilities and fuwre. As 7'reasurer of the Class of 2003,1 am responsible for the preparations and
execu(ions of fundraisers of all types for our class. Also,I am in charge of all funds for our class. Right
now the fundraising committee and myself are working on developing our class shirt for the spring
semester and this has been a lot of fun. 1 have developed many friendships and acquaintances through this
process.
I would Lke to thank you agam for easing the financial burden of college by awardmg me the room and
board scholarship at The Porum. I have really enjoyed my slay there and am eagerly awaihng next
semester. For now,thanks agam for everything and if you have any questions or comments you can give
me a call at home(8l7)424-I502,or at work(972)652-243 I.
Thank you,
� ��
Ryan�
NOTICE OF MEETING
OF THE
TEXAS STUDENT HOUSING CORPORATION
(AN INSTRUMENTALITY OF THE TOWN OF WESTLAKE)
TO THE CITIZENS OF THE TOWN OF WESTLAKE,TEXAS:
Notice is hereby given that the Boazd of Directors of the Texas Student Housing
Corporation,an instrumentaliry of the Town of Westlake,Texas,will meet at 6:00 p.m.
on Wednesday,March 22,2000 in the Southlake Boardroom of the Marriott Solana
Hotel, 5 Village Circle, Westlake, Texas. The Board of Directors will consider the
following agenda:
1. Call the meeting to order.
2. Approve minutes from the meeting held on January 26,2000.
3. Receive a report from the Treasurer.
4. Consideration of a resolution authorizing the leasing and acquisition of
certain telecommunications equipment and related facilities to improve
certain dormitory facilities owned by the Texas Student Housing Corporation
and resolving other related matters.
5. Review and awazd scholarships for 2400.
6. Consider any additional business that may lawfully come before the meeting.
7. Adjourn.
CERTIFICATION
I certi that the above notice was posted on the front door of the Town Hall of the Town
ofi�" stlake,3 Village Circle,Suite 207,Westlake,Texas,on Friday,March 17,2000,at
5:00 p.m.,under the Open Meetings Act,Chapter 551 of the Texas Government Code.
�+x, `-�`-'-''�'.,.
{fiin 'Crosswy, Sec tary �
r 'v
MINUTES AND CERTIFICATION
On January 26,2000, the Boazd of Directors(the"Boazd")of the Texas Student
Housing Corporation (the "TSHC") convened in a public meeting at the designated
meeting place in Westlake,Texas. The roll of the duly constituted officers and members
of the Boazd was called,which aze as follows:
Name Title
James P.Carter President
Worth Blake Vice President
Annette Bush Treasurer
Dr.Forrest Watson Member
Chazles Bradberry Member
Dr.Patsy Sharp Member
Dr.John Brooks Member
Dr.Ted Gillum Member
Carroll Schubert Member
Mike Farhat Member
all of whom were present except Dr.Gillum,Mr. Bradberry and Mr. Schubert. Also
present were: Mr. Scott Bradley, Mr. Trent Petty, Mr. Allen Moon, Mr. Larry
Williamson, Mr. Steve Ross, Mr.Fred Bayliss,Mr.Jeffrey S.Collins and Ms. Ginger
Crosswy.
President Carter called the meeting to order at 6:39 p.m.
Mr.Ross introduced Mr.Jeffrey Collins,of Cybercom Internet Providers, to the
Boazd. Mr. Collins made a presentation on rewiring the University Tower for a new
� phone system and internet connections. At this time President Carter called a recess to
allow everyone to have dinner. Upon reconvening there was a lengthy question and
answer session Mr.Steve Ross told the Board that the University Tower was in need of
an update of the security system. The residents are having problems with the current
card system.There was a motion by Dr.Watson,seconded by Dr.Brooks, to approve the
acquisition and financing of th'e telecommunications and/or security systems for the
University Tower up to$500,000.00,subject to the approval of the President or the Vice-
President,the General Counsel,Finance Counsel and Financial Advisor,and to authorize
the President and Vice President to take appropriate action to effect the transaction upon
the reeeipt of a legal opinion as to the validity of the transaction. The motion carried
unanitnously. Mr.Allen Moon suggested "subject to an agreement from Leonard Ross
to subordinate his finance stream" should be added to the motion. ,112i:...Moon was
assured that the motion as stated was broad enough to cover this and the motion stood as
made.
�1 '� .
There was a motion by Dr.Brooks,seconded by Ms.Bush,to accept the minutes
for the meetings of October 20,1999 and September 22,1999,as presented. The motion
carried unanimously.
Ms.Bush,the Treasurer, gave her report.
Mr. Carter stated that since Mr.Bill Davis could not attend tonight, the budget
would be tabled until the next meeting.
Mr.Bradley updated the Boazd on the tax situation concerning the College Station
properties and ttte Austin properties.
Mr. Carter started a discussion concerning the attendance requirements and
amending those to only apply to persons living within fifty miles of the meeting place.
Mr.Carter also suggested that the Board consider adding more members since we have a
new Superintendent for the Northwest ISD. Mr.Carter asked the Board's opinion on
setting up another meeting in College Station to have lunch with the scholazship
recipients. The Board was in favor of scheduling this meeting for either late February
or early March.
Ms.Bush gave an update on obtaining a plaque for Representative Vicki Truitt.
The meeting was then adjoumed at 8:43 p.m.
MINUTES APPROVED AND CERTIFIED TO BE TRUE AND CORRECT and
to correctly reflect the duly constituted officers and members of the Boazd,and is hereby
certified to be a conect copy of an official copy thereof,on file among the official records
of the Boazd,on this the day of ,2000.
ATTEST: James P.Carter,President
Ginger Crosswy,Secretary
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STUDENT LETTERS 1999-2000 �__�_
i
�— I — --
—�
Acceptan Spring 1st letter 2nd lette 3rd letter 4th letter Fall Renewal
—�----�--
• Final Semester�Request
Grades Grade�s f�_
1996 Winners _� — I i --
Autumn Johnson 4/11 yes 8/27 1/22 ! yes�T
Jill McKean 4/13 yes 6/27 9/3 10l22 1/2; yesl i
Jennifer Renken 5/7 yes 9/141 � �—��
1997 Winners ! � ��--
A&M Students � �—i �
Staci Rankin 4/7 yes 5/201 10/7 11/9 12/27'�— 1/25�—
Thomas Smith 4/4 yes 5/261 8/20 1/1 � yes
ChristopherWeils 4/17 yes 9/14i 1/16 , yes,_ I
UT Students ' I � f i
— - ---'——-
Ryan Koons �_Yes j Ye� � � �__ I ___ i
1998 Winners � --- I I —�_�---�---�_—I
.�^_ ____�_^---
KendrickAmett 6/5i yes 8/30 1/7 ' yes� _� _ _
Jeff Bingham 6/11� yes 8/27 2/16 ; yes 3/101
Kellie Frame 6/28 Yes 8/27 11/2 1/10 , yesi � +___
Susan Irvine 5/24i yes 8/12, 12/29 yes�
Jennifer Patterso 6/3�—Yes 8/24 1/31 � es
Jerem Steinme 5/17 4� y � �_ �
y y yes 6/18 9/3 1/4 yes
Laure Tatangelo 4/1 S yes 8/16 11/10 I + �
Cale Welborn 4/19 yes 8/30 1/7 yes
-- �----�----
- 1999 Winners ,.T-�
. �_ i
Loren Barber 4/21 8/21 10/28 12/31 ;
Valleri Bullard 4/14� 10/27 12/29 _ � yes�—�
John Conrad 4l7 7/23_1/3 y� ___
Benjamin Getter 8/16 1/7 i �__�
Jennifer Johnston 4/18 8/23 11/16 1/12 yes�_�
Lauren Klinger 4/13 8/18 12/29 � i
Ryan Nolen 4/11 8/20 10/31 12/28 E
Craig Odom 8/25 1/1 � yesi I
Scott Stickane 4/12 9/23 2/12 �—i �
r
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0o a „��a_,,,,=,�„e
January lo,2000
Ginger Crosswy
Town of V1%estlake
3 Viiiage Circie,Suite 20i
Westlake,TX ,'6''62
Dear Ms.Crosswy,
This past semester was just wonderful. I was elected vice-president of treasury for
tne inter-fraternity Council, accepteci into the professional program in accounting,
and obtained a 3.7 G.P.R. As I stated in the past letter,I was much more motivated
about my studies this past semester and it definitely paid ofE.
Not only was this past semester great,my Christmas vacation was wonderful as
weil. VVe spent Christmas witil my aunt and uncle in Virginia wiuch wasn't real
exciting,but it was good to see them. Following Christmas i prepared for a joyous
celebration of tiie new year with a few of my close friends. We had a great time and
nobody was hurt,so it was a success.f Now for the best part...I went with my
fraternity on a college ski trip to Crested Butte,Colorado. We had a wonderfui time
skiing all day and then getting to know people from all over at night. At the
conclusion of this trip I met up with my family in Jackson Hole, Wyoming to do a
little more skiing. We returned home just t�vo days ago and then I packed all my
siuff up to head back to school. It was a very busy,but an e�tremely Eun��aeation.
I have included my grades from this past semester. If there is anything else that you
need, please notify me. Once again, tllanks for aIl your help and I hope you and the
rest of the board had a joyous holiday season.
Sincerely,
� ��
Christopher R. Wells
, i
, Y
�Eos y&R UNIVERS
Gf STq r��NG�1'j 843-01p�
113 SPE MAINTENANCE U3 ' ACCT WELLS, CHRISTOPHER RYAN
SCREEN: _ SID: 601368933 CRS: SOUR203500 TERM: 19 99C
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CALL FOR GRADES DATE: PAS GR OF PV A P EXT LAST T I
LN ST COURSE ID COURSE TITLE DGN AB Q HRS HRS TY GR GR R T TRM MAINT Y D
O1 E INFO-303-502 STATISTICAL 3.0 3.0 A U 12201999
02 E FINC-341-501 BUSINESS FIN 3.0 3.0 A U 12201999
03 E ACCT-327-504 INTERMEDIATE 3.0 3.0 B U 12201999
04 E MKTG-321-503 MARKETING 3.0 3.0 A U 12201999
OS E EHRD-289-503 SP TP GREEK 1.0 1.0 B U 12171999
TOTALS: 13.0 13.0
g_m 1 Sess-1 128.194.103.18 9/10
132A Meadowland Dr.
College Station,TX 77840
January 22,2000
Texas Student Housing Corpo�ation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Housing Board,
i want to let all you know how grateful I am for this housing scholarship. It is hard to even
imagine how college would have been without it. I am so glad that[his scholarship was put
into place to help students get through college. Texas A&M is an awesome school and I have
enjoyed every minute I have been here.
I have just started my last semester of classes here,and will go on to intern in the summer,and
graduate in August. Last semester I kept very busy with classes,club soccer,Sport
Management Society,and church activities. Enclosed is a copy of the grades,I got a 4.0 last
semester. I liked my classes,especially the science fiction English class.
The fall semester is the season for club soccer. We went undefeated in league play against
other Texas universities. The season ended with winning the state tournament and receivin�a
bid to the national tournament in Georgia At nationals,we went 2-1. It was a hard
tournament,and it was even harder because we were there when bonfire fell. Several �
teammates knew people personally. Since then we have become closer as a team. This
semester is basically the off-season,but we are going to play in a few tournaments and do some "
fundraising.
Spor[Management Society had a great semester I am still the Vice-President and in charge of
several activities. Last semester we ran a SK walk/run,a tennis tournament,and other
activities. All the money we make is used to send members to the annual national sport
management conference,NASSM.
I am still the Intramural chairman of my church youth group I was cap[ain or manger of 5
intramural sport teams,including soccer,softball,and volleyball My individual women's
soccer team won the"A"league championship! The best part about winning the"A"division
is that you get a t-shirt! _) �
This semester 1 am taking analysis of movement,exercise and health,pre intem,motor learning
and development,and a management class for a total of l4 hours Again,I am thankful for the
scholarship program you have set up. I hope everyone had a great holiday season
Sincerely, �
G��--��'��- ,
Autumn Johnson .
Class of 2000 '
R-Z0137 - SECURITY - Y�U MAY NOT UPDATE ON THIS SCREEN
193 GRADE DISPLAY U4 KINE JOHNSON, AUTUMN COLLEEN
SCREEN: SID: 256510786 CRS:
TERM: 19 99C GRADES: F
FINAL GRADES T MAINT
EALL SEMESTER 1999 COURSE ID GRADE Q A-HRS P-HRS PTS ABS Y DATE
COURSE TITLE
3.0 3.0 12.0 991220
SCI FI PRESENT & PAST ENGL-339-500 A 1.0 1.0 9.0 991220
MJS GOLF KINE-199-006 A
SPORTS FACILITY PLAN KINE-920-500 A 3.0 3.0 12.0 991220
TESTS 6 MEASUREMENTS KINE-425-501 A 3.0 3.0 12.0 991220
PHYSIOLOGY OF EXERCISE KINE-933-501 A
3.0 3.0 12.0 99122D
TERM GPR: 99C 9.000 13.0 13.0 52.0
CORRENT CUMULATIVE GPR: OOA 3.605 103.0 103.0 392.0
TOTAL TRANS HOURS: 18.0
TOTAL HOURS: 121.0 CURRENT GRADE POINT 2.0 VARIANCE: +186 _q�10
4=�---- 1 Sess-1 128.194.103.18
Staci Rankin
134A Meadowlaud St
College Station,Tx 77840
Tovm of Westlake
3 Village Circle Suite 207
Westlake,T'X 76262
January 25,2000
Deaz Mrs.Crosswy,
Howdy! So faz everything is off to a geat start. '[his semester I am enrolled in LS hours. They
aze Real Estate Finance,Money and Capital Mazkets Finance,Management,Human Sexualiry and
Accounting. My classes aze going supec One of my teacher that I went to talk to yescerday seems tike she
just loves to help you really understand things. She is for accounting,so this is really exciting.
As you may remember,I changed my major last semester&om accounting to finance. This
semester I am going to be m FMA which stands for Financial Management Association. The meetings aze
every two weeks and they will typically host a recruiter from a finance company or a consulting firm. [n
addition to this organization,I am going to stay involved with the Wesley Foundaaon and my bible study.
[also landed a good job. I am posting my notes online and getting paid. It is great and a nice review for
me at the same time. I am hoping it will help me to bring my current GPA of 2.898 over a 3.0 this
semester. Anyhow, I need to be heading off to a management instrucdonal,so I hope everything is well
with ya'll. As always,I really appreciate your support. A&M is wonderful and such an oppommity that.
couldn't have been possibly without your help.
'Ihanks so much,
� ,�C�C��'G��1?j
�s'.. .`i� .. . ,,. ... , .,�e-. i: ,„R. '.�C'�" na . ' , �:�� " , b"' :'C J' :�". " ''�a
` s - ,'�T E X A S� A&M;:r�•U�N�•I.�V'Ec-R S I�T Y , . - }
_ . ; � �College;StaHon, Texas 77843 , ,
\`, r .. . , , .
;Nama: QOOM,,CftA1G ALLEN � , • 6eta af Birth: 03/24/81
�SID:�465-85-8985' ' � ' . ` � Place ot Birth: SAN ANTONIO:TX
, ;gCource • • n-Descriptlon • � � • Grade Hrs GPts �Coursa, � Descrlption Grade Hrs• GPts
• FALL.SEMESTER 1999 : ' °
ENGR-111 FOUNDATIONS OF ENGR',1 C 2 4� �
MATH-151 ENfa1NEER�NG MATH I B 4. 12 '
P,HYS-278 MECHANICS • A �4 76 ,
POL5=207 STATE&LOCAL GOVT C 3 8 ,
, �' � PHflS PNAS �HFS GPTS CPfl � - ,
SEMESTER TOTAL 73 13 73 38 �2.923
UtJDERGRAD TOTALS 73 73 13 38 2.923
END OF ACADEMIC RECORO
I
�
` , ' • � � StuEent Is In qaod st�ndinq anlius a�herwif"s�aled.Nat.n alliNal
TEXAS STUDENT HOUSING�CORP. � • " mnsceo�wnnam imprtme�sea:n.ia.+• �:M unlversiry.na sign.mre
' 3 VILLAGE CIRCLE,STE.207 ' � ' • ot regisv�c This recnm may an:n;ratwae or tr�asferree Io.ny
-'SOLANA TX.76262 ' otqer persoa�gmcy ar p�ny wu.ur!�ra amdenP�wdttea consent.
^ � �. . . - . " 7 OF 1
^�, ' ' . 01/28/00
, � ' p , � OFFICIAL
, • , � � � ACADEMIC RECORD
�f2^�;<<y;'s I, 2��OC
Tu VJl��orn ii 1%�ay Concerr:
` 1 just wart�t�drop you a lu�a to�et you know how very m�ch I appraciate your
financial support for my education. I realize I am very privileged to receive a place of
free room and board while I attend classes. My fall semester'99 was completed well
despite a few bumps in the road. In early November I took a fall and dislocated my left
shoulder. I have completed rehabilitation for this and it has healed quite rncely. Also,
` as you know, the tragedy of the 1999 Texas A&M Bonfire hit very close to home;a boy
that I went to high school with was killed in this accident. While I was home for his
funeral, I heard news that my grandmother had aiso passed away. Fortunately, I
started out the semester strong, having all A's at midterm,so that made it much less
. stressful to deal with these tragedies. I completed 12 credit hours this semester with a .
3.0 in all of them. This gives my a cumulative GPR of 2.889 with a totaf of 49 credit
hours.
. This semester I am continwng to work and and attend classes at Texas A&M. 1
am now taking a Calculus 3, Statistics, Economics, Political Science, and Intermediate
Spanish. This is a total of 16 hours. Once again, I would like to thank you for the
opportunity to live in such nice surroundings while I am in college.
:
Sincerely,
�Pa��->
� �
Jennifer Patterson
�
-.,.,�..���.. . , , r.y ...�..,�.,, .,,� • s ... . . ' , wsa;"' ...
r'" ., • ", �rTE`XAS A&M��, UN•.I'vERSIT,.�Y � "
.,•••`�� " �. : College,;StsHon; Texas; 77843�. • ..
.��. � . • . . _ ._ - ,
:�Nama:oPATT6iSON,JENN�FER MARIE ,� � � � • � . Date of Blrth:�3(03/80
i'.SD:��52;95-BOSt ` , ...,. . .,. . .,. • � Plaee of Bkth: PONTIAC.MICHIGAN.
,�Caurse' -'Description Grade'Hro ,GPts Course • Oesaiptlo� Grade Hre GPts
UNDERGRADtfATE TRANSF@i CREDR:, ' '
� „ B�INN COLLEGE ' ' 7 ,
, � TARRANT COUNTY JR COLLEGE''•"',':•-°'�6 ' .
' ° TRANSFER CREDIT•TOTAL��� �� ' , � 13 � '
- FALL SEMESTFR 1998 •
PSvc-i07 WTRO FO PSYCHOLOGY, , ,� C, ��3 -;6 • � '
CHEM-101, FUND OF CHEMISTRY I A �;4 i6
�KTNE-199 BOWLiNG . A i ' �4
MATH-177H ANALYTIC GEOM&CALC B , 4 12
. � NNXS•„PHBS ANflS 6PT5 ,GPfl
SEMESTER TOTAL • 72 '� 1Z <12 99� 3./68
SPRING SEMESTER 1999 ' �.
�MATH-172H CALCULl1S � �a (4) �O ,
'KINE-199 COUNTRY/WESTERN�FEMALE A 1 4,
�CHEM-102 fUNO OF CHEMISTRY II • �C' . 4-;- 8 .
IHIST-106 .HISTOftY OF THE U S ' 'C• 3' ��6 �
CPSC-710 PROGRAMMING I ,8• '4� 72..
f RHpS PHBS AHflS 'GPTS 6Pfl
i SEMESTER TOTAL 16 72 12• 30 2.500 '
FALL SEMESTER 1999
CPSC-206 STRUCTURED PROG IN C B 4 12
SPAN-102 BEGINNING SPANISH II 9 4 12
MATH-172 CALCULUS B 4 12
PNPS PNRS ANFS GPTS GPq
SEMESTER TOTAL 12 12 12 36 3.000
UNDERGRAD TOTALS 40 49 36 106 2BB9
END OF ACAOEMIC RECORD
� � , ' . . . .. � , ' ' � . `'
, , ° > ; . .. . , j. , ,., �
' � � . ' . ,S�uLln[1[.Io goOL H.nding ueiess elhetwise it�ted.Noi• ol(I[f�l
' � • � ••� � tr�nacrfpt�wllhouf ImprleleQ se�l al Tea�s A6M Unlverzlly�nd signalare
• , ' • ;,ef ragislnr.Tp(i,record m�y ao[6e released or trensferred to�ny
• � � . ' �o�her v<rsoq�qency er,p.ny wl�nom�de audeePs wrinen censent.
� . ' ' �, ' � ' '1 OF 1
„ .. . ., .. . , . •, , � 02/07/00 ;
, , , � � , • OfFIC1AL
• � ' � ACAOEMIC RECORD
February 12,2000
Dear Board Members,
Thank you once again for choosing me to be one of the recipients of the Texas Student
Elousing Corporation Scholarship.My experience at Texas A&M has been an exciting
� one already,largely in part to the place in�vhich I live,University Towers Meeting my
assigned roommate was a little discouraging since we did not get along very well,but I
guess that is the best they can do from the information on the card.Anyway,after a
tragedy on our hall,with two people dying in a car accident,my old roommate moved out
to live wrth the one whom was left without a roommate from the accide�t.I was m my
o�vn room for about a month,but I quickly got a little lonely and bored.By the grace of
God,I found my current room mate and friend Gabe totally by chance,within a�veek of
meeting him,he moved m.This experience has lead me to a group of friends that I would
have never met,and will never forget.The last month and a half of the fall semester
proved to be one filled with good old fun,swimming in ihe Research Park pond for
Frisbees and just having great Christian fello�vship definitely came before studying
Some-how I did manage to end up�vith a 3.I GPR,still majoring in Mechanical
Engineering though I do not know ho�v long that will last.Seeking the Lord at school has
been a blessing in itsel£This summer I plan on going to Kanakuk,a Christian sports
r summer camp,to spread to good news of Jesus Christ to many middle school aged kids
for a month.As well as Kanakuk,[also made to Texas A&M football team which will
take up about three weeks at the end of the summer through Christmas.Life at TAMU �
has been exciting and a God sent blessing Thank you once again for the financial help
this year and I will be in touch. .
With Gratitude, '
3cott Shckane
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Page 1 of 1
Ginger Crosswy
From: <jsb3465@labs.tamu.edu>
To: <gcrosswy@westlake-tx.org>
Sent: Wednesday,February 16,2000 6:57 PM
Su6ject: Progress Update from Jeff Bingham
February 16,2000
President Jim Carter
Texas Student Housing Corporation
This past semester and holiday season has been enriching
and enjoyable. The horrible tragedy that struck our campus this
November hit me pretty hard,but it also taught me some important
things about the body of Texas A&M. Apart from that,I have been
doing well. I am strengthening in academics,and I am getting
excited about future upper level courses. Texas A&M ice hockey
became official this semester,and a lot of my free time has 6een
spent preparing for the inaugural season. We have played a few
exhibition games and were successful in defeating the University of
Texas team twice. My holiday break was busy as I returned to work as
much as[could for PrimeCo Personal Communica[ions. Thanks for your
support.
Sincerely, �
Jeff Bingham
x� �
GRADE REPORT '
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March 10,2000
Mr.Tim Carter,President •
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter and the Board,
Thank you for providing the housing scholarship for the beginning half of my college career. I
love Texas A&M University,and I enjoy living in the great central location that University
Towers provides. I am excited to finally begin upper level courses next year,and I am anxious
to delve into Information Systems.
Receiving this scholarship has aliowed me to al(ocate the necessary time for my studies as well
as participate in more activities than I did my freshman year. I achieved a 4.0 GPA for the fall
semester,and my classes are going great this spring. I was chosen to receive a Texas A&M
, Academic Excellence Award,and I have been accepted into the Tau Kappa Junior Honor
Society. I am a proud member of the new TAMU ice hockey team. The team is a group of great
guys and good hockey players. We all are working hard to organize the league and convince the
university to help fund our traveling expenses. We are undefeated so far,and some of our rivals
are Texas,Southwest Texas,Baylor,and the University of Houston. Another major consumer of
my time is Fish Camp activities. I was chosen to be a counselor for this summer;and to prepare
for camp,we meet almost every day. I am also the captain of a house roller hockey league that
the city of Bryan is sponsoring. During Christmas vacation I worked for PrimeCo Personal
Communications,and I plan to continue working there this summer. PrimeCo is going through a
large merger,and I am curious to learn and observe how those types of changes affect a
corporation.
This scholarship is very valuable to me financially,but I am also pleased with the way it is given.
I truly enjoy meeting with the TSHC board members. It means a lot to see a group of adults who
sacrifice a Sunday afternoon to meet with us and show genuine smiles while doing so. I feel like
someone other than my family is rooting for my academic success.
Please renew my scholarship for the year 2000-2001. I am grateful for the financial freedom it
gives me to be abie to concentrate£ully on my studies and to participate in A&M's
extracurriculaz activities.
Sincerely,
Jeff Bingham
Town of Westlake
3 V illage C�rcle
Suite 207 �
Westlake,TX 76262
Staci Rankin
134A Meadowland St.
College Station,TX 77840
March 11,2000
Dear Mrs.Croswy,
Howdy!I hope all is gomg well for all of you up there. Things here m Aggieland are gomg great,
a lot better than last semestec I think I sliould be able ro pull off better than a 3.5 th�s semester wh�ch is
very exciting. I have 15 hours,and 2 jobs,which is surely keeping me busy. I think that Ihe more I take
on,the 6etter my grades are. I am still involved with the Wesley Foundation and the Monday night bible
study. [have really enjoyed getting m meet with these people once a week I have really gotten to know
them
Anyhow,for the summer,[am really hoping to work for Ko61's department store[here in the
Dallas/FLWor[h area. 1 had one interview on Wednesday and will have the next in[erview wi[h the D�stnct
Manager the Tuesday after Spring IIreak. I have had 2 other interviews with GTE and JCPenny's,but am
most mterested in the one with Kohl's. I would serve as a management mtem and would most likety be
offered a job upon graduation. That would be a mce peace of mind entenng my senior year.
[want to agam express my appreciation for this scholarship. Coming ro A&M.was one of the best
, dec�sions I could have ever made. I love i[here and have been challenged. That is so important I would
hke to continue to live at the quads here at the Tower. [really enjoy my roommate who will be here agam
next year and the convenience of heing so nice and close to campus. Please consider renewing my
scholarship one more year. As always it would be most appreciated Many thanks m advance for your
most continued support.
Sincerely,
l ���
Ci1 i'G�Itii.%Lr�,
� ' ��
. T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 225,476.45
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 446,799.73
DECREASE IN INVENTORY 12,036.75
DECREASE IN PREPAID RENTS(COLONY) 21,600.00
INCREASE IN ACCRUED PAYROLL 5,908.33
INTERCO TRANSFERS 3,792.82
TOTAL SOURCES OF FUNDS 715,614.08
USES OF FUNDS:
DECREASE IN SECURITY DEPOSITS 490.00
DECREASE IN ACCTS PAYABLE 43,608.89
DECREASE IN PROPERTY TAX PAYABLE 54,971.06
INCREASE IN PREPAIDS 237.19
DECREASE IN DEFERRED DORM INCOME 518,055.70
TOTAL USES OF FUN�S 617,362.84
NET INCREASE(DECREASE)IN CASH ��;,�,98 _,��
i
� CASH ACCOUNTS: -
BALANCE AT 10/31/99 BALANCE AT 11/30/99
DEPOSITORY-FNB CURRENT 123,210.88 96,056.56
DEPOSITORY-FNB EARLY (118.00) 271.81
REPLACEMENT RESERVE-TCB 425,612.89 445,231.31
OPERATING-TCB 325,190.97 409,017.75
DEPOSITORY-TCB EARLY 119,145.40 119,659.27
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 507,418.55 528,47523
TOTALS 1,502,060.69 1,600,311.93
NET INCREASE(DECREASE) _: �.
� , T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 550,026.64
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 1,052,241.85
DECREASE IN INVENTORY 13,417.69
DECREASE IN PREPAID RENTS(COLONY) 20,400.00
INCREASE IN ACCRUED PAYROLL 22,094.49
TOTAL SOURCES OF FUNDS 7,658,180.67
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 64,148.65
INTERCO TRANSFERS 46,314.28
INCREASE IN DEFERRED SCHOLARSHIP FUND 36,961.00
INSUR,4NCE SETTLEMENT 26,962.00
DECREASE IN SECURIIY DEPOSITS 553.00
�ECREASE IN PROPERTY TAX PAYABLE 31,704.34
INCREASE IN PREPAIDS 639.77
DECREASE IN�EFERRED DORM INCOME 1,604,02524
TOTAL USES OF FUNDS 1,811,30828
NET INCREASE(DECREASE)IN CASH 53,,�,��.
CASH ACCOUNTS:
BALANCE AT 08/31/99 � BALANCE AT 11/30/99
, DEPOSITORY-FNB CURRENT 59,506.42 96,056.56
DEPOSITORY-FNB EARLY 373,733.70 271.81
REPLACEMENT RESERVE-TCB 386,453.91 445,231.31
OPERATING-TCB 44,527.54 409,017.75
DEPOSITORY-TCB EARLY 761,352.46 119,65927
PETTY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 126,265.51 528,47523
TOTALS 1,753,439.54 1,600,311.93
NET INCREASE(DECREASE) , u,„2_�6�
•� t `� T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 7,755.51
SOURCES OF FUNDS:
DECREASE IN PREPAIDS 108.68
INCREASE IN ACCRUED PAYROLL 1,379.90
DECREASE IN DORM RECEIVABLES 62,645.52
TOTAL SOURCES OF FUNDS 71,889.61
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 79,165.45
DECREASE IN ACCTS PAYABLE 26,587.07
DECREASE IN PROPERTY TAX PAYABLE 12,364.77
INSURANCE SETTLEMENT 53,295.00
INCREASE IN INVENTORY 2,227.08
TOTAL USES OF FUNDS 173,639.37
NET INCREASE(DECREASE)IN CASH (i 0�,_„9,
CASH ACCOUNTS:
BALANCE AT 10/31/99 BALANCE AT 11/30/99
DEPOSITORY-FNB CURRENT 15,064.57 7,886.91
DEPOSITORY-FNB EARLY 2,091.58 2,091.40
REPLACEMENT RESERVE-TCB (343,683.86) .(343,683.86)
OPERATING-TCB 113,885.17 149,313.25
DEPOSITORY-TCB CURRENT 4,831.00 (125,169.00)
�EPOSITORY-TCB EARLY 241,999.71 241,999.71
PETTY CASH 0.00 0.00
TOTALS 34,188.17 (67,561.59)
NET INCREASE(DECREASE)���8}]
� ;i
, T.S.H.C.-THE FORUM
COMBINE�STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS (20,865.98)
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 7,165.48
DECREASE IN DORM RECEIVABLES 164,555.98
TOTAL SOURCES OF FUNDS 150,855.48
USES OF FUNDS:
• DECREASE IN ACCTS PAYABLE 28,600.81
DECREASE IN PROPER'IY TAX PAYABLE 7,693.17
DECREASE IN DEFERRED DORM INCOME 241,327.60
INCREASE IN INVENTORY 3,751.63
INSUR.4NCE SETTLEMENT 53,295.00
INCREASE IN PREPAIDS 4.88
TOTAL USES OF FUNDS 334,673.09
NET INCREASE(DECREASE)IN CASH �83,_�. 17
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 11/30/99
DEPOSITORY-FNB CURRENT 9,058.08 7,886.91
DEPOSITORY-FNB EARLY 97,174.68 2,091.40
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPER,4TING-TCB 102,876.41 149,31325
DEPOSITORY-TCB CURRENT (51,169.00) (125,169.00)
DEPOSITORY-TCB EARLY 301,999.71 241,999.71
PETTY CASH 0.00 0.00
TOTALS � 116,256.02 (67,561.59)
NET INCREASE(DECREASE) t,.(e 83,. � 6
�`.�,`y
, T.S.H.C.-COLONY APARTMENTS
COMBINE�STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 47,543.18
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 523.27
INCREASE IN SECURITY DEPOSITS 150.00
TOTAL SOURCES OF FUNDS 48,216.45
USES OF FUNDS:
INCREASE IN PREPAIDS 52.83
DECREASE IN ACCTS PAYABLE 7,100.38
� DECREASE IN PROPERTY TAX PAYABLE 48,684.87
INTERCO TRANSFERS 106,765.37
, DECREASE IN DEFERRED DORM REVENUE 21,600.00
INCREASE IN ACCTS RECEIVABLE 21,630.50
TOTAL USES OF FUNDS 205,833.95
NET INCREASE(DECREASE)IN CASH F i,; 6;__,
� CASH ACCOUNTS:
BALANCE AT 10l31/99 BALANCE AT 11/30/99
i
DEPOSITORY-FNB CURRENT 23,375.90 4,556.82
REPLACEMENT RESERVE-TCB 19,206.82 24,734.67
OPERATING-TCB 11,892.58 28,208.73
DEPOSITORY-TCB CURRENT 212,657.78 52,015.36 ,
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 267,133.08 109,515.58
NET INCREASE(DECREASE) �,5�g,;�4�
ti ,
. T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
; AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING NOVEMBER 30,1999
NET INCOME(LOSS)FROM OPERATIONS 157,468.10
SOURCES OF FUNDS:
INCREASE IN ACCRUED PAYROLL 1,246.32
INCREASE IN ACCTS PAYABLE 7,418.02
TOTAL SOURCES OF FUNDS 160,132.44
USES OF FUNDS:
DECREASE IN SECURIN DEPOSITS 2,963.00
INCREASE IN ACCTS RECEIVABLE 12,696.27
DECREASE IN DEFERRED DORM REVENUE 20,400.00
INTERCO TRANSFERS 27,257.42
DECREASE IN PROPERIY TAX PAYABLE 27,235.93
INCREASE IN PREPAIDS 152.54
INSUR.4NCE SETTLEMENT 41,987.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS 144,903.16
NET INCREASE(DECREASE)IN CASH ,. ,
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 11/30/99
DEPOSITORY-FNB CURRENT 49,185.66 4,556.82
REPLACEMENT RESERVE-TCB 23,17324 24,734.67
OPERATING-TCB (43,856.02) 28,208.73
DEPOSITORY-TCB CURRENT 65,783.42 52,015.36
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 94,286.30 109,57 5.58
i
NET INCREASE(DECREASE) ��''�`�8�
T.S.H.C.-COLONY APARTMENTS
• COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 67,400.94
SOURCES OF FUNDS:
INCREASE IN PROPERTY TAX PAYABLE 8,547.47
DECREASE IN PREPAIDS 968.68
TOTAL SOURCES OF FUNDS 76,917.09
USES OF FUNDS:
INTERCO TRANSFERS 8,84824
DECREASE IN SECURITY DEPOSITS 2,100.00
�ECREASE IN ACCTS PAYABLE 7,158.05
INCREASE IN ACCTS RECEIVABLE . 6,063.04
DECREASE IN DEFERRED DORM REVENUE 21,600.00
TOTAL USES OF FUNDS 45,769.33
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 12/31/99 BALANCE AT 01I31/00
. DEPOSITORY-FNB CURRENT 20,870.72 8,726.58
REPLACEMENT RESERVE-TCB 10,249.98 5,753.57
OPERATING-TCB 21,741.44 109,089.98
DEPOSITORY-TCB CURRENT 116,512.76 76,952.53
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 169,374.90 200,522.66
NETINCREASE(DECREASE)
T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 277,553.55
SOURCES bF FUNDS:
DECREASE IN PREPAIDS 763.31
DECREASE IN ACCTS RECEIVABLE 6,933.33
TOTAL SOURCES OF FUNDS 285,250.19
USES OF FUNDS:
DECREASE IN SECURITY DEPOSITS 4,788.00
DECREASE IN ACCRUED PAYROLL 728.27
DECREASE IN ACCTS PAYABLE 14,868.15
DECREASE IN DEFERRED DORM REVENUE 63,600.00
INTERCO TRANSFERS 35,899.60
DECREASE IN PROPERTY TAX PAYABLE 4,931.81
INSURANCE SETTLEMENT 41,987.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS 179,013.83
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
� BALANCE AT 08/31/99 BALANCE AT 01/31/00
DEPOSITORY-FNB CURRENT 49,185.66 8,726.58
REPLACEMENT RESERVE-TCB 23,173.24 5,753.57
OPERATING-TCB (43,856.02) 109,089.98
DEPOSITORY-TCB CURRENT 65,783.42 76,952.53
DEPOSITORY-TCB EARLY 0.00 0.00
PETTY CASH 0.00 0.00
TOTALS 94,286.30 200,522.66
NETINCREASE(DECREASE)
4
s
T.S.H.C.-UNIVERSI'fY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 263,932.74
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 6,203.48
INCREASE IN ACCTS PAYABLE 45,629.43
DECREASE IN PREPAI�RENTS(COLONY) 21,600.00
INCREASE IN PROPERTY TAX PAYABLE 11,702.90
INTERCO TRANSFERS 2,z96•19
INCREASE IN SECURITY DEPOSITS 1,765.00
EMPLOYEE ADVANCE 97•26
TOTAL SOURCES OF FUNDS 353,227.00
USES OF FUNDS:
DECREASE IN OTHER PAYABLES 5,912.85
INCREASE IN INVENTORY 5,577.88
INCREASE IN PREPAIDS 237•22
DECREASE IN DEFERRED DORM INCOME 298,141.76
' TOTAL USES OF FUNDS 309,809.71
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 12/31/99 BALANCE AT 07/31/00
DEPOSITORY—FNB CURRENT 73,343.55 33,434.01
DEPOSITORY—FNB EARLY 265.32 2,261.49
REPLACEMENT RESERVE—TCB 364,771.40 384,288.19
OPERATING—TCB 543,725.93 594,714.86
DEPOSITORY—TCB EARLY 120,104.56 (69,741.44)
PETfY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 334,131.14 534,802.08
TOTALS 1,437,941.90 1,481,359.19
NETINCREASE(DECREASE)
T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 1,095,901.45
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE 1,206,773.09
DECREASE IN INVENTORY 6,061.81
DECREASE IN PREPAID RENTS(COLONY) 63,600.00
INCREASE IN SECURIN DEPOSITS 1,702.00
TOTAL SOURCES OF FUNDS 2,374,038.35
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 90,825.97
DECREASE IN ACCRUED PAYROLL 6,656.68
INTERCO TRANSFERS 54,673.16
DECREASE IN�EFERRED SCHOLARSHIP FUND 36,961.00
EMPLOYEE ADVANCE 826.71
INSURANCE SETTLEMENT 26,962.00
DECREASE IN PROPERTY TAX PAYABLE 4,755.09
INCREASE IN PREPAIDS 1,114.18
DECREASE IN DEFERRED DORM INCOME 2,423,343.91
TOTAL USES OF FUNDS 2,646,118.70
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 01J31/00
DEPOSITORY-FNB CURRENT 59,506.42 33,434.01
DEPOSITORY-FNB EARLY 373,733.70 2,261.49
REPLACEMENT RESERVE-TCB 386,453.91 384,288.19
OPERATING-TCB 44,527.54 594,714.86
DEPOSITORY-TCB EARLY 761,352.46 (69,741.44)
PETIY CASH 1,600.00 1,600.00
DEPOSITORY-TCB CURRENT 126,265.51 534,802.08
TOTALS 1,753,439.54 1,481,359.19
NETINCREASE(DECREASE) �
� � i
T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
• AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 11,870.64
SOURCES OF FUNDS:
INCREASE IN ACCTS PAYABLE 6,620.73
INCREASE IN PROPERTY TAX PAYABLE 2,421.92
DECREASE IN DORM RECEIVABLES 16,401.96
TOTAL SOURCES OF FUNDS 37,315.25
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 41,215.18
DECREASE IN OTHER PAYABLES 1,295.68
INTERCO TRANSFER 2�z96•�9
INCREASE IN INVENTORY 836.85
INCREASE IN PREPAIDS 573.42
TOTAL USES OF FUNDS 46,217.32
NET INCREASE(DECREASE)IN CASH _
CASH ACCOUNTS:
BALANCE AT 12/31/99 BALANCE AT 01/31/00
DEPOSITORY-FNB CURRENT 6,897.11 3,937.71
DEPOSITORY-FNB EARLY 2,091.40 2,097.40
REPLACEMENT RESERVE-TCB (343,683.86) (358,683.86)
OPERATING-TCB 185,891.04 234,948.37
DEPOSITORY-TCB CURRENT (101,169.00) (141,169.00)
DEPOSITORY-TCB EARLY 141,999.71 141,999.71
PETTY CASH O.OD 0.00
TOTALS (107,973.60) (116,875.67)
NETINCREASE(DECREASE)
T.S.H.C.-THE FORUM
COMBINE�STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING JANUARY 31,2000
NET INCOME(LOSS)FROM OPERATIONS 11,781.82
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLES 204,411.54
TOTAL SOURCES OF FUNDS 216,193.36
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 18,444.34
DECREASE IN ACCRUED PAYROLL 1,586.51
DECREASE IN PROPERTYTAX PAYABLE 3,104.47
INTERCO TRANSFER 2,296.19
DECREASE IN DEFERRED DORM INCOME 366,634.62
INCREASE IN INVENTORY 3,14821
INSURANCE SETfLEMENT 53,295.00
INCREASE IN PREPAIDS 815.71
TOTAL USES OF FUNDS 449,325.05
NET INCREASE(DECREASE)IN CASH �1� ,,
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 01/31/00
DEPOSITORY-FNB CURRENT 9,058.08 3,937.71
DEPOSITORY-FNB EAR�Y 97,174.68 2,091.40
REPLACEMENT RESERVE-TCB (343,683.86) (358,683.86)
OPERATING-TCB 102,876.41 234,948.37
DEPOSITORY-TCB CURRENT (51,169.00) (141,169.00)
DEPOSITORY-TCB EARLY 301,999.71 141,999.71
PETTY CASH 0.00 0.00
TOTALS 116,256.02 (116,875.67)
, NET INCREASE(DECREASE)
� T.S.H.0-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING DECEMBER 31,1999 '
NET INCOME(LOSS)FROM OPERATIONS 20,777.16
SOURCES OF FUNDS:
� DECREASE IN INVENTORY 1,440.27
INCREASE IN ACCTS PAYABLE 3,535.74
INCREASE IN OTHER PAYABLES 1,295.68
INCREASE IN PROPERTY TAX PAYABLE 2,166.78
DECREASE IN DORM RECEIVABLES 23,453.60
TOTAL SOURCES OF FUNDS 52,669 23
USES OF FUNDS:
DECREASE IN DEFERRED DORM INCOME 84,091.84
DECREASE IN ACCRUED PAYROLL 8,751.99
INCREASE IN PREPAIDS 237.41
TOTAL USES OF FUNDS 93,08124
NET INCREASE(DECREASE)IN CASH 0 _�
CASH ACCOUNTS:
BALANCE AT 11/30/99 BALANCE AT 12/31/99
DEPOSITORY-FNB CURRENT 7,886.91 6,897.11
DEPOSITORY-FNB EARLY 2,091.40 2,091.40
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPERATING-TCB 149,313.25 185,891.04
D EPOS ITO RY-TCB C U RRENT (125,169.00) (101,169.00)
DEPOSITORY-TCB EARLY 241,999.71 141,999.71
PETTY CASH 0.00 0.00
TOTALS (67,561.59) (107,973.60)
,� NET INCREASE(DECREASE) 0
I
' T.S.H.C.-THE FORUM
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING�ECEMBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS (88.82)
SOURCES OF FUNDS:
INCREASE IN OTHER PAYABLES 1,295.68
DECREASE IN DORM RECEIVABLES 188,009.58
TOTAL SOURCES OF FUNDS 189,216.44
USES OF FUNDS:
DECREASE IN ACCTS PAYABLE 25,065.07
DECREASE IN ACCRUED PAYROLL 1,586.51
DECREASE IN PROPERTY TAX PAYABLE 5,526.39
DECREASE IN DEFERRED DORM INCOME 325,419.44
INCREASE IN INVENTORY 2,311.36
INSURANCE SETTLEMENT 53,295.00
INCREASE IN PREPAIDS 24229
TOTAL USES OF FUNDS 413,446.06
NET INCREASE(DECREASE)IN CASH
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 12/31/99
DEPOSITORY-FNB CURRENT 9,058.08 6,897.11
DEPOSITORY-FNB EARLY 97,174.68 2,097.40
REPLACEMENT RESERVE-TCB (343,683.86) (343,683.86)
OPERATING-TCB 102,876.41 185,891.04
DEPOSITORY-TCB CURRENT (51,769.00) (101,169.00)
DEPOSITO RY-TCB EARLY 301,999.71 141,999.71
PETTY CASH 0.00 0.00
TOTALS 116,256.02 (107,973.60)
NET INCREASE(DECREASE)��9��
, T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND ApPLICATIONS OF FUNDS
I FOR THE PERIOD ENDING DECEMBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS
281,942.07
SOURCES OF FUNDS:
DECREASE IN DORM RECEIVABLE
INCREASE IN OTHER PAYABLES 148,327,76
�ECREASE IN PREPAID RENTS(COLONY) 5,912.g5
INCREASE IN PROPERTY TAX pAYABLE 21,600.00
INCREASE IN SECURITY DEPOSITS 15,246.35
� 49�•��
TOTAL SOURCES OF FUN�S
473,519.03
USES OF FUNDS:
DECREASE IN ACCRUED PAYROLL
DECREASE IN ACCTS PAYABLE 28,751.17
INCREASE IN INVENTORY 72,306.75
INTERCO TR,qNSFERS 1,838.00
EMPLOYEE ADVANCE 10,655.D7
INCREASE IN PREPAIDS 923.97
DECREASE IN DEFERRED DORM INCOME 237.19
52�'176•91
TOTAL USES OF FUNDS
635,889.06
NET INCREASE(DECREASE)IN CASH
- _'. A .3
CASH ACCOUNTS:
BALANCE AT 11/30/99 BALANCE AT 12/31/99
DEPOSITORY-FNB CURRENT
DEPOSITORY-FNB EARLY 96.056.56 73,343.55
REPLACEMENT RESERVE-TCB 271'81 265.32
OPERATING-TCB 445,231.31 364,771.40
DEPOSITORY-TCB EARLY 4�9,017.75 543,725.93
PElT1'CASH �19�65927 120,104.56
DEPOSITORY-TCB CURRENT 1�600.OD 1,600.00
528,475.23 334,131.14
TOTALS •
1,600,311.93 1,437,941.90
NET INCREASE(DECREASE) � �p . ,
T.S.H.C.-UNIVERSITY TOWER
COMBINED STATEMENT OF SOURCE
AND AppLICATIONS OF FUNDS
YEAR TO DqTE ENDING DECEMBER 31,lggg
NET INCOME(LOSS)FROM OPERqTIONS
SOURCES OF FUNDS: $31,968.7�
DECREASE IN�ORM RECEIVABLE
�ECREASEININVENTORY
DECREASE IN PREPAID RENTS(COLONY) ��200,569.61
INCREASE IN OTHER PqyqgLES �1,579.69
42,000.00
TOTAL SOURCES OF FUNDS �
USES OF FUNDS: Z,092,030.86
DECREASE IN ACCTS PqyqgLE
DECREASE IN ACCRUED PAYROLL
INTERCO TRqNSFERS 136,455.40
INCREASE IN DEFERRED SCHOI.ARSHIP FUND 6,656.68
EMPLOYEE ADVANCE 56,969.35
INSUR,4NCE SEi�'LEMENT 36,961.00
DECREASE IN SECURITY DEPOSITS 923.97
DECREASE IN PROPERTY TP,)(pqyqgLE 26,962.00
INCREASE IN PREPAIDS 63.00
DECREASE IN DEFERRED DORM INCOME 16,457.99
876.96
TOTAL USES OF FUNDS 2���
' NET INCREASE(DECREASEJ IN CASH 2'4��'S2�'S�
-�Y�i�
CASH ACCOUNTS:
BALANCE AT 08/31/9g Bql_,qNCE AT 12/3��gg
DEPOSITORY-FNB CURRENT
DEPOSITORY-FNB EqR�y 59,506.42
REPLqCEMENT RESERVE-TCB 373,733.70 ' �3,343.55
OPERATING-TCB 386,453.91 z65.32
DEPOSITORY-TCB EARLY 44,527.5q 364,771.40
PE�f1Y CASH 761,352.46 543,725.93
DEPOSITORY-TCB CURRENT ��600.00 1za.104.56
126,265.51 1,600.00
TOTAI.S 334,131.14
1,753,439.54
1,437,941.g0
NETINCREASE(DECREASE) g�
;
T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
YEAR TO DATE ENDING DECEMBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 210,152.61
SOURCES OF FUNDS:
DECREASE IN ACCTS RECEIVABLE 12,996.37
TOTAL SOURCES OF FUNDS 223,148.98
USES OF FUNDS:
DECREASE IN SECURITY DEPOSITS 2,688.00
DECREASE IN ACCRUED PAYROLL 72g,2�
INCREASE IN ACCTS PAYABLE 7,710.10
DECREASE IN DEFERRED DORM REVENUE 42,000.00
INTERCO TRANSFERS 27,051.36
DECREASE IN PROPERTY TAX PAYABLE 13,479.28
INCREASE IN PREPAIDS 205.37
INSURANCE SETTLEMENT 41,987.00
INCREASE IN DEFERRED SCHOLARSHIP FUND 12,211.00
TOTAL USES OF FUNDS ' 148,060.38
NET INCREASE(DECREASE)IN CASH �;,,Q_ �60�
CASH ACCOUNTS:
BALANCE AT 08/31/99 BALANCE AT 12/31/99
DEPOSITORY-FNB CURRENT 49,185.66 20,870.72
REPLACEMENT RESERVE-TCB 23,173.24 10,249.98
OPERATING-TCB (43,856.02) 21,741.44
DEPOSITORY-TCB CURRENT 65,783.42 116,512.76
DEPOSITORY-TCB EARLY 0.00 . 0.00
PETTY CASH 0.00 0.00
TOTALS 94,286.3D 169,374.90
NET INCREASE(DECREASE) �(�,�,88�0�
' T.S.H.C.-COLONY APARTMENTS
COMBINED STATEMENT OF SOURCE
AND APPLICATIONS OF FUNDS
FOR THE PERIOD ENDING DECEMBER 31,1999
NET INCOME(LOSS)FROM OPERATIONS 58,684.51
SOURCES OF FUNDS:
DECREASE IN ACCTS RECEIVABLE 25,692.64
INTERCO TRANSFERS 206.06
INCREASE IN PROPERTY TAX PAYABLE 13,756.65
INCREASE IN SECURITY DEPOSITS 275.00
TOTAL SOURCES OF FUNDS 98,614.86
USES OF FUNDS:
INCREASE IN PREPAIDS 52.83
DECREASE IN ACCTS PAYABLE 15,128.12
DECREASE IN ACCRUED PAYROLL 1,974.59
DECREASE IN DEFERRED DORM REVENUE 21,600.00
TOTAL USES OF FUNDS 38,755.54
NET INCREASE(DECREASE)IN CASH ( 59,_ 9.3
CASH ACCOUNTS:
BALANCE AT 11/30/99 BALANCE AT 12/31/99
' DEPOSITORY-FNB CURRENT 4,556.82 20,870.72
REPLACEMENT RESERVE-TCB 24,734.67 10,249.98
OPERATING-TCB 28,208.73 21,741.44
DEPOSITORY-TCB CURRENT 52,015.36 116,512.76
DEPOSITORY-TCB EARLY 0.00 O.DO
PETTY CASH 0.00 0.00
TOTALS 109,515.58 169,374.90
NET INCREASE(DECREASE)�59 .5�__
�
/
�
/
4
� r�r�
STUDENT LETfERS 2000-01 ;
� i
Acceptan Spring 1st letter 2nd lette 3rd letter4th letter! Fall Renewall
Final 1 �Semester Request I
Grades ; Grades
1997 Winners � � � �
A&M Students ' i '
Staci Rankin 5/18' 8/31 '
Thomas Smith 5/26 yes 10/2 �
Christopher Wells � ' �
UT Students I �
R an Koons � 6/12 yes
' ! '
1998 Winners ,
I
Kendrick Arnett 6/5 yes ' ;
Jeff Bingham 6/5 yes 8/30 ' �
�� Kellie Frame 5/25 yes 8/20 10/25 i �
Susan Irvine 5/18 yes 8/22 ' �
Jennifer Patterso 6/15 es 9/1 I I
Jeremy Steinme 5l25 es 9/7
Cale Weiborn 5/7 es 8/22 j i
, � i � � �
1999 Winners i ;
Loren Bar6er 6/4 es 8/10 10/31 ,
Valleri Bullard 5/29 es 10/30 I
John Conrad 6/6 es
Benjamin Getter 5/26 yes 8/i6
Jennifer Jahnston 7/8 es 8/26
Lauren Klinger 5/25 es 8/21
R an Nolen 6/4 es
Craig Odom yes 8/25 I I
2000 Winners .
Denise Dempsey 5/4 10/17
Bryan Holtr 5/2 8/25 '
Brandon Johnson 4/4 8/30
Sean Leonard 8/22
Ben Kixmiller 5/1 8/19 I j
Jimmy Moffett 5/2 8/27 ;
Emily Simmons 4/3 8/22 i j
—+----
Carl Weber 5/1 I , i I i
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3007 Lake Drive
Southlake,Texas 76092-2956
June5,2000
Mr.Jim Carter
President,Texas Student Housing Corporation '
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Mr.Carter:
Thank you for inviting me to the annual Texas Student Housing Corporation scholarship reception. It
was very nice to see everyone again. Tt is truly an honor to be the first graduate of the scholarship
program. I am excited abou[recently graduating from Texas A&M University(WHOOP!).
I am looking foeward to my opportunities as an employee with The Associates Medium Duty Truck
Division. I will be working with various credit areas in Las Colinas and[rving.
Thank you again for allowing me to attend Texas A&M University on the Texas Student Housing �
Corporation scholarship. It would have been very difficult for me to attend four full years at Texas A&M
Universiry without it. My parents"thank you"too!
Please let me know if I can ever be of fuRher assistance to you. I can be reached at the above address or
� at(817)481-6777. Thank you again.
Gig'em,
C�(,�.Q� `�l�'l`��ccti ;
Jill A.McKean ;
Texas iA&M University,Class of 2000 ;
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October 29,2000 • �
Mr.Jim Carter
Texas Student Housing Corporation
3 Village Circle,Suite 207 ,
Westlake,Texas 76262
Dear Mr.Carter:
We wanted to drop you a line to let you know how much we as parents �
appreciate the scholarship you awarded to our daughter,Denise Dempsey.
As much as we appreciate the financial benefit your scholarship provides
(incredible room,board,and meals),we also appreciate the recognition of
Denise's hard work and accomplishments in high school.
Denise is experiencing the ups and downs of her first college semester. She
is taking some very hard courses(Honors Calculus for Engineers,
Chemistry,Genetics,and Introduction to Engineering),and is finding out
that college professors don't do much coddling. She started the semester as
a Bio-medical engineering student,but recently changed to Genetics. She
quickly learned that engineering was not her passion. We're excited that she
has found a church to attend,and that there are many other Keller students ,
that she bumps into from time to time. Of course,since Denise is our oldest,
we are especially glad that she has come home a couple of times since the
beginning of the semester.
r
Agaui,thank you for your dedication to students in general and to our �
daughter in particular.
Sincerely, •
� � �� s�� ,
Jim and Gail Dempsey
414 Beverly
Keller,TX 76248 ,
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Rt. 1 Box 394
Argyle,TX 76226
130C Meadowlands Dr.
College Station,TX 77840
. October3l,2000
Texas Student Housing
3 Viilage Circie,Suite 207
Westlake,TX 76262
DearMr.Carterand Board Members:
This letter is a midterm update on my progress at A & M. I am
currently taking 13 hours,as well as work 20 hours a week,involved in a sorority and
am still with TAMU Mountain Sports.
My classes are going okay, I have enclosed a copy of my midterm grades
that I printed from bonfire. I hope to improve these grades by my ne�round of test. I
am taking organic chemistry, calcuius, food toxicology, management and a lab. I
work at the Center for Orthopedic Specialties,which is great experience for me since
I am a pre-med major. 'I aiso pledged Kappa Delta and am enjoying being involved
with 260 other wonderful girls. I am now the Public Relations Officer for the TAMU
` Mountain Sports Club and am in charge of flyer production as well as ail other ads
# we post. We are planning a trip for this Christmas Break to Steamboat,CO.
4 I hope this letter finds you ail in good health and spirits. Thank you again for
� this most gracious gift.
Respectfully yours,
li����
Loren Barber
'Please noGce my address change.
ENTER Y TO RETURN TO MAIN MENU �
813 GRADE DISPLAY U2 BIML BARBER, LOREN MICKELLE
PIN: SID: TERM: 20 OOC GRADES: M RETURN TO MAIN MENU (Y)
------ --------- ----»» PRESS PF2 FOR HELP ««----
FALL SEMESTER 2000 MID TERM GRADES T MAINT
COURSE TITLE COURSE ZD GRADE Q A-HRS P-HRS PTS ABS Y DATE
ORGANIC CHEMISTRY I CHEM-227-508 C 3.0 3.0 6.0 001016
ORGANIC CHEMISTRY LAB CHEM-237-545 B 1.0 1.0 3.0 001016
MATH CONCEPTS CALCULUS MATH-131-505 A 3.0 3.0 12.0 001016
BUSINESS GOVT & SOCIETY MGMT-209-500 C 3.0 3.0 6.0 001016
FOOD TOXICOLOGY & SAFETY VAPH-904-500 B 3.0 3.0 9.0 001016
TERM GPR: OOC 2.769 13.0 13.0 36.0
CURRENT CUMULATZVE GPR: OOC 3.185 27.0 27.0 86.0
TOTAL TRANS HOURS: 9.0
TOTAL HOURS: 36.0 CURRENT GRADE POZNT 2.0 VARIANCE: +32
�
May 18,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Texas Student Housing Board,
I want to thank you for the renewal of my housing scholarship. This scholarship
has been a great help to myself and my parents. It has really helped to put me
through college and I appreciate it more then you will ever know. Again I thank
you and I accept the renewal of the scholarship.
Sincerely,
/�.�,�Gl/E1' O�Z�Qi .
� Susan Irvine .
Class of'02
. ,
�
Benjamin Kixmiller
1640 Gibbons Rd.S.
Bartonville,TX 76226
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
RE Texas Student Housing Corporation Scholarship
Deaz Mr.CaRer,
I would like to thank the Texas Student Housing Corporation for the scholarship.
� I graciously acceptthe scholarship.
I have every intention to become one of the best students at Texas A&M University.
Through hard work and commitment,I will be able to achieve one of my life long goals.
Thank you again for allowing me the opportunity to follow my dream.
Sincerely,
Benjamin I xmiller .
_. __ i
May 4,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Ms.Ginger Crosswy,
I want to thank you for awazding me a Texas Student Housing Corporation scholazship for 2000.
I am very much looking forwazd to attending Texas A&M University this fall. I have decided to
accept your scholazship in order that I might live in University Tower. The scholazship will help
me tremendously with keeping my Gving expenses to a minimum. I am extremely excited about
living at University Tower this fall;I know I will tiave a wonderful time.
As I have already responded,my pazents and I plan to attend the reception for the scholarship
recipients later this spring.
Thank you again for your continued efforts to help college students attend and enjoy Texas A&M
� University.
Sincerely, �
��
enise Dempsey �
414 Beverly Street
Keller,Texas 76248
(817)379-6861
�- !
May 2,2000
Texas Student�Iousing Corporation
Town of Westlake
Westlake,Texas 76262
Dear Board of Directors:
Please accept my sincere thanks for selecting me as a recipient of the Texas
Student Housing Corporation Academic Scholarship. It is with great
pleasure that I am writing to confirm my acceptance of this scholarship. [
am looking forward to meeting you and thanking you in person at the
reception in June. I will correspond with you throughout my years at Texas
A&M sharing with you about my progress and student involvement. Again,
please accept my sincere appreciation and thanks for the your scholarship.
Si cerely,
��. Nl��
Jimmy R.Moffett
•.e..w.e.�....�.w.. . ----. �.e_ 1
May 2,2000
Deaz Texas Student Housing Corporation;
I would like to thank you for awarding me with such a fine scholarship!I am
going to accept the scholarship and will be attending Texas A&M University.I am
majoring in Chemistry and a minor in Biology.Once I again I would like to thank you for
this scholarslup,and I wiil be accepting it!
Sincerely,
Bryan Hokz
�� �l�
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�Ll G-�yMoo. ��
Sotif�f4�� Tk
May t,2000
Carl Thomas Weber III
7913 Waterside Trail
Fort Worth,TX 76137
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Mr.Carter and Scholarship Board,
I wish to respectfiilly accept your gracious offer of your scholarship. I have wanted to
attend Te�tas A&M for most of my life,and this scholarship makes that goa!even more
within reach.
I am looking forward to going to the reception. I believe that it will be very good for me
to meet the other people going to Te�cas A&M. Also,it will be a privilege to meet the
board that selected me for this scholarship
Thank you once again,
. �-i.� � v'���
Carl T.Weber III
April 3, 2000
Dear Mr. Carter,
Thank you for selecting me for the Texas Siudent
Housing Scholarship. I graciously accept the offer for
room and board at Texas A&M. I'm looking forward to
� attending college in the fall.
Sincerely,
�rn�tik ��.�1'l.Q�
U
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::��t� ' Dear_�1vlr:Caiter' ;��' '.�•,.!':Fr" �� �r'' 'f��a�i'�t;,'.��•?,> ' . . ...
„�"y" . , ,rt'i'r .�4::. r ' �.��' r IL�+:, . , , _ s�,._:
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• I would like to tUank you ani�the''other'members ofthe'Bo&rd onde again for renewing � , ; :::';�,,��:�,;,
.L.: . .. - : i`'•a•.g..
, my scholarship,at the Fonuri for:the:2000-2001 school year.'It s Ama�;ng to think that . �,.•
y', '° ' !••: ��,'Sh'1t
. this is already my fourtti year�at��Texas A&1vI LTniyersity'and my fuial year to live at the . .,,r,.�
' - FOrum.. .r + .. .""•'' ., . . .. .. •
` I am spending the majority of my summer working as an intern for HKS Architects in
Dallas. I could'not have asked for a be�ter opportunity tUan the chance to live out a
dream. Right`now;I'm currently working on some of the constriiction documents for the .
new Dallas Mavericks and Dallas Stars azea I've always wanted to design sports_,: � •
� � facilities�andl'm getting a chance to work on a$380 million project as my first " , • �
' production work ever!•I never could have ever imagined loving a job so much and being -
• so excited about getting up each iporning to go to work(I'could care less about tr�c in ' ..
- "" ' , the afteinoori O)_�;As'for'vacation time,I will be'visiting Canto'"n;Ohio,with a friend to • ��t;,,'
:,:_;�„r'J _, _ . _ . . ..
� witness`Joe Montanas�inductiou into the football Iiall'ofFa'me;Iwill aLso be:visiting� ' ' �
� Y„ �San AnYonio�aitli'my girlfriend and her family.along with'seeing a�few conceits in �, �,'•`�;,.-
+•'s�.: •'._S.: ,•. , r .. . . .- �:.}7;: " .,'
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GRADEREPORT i
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.��__- - ------ - -------- -- -----�- --- -�-_ i
�
- �f
To Whom it May Concem,
I am writing to give a report of my academic records for the past semester. I£eel that,as I come
closer to finishing my degree,certain aspects o£my life have become clearer while others are presenting
themselves for the first time. Surely I have much more to leam,but I feel that my experiences at the
University of Texas have prepared me for a life outside of school,however faz off that might seem. In any
case,I can say with ceRainty that this past year has been the most challenging and at the same time most
rewarding,time in my academic career.
I am working on eaming my degree in EngGsh along with working toward a Business Foundations
certificate,both of which I hope to complete within the next year. I am also planning a trip ro Europe for
the summer,during which I will be taking an English clazs at Brasenose College in Oxford. I have been
hoping to make this trip for the majority of my time at the University and am tnily excited that everything
has finally come together to allow me to take advantage of this wonderful opportunity. Upon coming home
6rom Europe I plan to retum to Austin for the fall semester and my senior year.
� Circumstances sucrounding the death of my gandfather and friend Chad Powell put quite a damper
on much of my time in Austin during the past year. I believe the struggles I endured during these times has
helped me become a more secure person,and has also helped me to appreciate the people with whom I
associate on a daily basis. In all,I'd have to agree with the old maxim`thai which doesn't kill me will only
make me stronger.' After a period of grief I feel that I have returned to my life with a new sense of purpose
and perseverance.
This year I have maintained a grade point average of 3.5,bringing my cumulative average to
approximately 3.75. I have taken a number of business classes most of wfilch were rather foreign to me at
the outset,but became increasingly interesting as I began to grasp their concepts. I t�ave also been hard at
work to complete my English degree,taking classes in creative writing as well as cultural studies. Last
semester I tried out of the University watervskiing team,and am looking fonvard to trying out again next
� year. I worked part time foT an audiology research company in order to pay my bills and save for my trip ' �
this summer. I am looking fonvard to living at Madison again and I thank you for this wonderCul
.N_._.------'
opportunity that you have given me: , - - -
ti� �
"n ely
� Ry oon
t��,,':
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TO• COLLEGE
130855HADYN`NASIEL
KELLER TX �6248 LIBERAI ARTS
MAJOR
39300
COURSE COURSE DESCRIPTION UNI�UE HOURS GqqDE GRADE
DEPT NUMBER SECTION CAEDIT POINTS
MAN 320F FOUN�S OF ORG BEHAV AND AOMIN 02955 3 Q �z
LE8 320F FOUNOS OF LEGAL ENVIR OF BUSN 03415 3 4 OZ
E 3Z5 1-CREATIVE WRITING: FICTION-W 30565 3
E �3B AMER LIT: FROM 1865 TO PRESENT 30675 3 8 �9
HOURS GPA HOURS GRADE GRADEPOINT
. TOTALS UN�ERTAKEN HOURS PASSED PO�NTS � A�RA�F
HOURS TRANSFERRED 3 �
' PREVIOUS UT WORK 95 76 95 289 3.H02
CURRENT SEM WORK 72 72 12 42 3.500
TOTALAUTV+ TRANSRK �07Q 88 107 331 3.761
. ••v •
-• '_ Questions regarding a specific�rade should be directed to the instructor of the course. Quesc�ons regarding
�• schoiastu pfalration or 3ismtssaf shauld be addressed to your dean.Any other question regard�ng[his grade report
should be directed to t}ty'.�S[{ce ot the Reg�strar in person or by telephone between 8:00 a.m.and 5:00 p.m.�tonday
through Friday at 512l47�`7�44.Requests Cor transcripts and other questions of the OfEice oC the Registrar should 6e
1� : directed to 512I475-75��.«:a_. -
. � NotiCy the Office of Lhe Re�strar in writing ot any change in your local or permanent address or telephone number.
. In compLance with the Federal Student R�ght to Know and Campus Secutity Act,information regardmg graduauon
• !• rates and crime statistics may be obtained through the Of£ice of Admissions.
,,: , '
t '
. � — .�a�srat
_.�w„. 3
---- j
�
June I5,2000
To Whom It May Concem: •
I am writing to accept your scholarship offer for the coming yeaz and to show my great appreciation for
your continuing support. I am working for the summer as a full-time teller at Texas Bank in Grapevine,
which I►ove. I am also taking an accounting class at Tarrant County College in the evenings.This class
seems to be going very well. I have scored high A's on the first two tests.
I have enclosed a copy of my current A&M transcript. As I told you in previous correspondence,I have
changed my major from Mathematics to Economics with minor in Business. I am very happy about this
change. Unfortunately,I had a very difl'icult time in Calculus III and did not pass this course. However,I
did do very well in my other classes. I cucrently have a cumulative GPR of 2.750 with a total of 61 hours.
• This classifies me'as a Junior and means I am still on track to gcadua[e on time,in May of 2002.
Thank you agairi for your financial suppoR through my college experience. I wouldn't be able to do i[
without you. �
Sincerely,
Jennifer Patterson
- -- -- " College Station,v Texas• 77843?y " ` ,� . > " ;
Neme: PATTFRSON.JENMIIFFIi MARIE Date ot Birth:03/03/Bp
SIU:452-95-6057 Pl�ee of Birth: POMWC.MICHIGAN
Course- Desaiptlan • Grade Hn GPte CouRa• Desaiptlon Grede Hrs GPis
Uf�t�ERGRAWATE TRANSFER CRmR•
BLINN COLLEGE 7
TARRAM GOUNTY JR COLLEGE 6
TRANSFER CREDIT TOTAL 13
FALL SEMESTER 1998 '
�SYC-107 INTRO TO PSYCHOLOGY C 3 6
:HEM-101 FUNO OF CHEMISTHY I A 4 76
<INE-199 BOWLING /.' 1 4
AaTH-171H ANALYTIC GEOM &CALC B 4 12
NNNS PHN9 AHPS 6PT5 6Pft
SEMESTER TOTAL 12 12 72 38 3.166
SPRING SEMESTER 1995
dATH-172H CALCULUS n (4) 0
<INE-ts9 COUNTRY/WESTERN-FEMALE A 7 4
�HEM-102 FUNO OF CHEMISTpY II C 4 ' 8
iIST-106. HISTORY OFTHE•U S . ,C 3 I -6
.rnC-iiL rn'vunASriAiin'rGl �i i�• . ,
pI1p5 PHXS AjflS 6PT5 ,6PA
SEMESTER TOTAL 16 12 Y2 30 Z500
' � FALL SEMESTER 1999
:PSC-206 STHUCTURED PROG IN C B 4 12
iPAN-f02, BEGINNING SPANISH II 8 4 12
NATH-172 CALCULUS � 8 4 12
' ' NHftS PHNS AN85 6PT5 6Pfl
• SEMESTER TOTAL 72 12 12 38 3A00
SPRING SEMEST�t 2000
iPAN-201 INTEAMEOIATE SPAN I 8 3 9
ea7H-221 SEY VAR�ABLE CALCULUS F (4) 0
STAT-217 PRIN�OF STATISTICS I 6 3 9
SCON-202 PRlN OF ECONOMICS A 3 12 _..
�DLS-207' STATE'&-LOCAL GOVT 8 s 9
;,'� " � � �.; flNHS PHAS AHflS 6PT5 6Pfl .
_„'�i':' SEMESTER`TOTAL t6 12 76 39 Z�37
. _:: UNDERGRAD TOTALS 56 61 52 143 2750
•�END.OF ACAOEMIC.RECORD
z•� .
. - . . I
Slo/em 1�1.gs/yuClag anleas e1�ar�W rtKad.Not��alllcl�l
JENNIFER MARIE PATTERSON v.nur�v�R+nar iaprinu�w�.ol�i�.n aaw unhan�ry.ea�iynnan
132 SIOUX ST . al nylmv:T���n<oN m�y aat 6�rdasd or.wi�erred m�ey
' KELLER TX 76218-2K1 014�(P�nn..�gaq ar,pmy rimom�ro�wd�Pt wrlaen•comen.
1 OF t
06/O6/00
.. OFRC�e1
'- ... ACA�EMIC.RECORD
i
3
I�
May 25,2000
Texas Student Housing Corporation
3 Viliage Circle
Suite 207 Solana �
Westlake,TX 76262
Dear members of the board,
Attached is a copy of my grades and in my honors economics class International
Integration I received an A,in business computer class I earned a S,an A in bowling,and
I took my country and western dancing class I took pass/fail and passed it. I want to say
again thank so much for renewing the scholarship in spite of ine falling behind&om
dropping 2 classes. This summ I am talting 10 hours to try to catch back up.
Thanks a sin,
J emy � te yer �1—
�
. . , . . . �-;;`;�
�
4
GHA�E REPORT i
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Cale Welborn
5225 Ash River Rd.
Fort Worth,TX 76137
January 7,2000
Texas Student Housing Corporation
3 Village Cirde,Ste. 207 Solana
Westlake,TX 76262
Dear Texas Student Housing Corporation:
I would like to take this opportunity to thank all of you board members for once again
renewing my scholarship. 1 accept the scholarship wholeheartedly and cannot thank you
ertougfr ior bestowing it upon me in the first place. I have included a copy of my grades
from the spring semester along with this le$ter,and I hope to see all of you at the reception
on June 4"'so that I can thank all of you in person. Once again thanks and God bless.
Sincerely,
l.�' "v�_ '
Cale Welbom� -
P.S. I have a new home address which is written in the top right comer,so you can update
your recards.
�
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GFiADE REPORT
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May 22,2000 ,
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westiake,Texas 76262
Dear Texas Student Housing Board,
I want to again take this opportunity to thank you for giving me the opportunity to
live at University Towers. I have excellent news that 1 hope you will like to hear.
I got a 4.0 this semester! After my first year in college I was sure that I was
destined to receive only B's.in all of my classes. I was sure that after getting a B
in every class for a whole year that I was only capable of getting B's through
college. I never would have thought that I would be able to get a 4.0 just a short
year later. It was not very easy and I admit it took a lot of work but it is worth it.
The night I got back from college someone jokingly asked me if I got all A's. It
felt so good to actually just smile and nod. Now that 1 know I can do it hopefuily it
won't be too hard to continue getting A's.
1 truly think that my activities helped me to get my grades. I have found that the
busier I am the better my grades get. This semester definitely proved my theory
correct. The Aggie Dance Team kept me incredibly busy. Not only did we have
practice every day for two hours but we also went to Dallas every Sunday for
practice. I have never had so much fun. It was really hard work but it was worth .
it. I also spent 5 hours a week in an actual elementary classroom. That was ,
such a wonderful experience. 4 of the hours were through two of my elementary
education classes but the other hour was volunteering for HOSTS which is where
I tutored a 4th grade student. It was a lot of fun and I learned a lot. It was a
great semester!
I want to thank you again for giving me this scholarship. It has really made a
difference in my college life and I appreciate it very much. I thank you again.
Sincerely,
��, " ���y
Susan Irvine
Class of'02 �
. __..___ ._ s
�'�__ _ . •
�I
. + GRADEflEPORT
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i
• �- Kellie Frame �
554 Indian Creek
Trophy Club,TX 76262
(817)430-3061
GoalieNW@aol.cam
Thursday,May 25,2000
Texas Student Housing Corporation
3 V'illage Circle Suite 207
Wesflake,TX 76262
Dear Mr.Carter&Texas Student Housing Corporation:
Howdy again! Thank you for renewing my scholarship. I'm very happy to accept it again for next
year. Enclosed is a copy of my grades from the Spring semester 2000.
Thank you,
���e��G���.�Z-��
Kellie Frame
Enclosure
i
' ^uR0.CE AEf%ORT
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June 5, 2000
Mr. Jim Carter, President
Texas Student Housing Corporation
3 Village Circle, Suite 207
Westlake, Texas 76262
Dear Mr. Carter,
Thank you so much Eor your consideration in renewing my scholarship
from the Texas Student Housing Corporation for the 2000-2001 school
year. I'm incredibly grateful to you and the rest of the Housing
Corporation for your generosity; without the housing scholarship it
would be next to impossible for me to continue my education at Texas
A&M.
My spring semester was pretty busy, but I £eel like I was quite
productive nonetheless. I continued to work 12-15 hours a week at the
Student Computing Center, and I was enrolled in calculus III,
chemistry, microeconomics, and state & local government. 2 enjoyed my
classes, especially chemistry and economics. .Both are proving to be
very practical outside of the academic environment, which 2 find quite
rewarding.
It was great to visit with you and the other members of the Housing
Corporation on June 4ih, and it was nice to meet the new recipients o£
the housing scholarship as well.
I plan on returning to my summer job at RIVA Technologies this week.
I'll be involved in programming several different training materials
for Microsoft certification tests. I'm always excited when I'm
involved in real-world experience relating tq the degree I'm seeking.
I'm also planning to take a physics course (electricity & magnetism) ,
at the University of North Texas during the second summer session;
that should-be an interesting class.
�I've enclosed a copy of my grades for the spring semester. Thank you
again for your generosity in renewing my housing scholarship!
Yours truly,
Kendrick M. Arnett
311 Eastwood Drive
Keller, Texas 76248
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800 Stratford Drive
Southlake,Texas 76092
June 5,2000
Texas Student Housing Corporation_ �
3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Mr.Carter and the Boazd,
Thank you for renewing my housing scholarship. I gratefully accept the award. This summer I
am working for Verizon Wireless(formerly PrimeCo PCS),playing ice hockey,exercising at the
gym,and hanging out with my fellow Fish Camp counselors. Enclosed are my grades for the
spring 2000 semester.
Sincerely,
�e��'��-~
Jeff Bingham
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T7EFFREY� BINGHAn` ' eRENHAM,
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SOUTHLAKE, TX 7G04� 4,00
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June 4,2000
Texas SWdent Housing Corporation
3 V�llage Circle,Suite 207
Westlake,TX 76262
Dear Members of the Boa�d,
I would like to take this opportunity to Qiank you very much for the renewal of my housing scholarship at �
the University Tower. I am extremely grateful to once again tiave the bulk of my college expenses paid for �
and will do whatever it takes to exemplify in my collegiate ac�ddemic efforts what tlus scholuship stands
for. L do aocept the renewal of my scholarsl�ip and look fornud to visiting wi[h you today at the reception.
Thatik� /� _
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Ryan Nolen
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7uly 8,2000
Board of Directors
Texas Student Housing Corp.Academic Scholarships
3 Village Circle
Suite 207
Westlake T'X 76262
Dear Board of D'uectors,
Thauk you very much for the renewal o£my scholarship. I am looking forward to
staying at University Tower again this yeaz•I made many friends at the Tower,several of
which will be retuming to stay there again. I also know a couple of soon to be&eshman
who will be staying there. Both of wluch came down to visit and were so impressed with
A&M t6at they decided to come here for college. It will be nice knowing people before I
go down to college this fall.Having friends and a nice place to stay will take much of the
anxiety out of going back to school.
The rest of the spring semester was rather uneventful. I studied a lot and was able
to achieve another 4.0. Although I am proud of this accomplishment,I have decided that
there is a lot more to college than grades. During the fall semester I will try to maintain a
• 4.0 but I am going to try not to make it a top priority and get all stressed out when my
grades tend to fall. I want to get more involved on campus and really enjoy my college
yeazs. I can barely believe that a year has already past. In only a few more I will be out
in the"real world"with a real job. It is a very scary thought since I doa't even Imow
what I want to major in. I am technically stIll in aerospace engineering,but I lmow that is
• not what I want to do. The only problem is that I don't lrnow what I want to switch into.
I like engineering,but it is a rather impersonal profession You never work with the
people;you just plan and build things for them I don't lmow if I would like that. I have
always striven to help people and while I would be technically helping while being and
engineer,I don't know if that is where my heart is.
I have had a very busy summer so far,wlrich is why I did not write sooner and I
apologize. I am again working two jobs to make tuition money. I a�n working as a camp
counselor/cashier for the City of Coppell during the week and as a banquet server for the
Marriott in Solana on the weekends. I enjoy both jobs. I like working with the children �
at camp. I really feel like I am helping them and making a difference in some of their
lives. I like the Marriott aLso mainly because it give me a break from the kids,(it takes a
lot of patience to work with them everyday)and I have met a lot of interesting people
both who work there and who come to the hotel for their banquet. Having two jobs
means that I usually work between fifty and sixty hours a week. I just got done working
14 days in a row. It is kind of tiring since the kids wear me out during the week,and
serving banquets is physically exhausting having to carry the trays and such,but I like to
be busy,and the money is much needed for schooL Thank you for all your support.
Sincerely,
J 'er Johnston
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PO Box 394
Argyle,TX 76226
' June 4,2000
Texas Student Housing Corp.
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter and Texas Student Housing Boazd Members:
This letter is concerning the acceptance of the housing scholarship for
the 2000-01 academic school year. I will gratefully accept this award. I
would like to take this opportunity to thank you for this enormously offer.
I would also like to inform you again that I have decided to upgrade to
the fourplexes at the towers. I am currently taking care of the requirements.
This semester I improved my GPA and would like to inform you that I
was presented with the award of being on the Distinguished Student List for
Biomedical Science this semester. I have enclosed a copy of my grades as
you have requested and a copy of my transcript. I will also send a letter
toward the end of the summer with my goals and the events that occurred `
over the break. Thank you again for your generosity.
Respe y yours,
/ ii��� .
Loren Barber
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August 25,2000
To the Board of the TSHC: �
My summer went very according to what I had planned. My first two
months I worked on my cars which is my hobby. I have a 1949 Chevy%z ton
and a 1977 Pontiac Firebird. Those are my pride and joy,my babies. The
next two months I worked at Auto Zone paying for my expensive hobby. At
the end of the summer I visited my mother in Georgia. I assisted her in
training her horses on her 21 acres. I also worked on her cazs but not for joy,
it was for.functionality. I just retwned yesterday and akeady I'm packing to
go to A&M tomorrow morning. I am taking my Firebird down there
. because for one thing its working and driveable,and the other I like it better
• than my Ford Escort which is my daily driver.
The courses that I am taking this year are Engr 112,Phys 208,Math 253,
Inen 303,and Engl 104. It looks like a pretty rough schedule,but I am
certain that I have worked out all the bugs. I have 15 hours this semester
which means it is really 45 hours,so I can work with that. Well,I hope that
my roommate is compatible with me,good luck shines on me! Thank you
for the scholarship and I look forward to spending another year at University
Tower!
Sincerely,
� `.``..._
Craig Odom
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i
�
May 18,2000
Texas Student Housing Corporation
- 3 Village Circle, Suite 207
Westlake,Texas 76262
Dear Texas Student Housing Board,
I want to thank you for the renewal of my housing scholarship. This scholarship
has been a great help to myself and my parents. It has really helped to put me
through college and I appreciate it more then you will ever know. Again I thank
you and 1 accept the renewal of the scholarship.
Sincerely,
Q�.u/�Ll/rL' �)Z�IY�'��L..
Susan Irvine . �
Class of'02
S
Benjamin Kixmiller
1640 Gibbons Rd.S.
Bartonville,TX 76226
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
RE Texas Student Housing Corporation Scholarship
Dear Mr.Carter,
I would like to thank the Texas Student Housing Corporation for the scholarship.
I graciously acceptthe scholarship.
I have every intention to become one of[he best smdents at Texas A&M University.
Through hard work and commitmen[,I will be able to achieve one of my life long goals.
Thank you again for allowing me the opportunity to follow my dream.
Sincerely,
Benjamin I xmiller
i
May 4,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
, •• Dear Ms.Ginger Crosswy,
I want to thank you for awarding me a Texas Student Housing Corporation scholazship for 2000.
I am very much looking forwazd to attending Texas A&M University this fafl. I have decided to
accept your scholazship in order that I might live in University Tower. The scholarship will help
me tremendously with keeping my living expenses to a minimum. I am extremely excited about
living at University Tower this fall;I know I will have a wonderful time.
As I have already responded,my pazents and I plan to attend the reception for the scholazship
recipients later this spring.
Thank you again for your continued efforts to help college students attend and enjoy Texas A&M
University.
Sincerely,
1.����
enise Dempsey �
414 Beverly Street
Keller,Texas 76248
(817)379-6861
i�
■
May 2,2000
Texas Student�Iousing Corporation
Town of Westlake
Westlake,Texas 76262
Dear Board of Directors:
Please accept my sincere thanks for selecting me as a recipient of the Texas
Student Housing Corporation Academic Scholarship. It is with great
pleasure that I am writing to confirm my acceptance of this scholarship. [
am looking forward to meeting you and thanking you in person at the
reception in June. I will correspond with you throughout my years at Texas
A&M sharing with you about my progress and student involvement. Again,
please accept my sincere appreciation and thanks for the your scholarship.
Si cerely,
�,�. Nr��-
Jimmy R. Moffett
�, a
3
May 2,2000
Dear Texas Student Housing Corporation;
I would(ike to thank you for awazding me with such a fine scholazship!I am
going to accept the scholarship and will be attending Texas A&M University.I am
majoring in Chemistry and a minor in Biology.Once I again I would like to thank you for
this scholarship,and I will be accepting it!
Sincerely,
Bryan Holtz
�.�.�." ���`-�'
��l�)- Zi 1 —Ltis y
�Zl G�eyMoo. �J
So�„��4��, Tk
�
�
May 1,200o
Carl Thomas Weber III
7913 Waterside Trail
Fort Worth,TX 76137
Texas Student Housing Corporation
� 3 Village Circle,Suite 207
Westlake,Texas 76262
Dear Mr.Carter and Scho(arship Board,
I wish to respectfulty accept your gacious offer of your scholarship. I have wanted to
attend Texas A&M for most of my life,and this scholarship makes that goal even more
within reach.
I am looking forward to going to the reception. I believe that it wifl be very good for me
to meet the other people going to Texas A&M. Also,it wilf be a privilege to meet the
board that selected me for this scholarship
Thank you once again,
1-� ��-��� .
Cazl T.Weber III
i
Apri13, 2000
Dear Mr. Carter,
Thank you for selecting me for the Texas Student
Housing Scholarship. I graciously accept the offer for
- - room and board at Texas A&M. I'm looking forward to
attending college�in the fall.
�
Sincerely,
�t�l'v�;'�.� �-�'�-�YhE�1`1,Q�
�
_ �
flpr 04 00 05:19p Barry Johnson 817l488-795L P,1
��x co��.�sxEET �
T0: -T
t M �a�-le.r
FROM: ��e� T�!�„s� •-�,
DATE: ��; ` ,,.,
�� -
PAGES 1NCLUDING THIS COVER SHEET: .:�
ADDITIONAL,TvIESSAGL:
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� .�
s,.l,�l<<�sr�.�� �1 T .�r.., a c,-�S �r��}:.�� ��60�� �1-G,�. ..���,�r�f-,.,���
�-o :.-�}tn� F1'rn. 1 ha,:c� i�ECt�V�el n�,i .�e��+rFe..,-.cc �A{-f<i'.
1 u �' ��r e c� �v c_��ipl, -4�r �,o w s�h� yz....-N �i e,� s c„f- ;•, :��
. , nc�C_.k2� cr �3 n1l e� `tt,.��f :-,o.,r�lerl I�J -t'��� Sc�,c(rvd���
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ct.,c� l��d„'� �,:n.��� -I� .���SS tiny c{E,�C((�.�r_�. �Ti.u-..�c v�r.�. ,
FAXED FROM: Renna Johnson
1725 Sleepy Hollow
Southlake,TX 76092
Telephone: 8171488-OST -r � ,. �. ....
Fax: 817)488-79�1
�
August 26,2000
Board o£Directors
Texas Student Housing Corp.Academic Scholarships
3 Village Circle
Suite 207
Westlake TX 76262
Dear Boazd of Directors,
The age old e�cpression"time flies when you are having fun'certainly applied to this summer. 1
had a blast worlcing as a camp counselor,and accordingly,I am already back at school,writing this letter to
you firom my dorm room. I am very excited ahout staying at[he Tower again. This year promises ro be
even better than the last. [have a new roommate,one of my friends from Keller who just graduated last
year. School hasn't even startcd and I have already sxn a bunch of my friends from last year and have
resumed my treasurer duties for Circle K lnternational. I wasn't nearly as nervous about school this year,
I but I am still a little anxious a6out my classes. I will be taking:Honors Engineering Math[I[,Engineering
2 L l Conservation Principles in Engineering Mechanics,Physiology for Biomedical Engineers,a course on
Shakespeare,and a canoeing class to fulfill another one of my PE requirements. I was enrolled in a health
�'� and fitness self defense class but there weredt enough people in it so they canceled the class. I am not sure
at this time whether there is another health and fitness class(another graduation requirement). At this point
T will be taking 17 hours. � ' �
Working at camp this summer taught me a lot of things. Such as Band-Aids and ice packs can
help calm tears even when they are not going to help the wound. A hug from one child can help soothe the
trou6les of a bad day of camp for a tired camp counselor. Md I came to realize that if I wasn't having fuq
then there was no way the campers where having fun and I needed to change the activity az soon as
possible. Camp turned out to be a lot different than I thought it was going to be, i was originally hired to
be a cashier/camp aid,but due to the departure of several of the wunselors I was quickly promoted to
counselor position. I absolutely loved working with the children,and they taught me a lot. I learned that I
had a lot more patience than I thouglrt I did,and I learned to work with all kinds of people—children,their
pazents,the other counselors,and directors. I feel that just being there and being supportive of the children
was my biggest contribution to camp,for each day I would hear,"Mss Jennifer watch me"or they would
just come up and give me a hug for no particular reason. VVorl:ing as a counselor proved to me that I would
make an awesome teacher if I chose to do so sometime in the future. For now I plan on sticking with
engineering,and worF:ing with children through wmmunity secvice.
. I also worked at the Mairiott in Salona nn the weekends. I wish i could report that it was also a
' very inspiring job. Unfortunately,nothing eauld have topped the summer camp experience for me. I
• . enjoyed meeting all the difl'erent people that worked there,and I enjoyed attending all the functions(I
worked at least five weddings and until this summer 1 had never even been to a wedding) However,the
main reason thai I worked there was to make enough money to cover ruition which I was able to do,it did
require workin�50-60 hours a week if not more. It wasn't a bad job however,and I was asked to come
back for Christmas and next summer.
Over the summer,I wen[ahead and started the process of changing my major. I have several more
A&M of£ces to visit before[can say that it was officially changed. I have known for quite a while that[
have wanted[o get out ofaerospace engineering,I just diddt F�ww what to get into. While I was able to
do the work quite well,1 just didn't enjoy it like some of my classmates. I have decided to stay with
engineering and have changed to biomedical engineering. While this is another very specialized degree,I
am looking forward to it because[now have the chance to go to medical school and become a pediatrician.
[fcel that this is a job where I will really be helping people. I was hesitant to change into this major
because medical schools are very selective in who they let in. After maintaining a 4 0 for both semesters,I
hope to do the same throughout school to keep me a competitive candidate for medical school. Thxnk you
for your support
Sincere�
//�
/�,2 _�`./:<.,,_,
GJennifer Johnston
�
Valleri Bullazd
PO Box 806 .
Justin,TX 76247
.
May 29,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear Mr.Carter and Board Members,
I wanted to take tliis time to genuinely thank you for awarding me with the Texas Student
Housing Corporation scholazship for the 2000-2001 school year. I accept it with much gratitude
and look forward to representing you in the yeaz to come.
I am sorry to let you know that I will not be able to attend the reception on Sunday,June 4th
because I will be starting my first day working at a summer camp in Colorado. It is a Girl Scout
camp and[will be a counselor as well as coordinator of the activities for girls in grades 2
through 4. The job will last all summer long. I would very much like to meet[he new recipients,
but I would much more like to thank you all,in person,fot the chance you have given me attend
one of the best universities in the nation. You have no idea what a blessing this scholazship is to
me and i fear that I will never be able to repay you for what you have done in my life.
[will be talking to you about my goals for the next year when I have rehuned from camp on
August 12th. Thank you and God Bless.
Very sincerely, ,
�� Y�;�,�2�'�
Valleri Bullard
�
ENTER Y TO RETURN TO MAIN MENU
814 UNOFFICIAL TRANSCRIPT DISPLAY BULLARD,VALLGRI JEAN
r
sPRrrrG Zooa. .
PIN: SID: CAREER:U RETURN TO MAIN MENU(Y)_
------ --------- ----»»PRESS PF2 FOR HELP««----
-----------SPRING SEMESTER 2000 -----------
ZOOL-l07 ZOOLOGY B 4.0. 12.0
POLS-207 STATE&LOCAL GOVT C 3.0 6.0
MATH-166 TOP IN CONTEMP MATH II C 3.0 6.0
HIST-105 HISTORY OF THE U S C 3.0 6.0
ENGL-203 INTRO TO LITERATURE B 3.0 9.0
RHRS PHRS AHRS GPTS GPR
CURRENT 16.0 16.0 16.0 39.0 2.437
CUMULATNE 30.0 36.0 30.0 80.0 2.666
.
TOTAL PAGES:OS THIS PAGE:03 NEXT PAGE:_
. �___�____ ya
7
7
i
May 26,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262 .
TSHC,
I would like to thank you for the chance to again accept your scholarship and
make the most of the opportunity I have before me at Texas A&M University. The
scholazship is much more than a convenience and is appreciated by both myself and my
family. Thank you again for your generosity and I hope to make the best of this aid.
S incerely,
Benjamin Getter
�
June 9,2000
Texas Student Housing Corporation
Town of Westlake
3 Village Circle, Suite 207
Westlake,Texas 76262 ,
Dear Boazd of Directors,
Thank you for including me in the reception for recipients of the Housing
Scholarship on Sunday,June 4,2000. I enjoyed meeting some of the
directors and the other students that received housing scholarships. It also
provided the opportunity for me to talk with upperclassmen about course
selection and learn more about the lay out of Texas A&M. I have just
returned from student orientation and I am very excited about starting
classes in the fall. Thank you,again,for the reception and most of all for
believing in me and supporting me with your scholarship.
Res tful�
�_ �� %y�
Jimmy R.�vloffett
J
Page 1 of 1 �
Ginger Crosswy
From: Renna Johnson<ren�a986@flash.net>
To: <gcrosswy@westlake-tx.org>
Cc: Renna C.Johnson<renna986@flash.net>
Sent: Thursday,June O8,2000 5:27 PM
Subject: reception Sunday,June 4th
, My name is Brandon Johnson and I was one of the recipients at Carroll High
School of the A&M Housing scholazships. I wish to thank you and your
corporation for your generosity. I have been able to visit The Fonun and
I'm very much looking forward to moving there. I know my mother called
Sunday and explained why we were unable to attend the reception,however,I
would like to offer my apologies as well. I had oral surgery last week and
ended up getting dry socket and was in a great deal of pain. My parents and
I regret we were unable to meet all of you who were responsihle for giving
us such a wonderful gift. I hope my appreciation is percetved and please
pass it on to all of those responsible.
Thank you!!�t
nF/n9/2000
October 17,2000
, Dear Scholazship Coordinators,
I hope everything is going well up there in the Metroplex. I know that a new round of
scholarship applicants aze busy ryping out their essays and pages of information describing
themselves in hopes of finding some funding for their future endeavors. I wanted to thank the
Texas Student Housing Corporation for providing me with a scholarship to stay at the University
Tower. I love living here and look forward to staying here(or in the Quads)another three yeazs.
The people are so helpful and encouraging(and the maid service is certainly nice!!!!),
Well,school at A&M is certainly different than high school! I think I'm final(y adjusting
to my new way of life. The first few weeks of college were quite stressful and unexpected. I am
only taking 12 credit hours right now,but 2 of the classes have labs and so I have an extra 5
hours of class time each week ouuide of the 12 hours of lecture. When I started school here,I
was a biomedical engineering major;however,during the summer I considered changing to the
genetics degree plan. I am taking a genetics introductory class that is geared toward genetics
majors. I absolutely love the class! My professor is very down-to-earth,and he[eaches like he
loves the subject and wants us to love it with him! I look forward to going to that class! On the
�' other end of the spectrum,my engineering introductory class(required for engineering majors)is
extremely boring to me and the professor makes the 2-hour class feel like it's 4 or 5 hours long.
Due to my love of genetics and my growing dislike for engineering(too much physics)I changed
my major to genetics during the third week of school.
IYs actually quite interesting that I've already changed my major once,because I suspect
that I'll be changing it very soon to the College of Education. I've been praying lately about
wanting to teach elementary students. Of course,I could very likely change my feelings next
week,but for now,I'm extremely excited about delving into that field.
� I am also taking an engineering calculus 1 honors class that seems to consume most of my
time here. I was very surprised to Find that even though high school calculus was a breeze for me
(and I got a 4 on the AP test),I rea(ly don't think I know anything when it comes to calculus. My
professor flies through the material and before I can even comprehend his last example,he starts
another,more complicated example. So far,I am passing the class and very thankful for even the
pitiful grades I'm getting there. Luckily,I created a listsery for my calculus class of about 60
people,and through the listserv,I've gotten to befriend many people I would not have otherwise
known. My fourth class is chemistry. Again,I have a professor who makes the class less
interesting than I would've hoped for. He puts all of his notes on the internet,so it makes going
to class something I have to rally myself to do each week. My grades are not quite as high as I
would like them to be,but because of all the time and effort I spent studying,I don't think it's
possible to improve them much without a ridiculous amount of stress.
This past summer was one of my best summers ever! It was the first time that I went on a
vacation,and didn't have a novel to read for the upcoming year's english class. I had time to
relax,but I also had time to realize that I was actually going to college. The thought didn't really
sink in until about July,when I got to tell people that I was a student at Texas A&M(instead of
Keller High School). I took several trips with my church: I counseled at 2 camps,and sang on
tour with my youth choir. It was a unique experience--attending the events knowing that it would
be the last time for me to do so as a student. I also spent a week at sea on a cruise with 3 of my
best girlfriends. We got to see Vera Cruz,Playa del Carmen,and Cozumel,Mexico. I went
_�
snorkeling for the first time,gambled away a whopping$2.00 aboazd the ship,took hundreds of
pictures,and overall had a fabulous time. My cousin lives in Las Vegas and she got married this
summer,sa my family and my boyfriend went to spend a week with the rest of my dad's
extended family. I got to see the Rockettes perform live at the Hilton Flamingo and see the
fountain dance to Italian ballads at the Bellagio hotel downtown. The wedding went smoothly
and it was nice to spend so much time with family that I had not seen recently. The last few
weeks of my sumnter were spend packing,writing thank-you letters for my graduation presents,
and recovering from having my wisdom teeth removed. Thankfully,the recovery was relatively
painless and fast.
Well,as always,the summer ended long before I was ready to quit relaacing! So,I moved
into the Tower,met my not-so-talkative roommate,leamed how to ride my bike through any kind
of weather,and discovered that you can sleep on anything from a concrete pazk bench to a couch
in the crowded MSC Flagroom. I'm excited about the next 4 years and pray that they run
smoothly.
Sincerely,
L�� �titi�"1'�
Denise Dempsey
Class of`04
ix
{
Dear Texas Housing Corporation,
This summei has gone by so fast,but yeY I am�glad.I artt ieally looking forward to
this schoof year.It is going to be'exciting and challenging at'fhe same time.I have
established very high standatds for myself this year,and[am really looking forward to
accomplishing them.During my time at TAMU[will be studying chemistry with the -
intent to continue on to medical school.Chemistry is just something that comes natural to
me.The labs are my favorite part,because it gives me the chance to create and discover.
This summer my family and I took a trip to Destin Florida.It was a good
oppoRunity for myself to spend time with my mom and dad before I leave for college.
Also during the summer,I worked a lot and saved up money for college.About half way
through the summer,I was promoted within my job.[was given a managerial position.I
feel that I was able to gain a lot from being a manager,because I was given a tremendous
amount of responsibility.It taught me how to schedule,manage,and how to deal with
others.I feel that I will be able to better handle situations in the future in a more clam,
collective manor.I also feel that I will be able to present mysetf in a more professional
attitude.
Right now I am sitting in my new dorcn with my roommate.It is pretty amazing
meeting lots of new faces everyday.It becomes hard to remember everyone names,but I
am also making lots of new friends.I had a little advantage'though because my roommate
and I were friends before we came to TAMU.I also like the dornY type atmosphere but
being off of campus.I feel very welcomed here,and[can not wait for classes to begin.[
am a little tired from moving all of my stuff into my room,but I am so excited I can not
go to sleep. '
Before[go,I would just like to thank everyone again for giving me such a
prestigious scholazship.I think that I will be a good addition to the towers and I am
looking forward to school starting.
Sincerely,
Bryan Holtz
�
�
Emily Simmons
427-47-6069
, Dear Scholarship Committee,
This summer has been full of changes for me. At the beginning of the summer,_
the foreign exchange student(Daniel)which had been staying with us this last year,left to
go back home. Daniel came from Brazil,in a town neaz Sao Paulo. He became part of
our family and a brother to me,so it was sad to see hun go. However,I am looking
forwazd to visiting hun next summer with my family.
I spent most of my summer working as the Night Manager at a neazby Quizno's.
. This experience taught me a lot of responsibility as I was in chazge of the night crew,
counting down the money,and locking up the store. This also gave me the opporiunity to
meet a lot of new people since all of the employees attended a different school than me.
Recently,I went to Fish Camp. This was probably the highlight of my summer. I
had no idea how many great people I would meet. Now that I know more about the
traditions,I'm so excited about going to school. Now I am pumped and ready to start the
year doing well in school. I am also preparing to go down for Rush. I'm excited to meet
knew people,and hopefully I can get involved in a Sorority full of good people. I will
write again soon.
Sincere(y, �
Emily Simmons
�
1
!.
August 27,2000
Texas Student Housing Corporation
Town of Westlake
3 Village Circle,Suite 207
Westlake,Texas,76262
Deaz Board of Directors,
I hope this letter finds you all in good health and as enthusiastic about the fall as I am
Classes will begin for me at 8:00 a m sharp Monday,August 28,2000. My goals and
objectives for my freshman yeaz include maintaining a high grade point,enjoying my
classes in engineering and math which is my field of study. In my computer class I will
be leazning to work in programs that are new to me,and I know it will be very
interesting. Also,my goal is to carry on the Aggie spuit and continue being a leader on
and off campus. There is an open house at A&M where all the organizations aze
represented,and I am(ooking forward to getting involved as a student leader. Texas
A&M has one of the largest Wesley Foundations in the country,and I plan to become
active in their community off campus fellowship progranis.
My summer was fast and very busy. The day after lugh school graduation I attended
freshman orientation at A&M,and set up all of my classes for the fall. Then it was offto
Glen Lake Methodist Camp where I was a L.I.N.K(Leaders Influencing and Nurturing
Kids)Counselor. The kids were great,and I really enjoyed working with them. Alabama
was also part of my summer schedule where I helped replace a roo�and did other repair
work on homes as a youth mission team volunteer with my church. In New Mexico I was
an elected youth observer at the Methodist Jurisdictional Conference 2000. Serving on
committees and meeting people from other churches and states was an exciting and
memorable experience. When I was home I workedas a data entry clerk for an
� ' accountant in our.azea. I also provided lawn maintenance to a few clients.Attending Fish
Camp at A&M was definitely a highlight,and it certainly brought out the Aggie spirit! �
I know this year will be great,and I am looking forwazd to updating you on my progress
and invo(vement. Thank you,again,for my scholarship which is enabling me to have
such a fantastic educational opportunity.
' Res ectfully,
� . � ��� .
y R M et
Gig`Em!
�
Dear Board,
This summer I spent the majority of my time working as a waiter at Mimi's Cafe. I also
took several trips to Memphis,Tennessee to visit relatives whom I probably won't be
able to see for a while now that I'm at A&M. Naturally,I also spent the last few weeks
packing for a new life! •
This year at A&M I would like to get involved in a plethora of student lead activities,
while keeping a high GPA. There are four business oriented fraternities I am also
considering in order to keep contacts with alumni,etc: Alpha Kappa Psi,Beta Alpha Psi,
Delta Sigma Pi,and Pi Sigma Epsilon.If any of the members of the board have any
information regarding these fraternities I would gratefully appreciate your sharing it with
me to aid me in my decision. Obviously as a business major these groups could serve to
promote study groups and connections through the rest of my life. As there are 750+
organizations at A&M,I'm still unsure as to the clubs I might join...but the MSC Open
, House,which provides representation to all the clubs on campus, is in a few weeks and
wi(l assuredly help in choosing a few I could be apart of.Although I won't be joining any
intramural sports,I think my time will be consumed with the fraternity I choose,
studying,and keeping a job. After being a server at Mimi's Cafe,I could do nothing else
than wait-tables at A&M also. I have several prospects in mind,but I'm leaning towards
Outback Steakhouse. Thanks to stratified class times,I will also have the opportunity to
get into a work-out routine at the new Recreation Facility.I'm presently in the search for
a new church here at College Station,but I've been recommended to Grace Church(non-
denominational)which I hope to be attending soon. This should provide a Youth Group
of similarly oriented students whom I can hang around on the weekends. If not for a
church,then A&M itself has a plethora of Christian organizations that can be easily
joined and provide yet another source of fulfillment.With 14 hours encompassing:Intro
to Psychology,Intro to Business,Business Math(Calculus),Succeeding in College,and
Macroeconomics I have no doubt my time will have to be efficiently planned.
In closing I would like to extend my appreciation to the Board for giving me the '
opportunity to stay in the University Towers with the scholarship. It will provide an
excellent place off-campus to study in seclusion from the noisy dorms at A&M.Thank
you.
My email address is[treviohnsonl(cr�netscape.net]iFany members ofthe Board would
like to give me any"pointers"or advice on the fraternity,church,etc.I would greatly
appreciate any input you can provide!Thanks again.
Your Proudest Member of the Texas Fighting Aggie Class of`04
Brandon T.Johnson
Gig'em Aggies
Dear TSHC:
I would First like to take the time to thank each and everyone of you at TSHC for
making it possible for me to stay in such a great dorm while attending Texas A&M. I
want to let all of you know how much this scholarship is appreciated by my family and I.
Well,now that is said,I just thought I would expand on my summer vacation. To say the
least it was definitely a memorable summer. Also,becatase of the excitement,
anticipation,and nervousness of college beirig right around the corner,it was the fastest
summer ever. I spent most of it by working two jobs. I just thought it would be best to
get my college money during the summer and focus on school and my grades during the
year. Also I enjoyed a wonderful vacation to Corpus Christi,and most of all a wonderful
weekend with family from all of the country in celebration of my sister's wedding. While
doing all of this I manage to have enough time to spend with my wonderful girlfriend.
As you can tell,that was a busy summer,maybe that is why the time went by so quickly.
Now that you know about my wonderful summer vacation,I think it is
appropriate for me to write about my goals and expectations of this coming school year. I
look forw2rd to the challenges that I will face by going to one of the toughest engineering
programs in the country. I hope that my abilities in school,and the confidence I have in
myself will help immensely in nat only meeting TSHC minimum 3.0 GPA to keep the
scholazship,but also,to help me achieve my personal goal of getting a 4.0 as a freshman.
I believe by dedicating myself to my studies,I will be able to obtain this goal.
Once again,thank you for the opportunity that you have given me,and I will
continue to keep you updated on my progress.
Sincerely,
��i-o�nG'-�
Sean R.Leonard
. P.S. Gig`em
��
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
Texas Student Housing Corporation Board, � .
. Howdy!As you can see,I am already brushing up on becoming a true Aggie.I
began this summer working as a camp counselor for[he YMCA.Little kids are fun to be
around...only for a short while.College s[ill felt like a long ways off.Tha[all changed
when I went to Freshman Orientation.I found out that I needed to make some major
decisions,ones that would affect my en[ire college career.Orientation also made me
realize that I was leaving pretty soon.
After talking to my pazents and my advisor,I decided to quit my job and enroll in
a summer trigonometry course.I was upset about not making any more money for the
summer,but I felt that I was lacking in my math skills.So for the month of July,I took a
six-week trigonometry course at Tarrant County Community College.I loved the class
, and ended up making an"A"in the class.This class eased my feazs that I would have
trouble adapting to the strict studying habits needed for college.I found[hat I could study
for the class,go out with my friends,and still ace the exams.
This class allowed me to view college from a different perspective.For my
intended major,I need to keep a 2.5 GPR or be[ter.I now have the confidence that I can
make a 3.8 or better.I also plan on applying for Fish Aides,which is part of the Srudent
Government.I would like to continue my involvement in the Student Government just
like I did in high school.My main goal is to have fun and enjoy college.Studying hard
during the week and going out with friends on the weekend.In order to be successful in
college is learning how to prioritize and how to say no to distractions. �
I am looking forward to what will hopefully be some of the best parts of my life.
Thank you for allowing me to strive for the goals to the best of my ability.
Ben Kixmiller
�
w •
(
Staci Rankin
994 Oak Ridge St.
Keller,TX 76248
18 May 2000
Town of Westlake
3 Village Circle
Suite 207
Westlake,TX 76262
Dear Mrs.Crosswy and Mr.Carter:
I am very excited and grateful to accept the scholarship for my last year at A&M. I have
loved living in the quads this past year. I have a great roommate and it is so convenient.
As always,thank you so much for your support.
This summer,I am inteming with the new Kohl's that will be opening in Southlake. This
' is a management position,but I will also be leaming all the"ins and outs"of opening a
new store. This seems to be a great opportunity and a definite possibility for when[
�raduate next May. This starts on June Sth and will last for l0 weeks. Also this summer,
I am taking a 3 hour class by correspondence.
As for this past semester,it was a great one. I had 15 hours and 2 jobs and was able to
have a 3.8 GPA. This was exciting for me as it is the best I have ever done. I had A's in
Accounting,Management,Health,and Finance,and a B in Real Estate.
As always thank you so much for my scholarship. We will see you all on Sunday
• afternoon for the reception!
Many thanks,
,���,�G•�U,C.Z21.,
Staci Rankin
}
:�
Jennifer Patterson
130 D Meadowland
College Station,TX 77840
5eptember l,20D0
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,TX 76262
Dear�4r.Carter,
Thank you very much once again for the renewal of my Texas Student Housing
Corporation scholarship. I have had a quite productive summer. I worked full time with
Texas Bank in Grapevine,TX. I also completed an accounting course through Tarrant
County College. I am proud to report an.A in this course.
I returned to College Station about two weeks ago and am getting settled in. I began my
new job with Bank United last week. I will be working about 20 hours per week,along
with a 15 hour course load at Texas A&M University. I am very excited about the
classes I will be taking as well as my new major in Economics. I hope to do very well
this semester,as I feel Economics is a wonderful fit for me.
Again,thank you very much for your continued support.
Sincerely,
• �-��"�-� .
��
Jennifer 2atterson
�
'Cale Welborn
5225 Ash River Rd.
Ft.Worth,TX 76137
. August 22,2000
Texas Student Housing Corporation
3 Village Circle,Ste. 207
Westlake,TX 76262
Dear Texas Student Housing Corporation:
As August draws to a close, it is once again time to get ready to go back to school
and to give all of you members of the board a report on how the summer went. Most
of my summer was spent working in the finance/accounting department at Carter&
Burgess, a construction and engineering consulting firm. It really has been a great
experience and realiy has given me a new perspective on what corporate culture is
like. In addition to worfcing at Carter&Burgess, my family and I traveled to Europe
where we toured throughout Germany, Austria, Czech Republic, and Engiand.
Being in Europe was a thrilling experience, it felt like being in the middle of history
and we had a great time. All in ail it was a very full summer,and i feel good about
retuming to Aggieland for the fall semester. I will begin taking upper-level business
classes this school year, and I am prepared for the biggest.challenge of my
scholastic career. I thank you all for the wonderful scliolarship ttiat has enabled me
to concentrate on my school work, and made possible all of my success at Texas
A&M. Once again thank you from the bottom of my heart and I hope to see all of
you in the future.
Sincerely,
C�-z�
Cale Welbom
P.S. I finally received the picture of all of us with Govemor Bush and Representative
- Truitt,and I had it framed. .
�
Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(979)260-2627
GoalieNW@aof.com
Wednesday,October 25,2000
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Deaz Mr.Garter&Texas Student Housing Corporation:
Hello everyone! Well, midterms aze about over! It's been really a busy semester, but busy is
good. I'm taking 17 hours once again. I am also working about 10-20 hours a week as a web-master
for my Animal Science Feeds and Feeding class. I'm also still heavily involved with the Pre-Vet
Society and intramural soccer. Things have been going well so far. I'm having a good time too with
my friends and football games.
The classes I'm in this semester aze Biochemistry, Microbiology, Feeds and Feeding, Meats,
and Statistics. I'd have to say my most interesting class is Meats. We leam practically everything there
is to food safety and components of ineat and how it affects society. Involved with that class is also an
extremely hands on slaughter lab. IYs really interesting to see the time,preparation, and caution that
goes in to making a safe and effective product,and also seeing a hands on view of animal anatomy.
In September I submitted my Vet School application to Te�cas A&M. We should know by
January if we will receive an interview. So,I'm just keeping my fingers crossed for that!! Other than
that,not a whole lot has been going on,just super busy wi[h school tltis yeaz. I see Jimmy,Ben,Staci
and Lauren quite a bit and they're doing well. Thank you again and again for my scholarship. I look
forwazd to writing again at the end of this semester when I'll be lialfway done with my junior year!!
Thank you,
���C'C�� oz2-.������
Kellie Frame
- �
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Tx. 76262
Dear Texas Student Housing Board, ,
This summer has been one of the best! It has been both very productive
and fun. I again did my summer job of teaching half time football routines to high
' school drill teams. This is the perfect summer job except for one thing. Due to
my traveling schedule I cannot take summer classes. Then I learned that I could
take classes over the internet. Well I pulled up TCC's internet courses and was
very upset to find that they did not offer any classes that I needed. I realized that
the only class I could take would be an English lit class. Problem was none of
the local colleges offered a lit class over the internet. I then started looking on
the internet at all colleges in Texas to try and find one that would offer my class.
1 finally found an English Lit class that was offered through Houston Community
College.
Well to make a long story short I was able to both take the class and do
my summer job. It worked out perfectly and I was even able to get an A in the
ciass. The summer worked out perfect. I only wish I had known about it the two
previous summers.
. I hope'that this next semester will go as well as the past semester. All of
my classes are education classes and I am really looking forward to them. Plus
the dance team is starting a new year and that is always exciting. To make
things even better I am a junior now so I get to whoop! It looks like this next year
will be great!
Sincerely,
����' � ���
�
Susan Irvine �
Class of'02
i
Kellie Frame
132A Meadowland Dr.
College Station,TX 77840
(979)260-2627
GoalieNW@aol.com
August 20,200�
Texas Student Housing Corporation
3 Village Circle Suite 207
Westlake,TX 76262
Dear Mr.Carter&Texas Student Housing Corp:
The summer is almost over and I am all settled into my apartment. I met my new
roommate last week. Her name is Jennifer,and she's from Katy. She seems to be a neat
, � person! She's a'senior science major also,and lived in the fourplexes last yeaz.
, Over the summer again, as a technician, I worked about 30 hours a week at
� Southlake Animal Hospital. Along with working, I also completed 12 hours of summer
school, including classes such as History I & II, Speech Communications, and Technical
Writing. I made A's in all these too!! At the end of the break,I was able to squeeze in a
short vacation with my family to New Orleans. It was fun,and it was a nice place to visit.
This semester I will be taking 17 hours. My classes include Feeds & Feeding,
Animal Breeding,Meats,Microbiology,and Biochemistry. It should be a pretty full load
being that of those five classes I will also have four labs. I will continue playing
intramural soccer on my Women and Co-Rec teazns, and I'm also trying out for the
Equestrian team I will continue to stay active in the Pre-Vet Society, as well as
Horsemen's Association, and I am participating in a new program called ASPIRE. As a
mentor of freslmian students in ASPIRE,we help underclassmen scholazship students with
their first year in college.
Right now, I ain&lling out my application for Vet School. I am only applying to
� Texas A&M to begin with and will go from there. I took the GRE on August 17�', and
while it was difficult,I managed to come out with a decent score for my first time. It will
be exciting to see how it goes. If I don't get in,I'll just apply the next year,and so forth
until I get in!
, That's about it for now. Thank you so much for renewing my scholarship! It really
helps me to continue my education without the financial worries. I look forward to writing
again as the semester progresses. • `
Sincerely,
�LZiC/u o!,/lQ//�`�-
elGe Frame
i
Page 1 of 1
Ginger Crosswy
, From: Jeff Bingham<jsb3465@labs.tamu.edu>
To: <gcrosswy@westlake-tx.org>
Sent: Wednesday,August 30,2000 6:00 PM
Subject: Jeff Bingham's Summer Report
800 Stratford Drive
Southlake,Texas 76092
August 28,2000
Texas Student Housing Corporation
3 Village Circle,Suit 207
Westlake,Texas 76262
Dear Mr.Carter and the Board,
Orice again I thank you for renewing my housing scholazship.This
summer I worked for Verizon Wireless(formerly PrimeCo PCS). I got
� the opportunity to observe how four major companies,who have always
been competitors,come together to form a single nationwide
corporation. For my summer recreation,I played ice hockey in two
different summer leagues. The highlight of my summer vacation was
being a fish camp counselor to all the incoming freshman. It was
awesome to know that I helped form their first impressions of Texas
A&M.
My goals for the Fa112000 semester are as follows. I want to
continue to make excellent grades in all my upper level classes. I
also want to get more involved and take on more leadership roles. I
was designated as a leader for the ice hockey team and I hope to make
our existence as a club sport a little more widely known. I also
plan to earn a leadership position,in the Financial Student
� Organization I am a member of. My last objective is to make sure I
, meet with my freshman throughout the semester to ensure their first
• � yeaz is incredible. ' �
Sincerely,
Jeff Bingham ,
nui�i�2000
a
1
October 30,2000
154A Meadowlands Dr.
College Station,TX 77840
Texas Student Housing Corporation
3 Village Circie,Suite 207
Westlake,Texas 76262
Dear Mr.Carter and Committee Members:
It is time again for me to inform you all of my progress at Texas A&M University after mid-semester. Just
a quick thank you for renewing my scholarship for this semester. I feel like it has been a very long time
since I have talked with you. I had a wonderful time this summer in Colorado I worked at a Girl Scout
camp in Colorado as a counselor. It was a wonderful experience and i thoroughly enjoyed my time there.
I missed seeing you at the banquet to honor new recipients and getting the chance to talk with you and
thank you in person. I am living in the Quads at the University Tower this year. I really love rt here and
yery much enjoy my own room.
You asked for mid-term grade reports,and I do apologize for my tardiness in sendi�g them to you. I
have been so extremely and can't seem to keep up with what day it is. In my math class,I currently have
a B,in my Chemistry class I have a D,with an A in the lab for that class,in my history class I have a B,I
am taking two kinesiology classes(P.E.credits)which are Aerobic Walking and Beginning Strength and
Conditioning,each of which I have A's in,and I have a C average in my Speech Communications class.
I am so surprised at how quickly this semester has gone and know that it wiil only be a short time before I
talk to you again,about my semester grades.
I just had some comments on the Iiving conditions. I just wanted to commend the maintenance staff here.
I have only had to fill out a couple of maintenance requests and they were minor,but when I did,the
repairs were made in same day or the day after. It is very nice to know that things are taken care of
, promptly.
' Every day I think about how blessed I am to have the opportunity to live here and I'm so thankful for
everything that you have done for me. I look fonvard to informing you about my semester grades and to
speaking with you in person. Thank you again,and God Bless.
Sincerely,
U�r� ��J'����.('
Valleri Bullard
�
PO Box 394
Argyle,TX 76226
August 10,2000
Texas Student Housing Corporation
3 Village Circle,Suite 216
• Westlake,TX 76262
Dear Mr.Carter and Texas Student Housing board members:
This summer was eventful as well as productive for me. I held three jobs,went to
both of my grandpazent's 50`h anniversaries,and took a trip to Cancun,MX. I also have
set some goals for this next yeaz that I will share with you.
Over these past few months I worked part time jobs at a golf course as well as a
. tanning salon. I also mowed and washed cazs at a local Ford dealership. I was pretty
6usy with this but still found time to spend with my family. I went on a canoeing trip
with my father as well as commemorated both of my grandparent's 50'h anniversary
celebrations. One was in Galena,Illinois and consisted of all of my immediate family
members. The other one took place in Richmond,VA and was a party with friends and
family. They were both very exciting and beautiful. Towazd the end of the summer I
took a vacation to Cancun with my best friend. It was a relaxing and fun get away right
before school started.
I have come up with a few goaLs that I have set for myself for this fall semester. I .
feel these will help me keep organized and focused in what I would like to accomplish.
They are the following: '
l. Set aside more time to study and follow through with it.
2. Make an improvement in my GPA: Earn a 3.5 or higher
, 3. Get more involved in church and school activities.
4. Learn to kayak
5. Be more outgoing socially .
6. Find a local clinic to volunteer at
7. Join a Sorority
8. Have Fun!
I feel these goals will guide me in having an excellent and prosperous school yeaz at
A&M,one to remember. Thank you again for this great honor. I am ambitiously looking
forwazd to this fall semester.
Respe fully yours, /' �
C���� /
�C�!_���.
Loren Bazber
a
August 16,2000
Texas Student Housing Corporation
3 Village Circle,Suite 207
Westlake,Texas 76262
TSHC,
Is it over akeady?!? Summers seem so short! It is time to go back to school,and
I look forWard to another exciting year at Texas A&M and University Towers.
As far as working,I worked in marketing for a small guacamole company here in
Keller. It was not a glamorous job,as I took on a lo[of grunt work. The pay was good
though,and the hours were flexible enough to work azound scheduling conflicts.
As well,I attended summer school at the local junior college Tarrant County
College. I took Calculus 2 during the second half of the semester. It was a tough class,
especially since it had been two years since I had taken Calculus 1. I made it through ok
. and I am happy I got it out of the way. ,
I was fortunate enough,with the help of a travel agent friend,to go to
Cancun Mexico for two days. It was a lot of fun and I have decided that I really love the
ocean. Unfortunately,when they say don't drink the water,they mean it....
This coming fall semester,I am taking 15 hours,of which comprise some of the
toughest at A&M(Organic Chemistry,Physics). I have a current GPA of 3.75 and
despite the tough course selection,hope to maintain or improve upon this. I know I will
i need at least a 3.5 to apply to medical school.
� I look forrvard to moving dn real soon and beginning the new school yeaz!
Sincerely, .
�,��"' .��
�
Benjamin Getter
7
May 20,2000
Dear membera ofthe board; .
T�ank you so much for the renewal of the scholarship for fhe 2000-2001 school year. This
past eemester was one of the weirdest,and I thank you for your underetanding. I accept the
echolmship snd am lootdng forward to seeing y'all at ihe reception June 4th
/b'/ / /'- � = -
� _ �
'�J W.Steinmeyer . � •
�
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Texaw A6r\i L'mvers��y�dmtrs a�udmts(itrn Qimughow Foriner«ndehts a-ha have 8rardr,h�ldren.ch�ldren.
thz tinitrd Stetes and the wo[Id,but lhe admis�io:,s proeem siblings o;Iricrds thlnking,�hovt enrclling ac'Rxes A6rM
Inivn slailuiu whu resiilc in u�e s,nlr..4kuu198 penud Unicn:ity s1mu1J have ilum con:a�t AdmLssiuns Cuun�•ling
eFqunlihed I�xa;res�drn�s u�cre adtulltM lani yexr,w�hile Ctfhce af Admt�s.on.and Recard�,icxas Aer!1i L'niver,i4r,
I18 prtCent��f qt:alrvd ou�.a{.st�te a��hcants and nnly Col?ege Stadun,iR 77843-i2ti5 uc ull(�f091 P.4:i•3741 �
'S percenc oi quaUred intcrnanN�a!a��pNrama gaincA 1r,fv�.nad�A ic a.su av�ulable an cae interre�at awvm•rap�a.
ndmissi�r., cdu/s�l�niss���a,r
S.udrnts K�ic};ing to i•9ns[rr�o Tr�;as�1FxM Gni�•ers�ry '
�hou.d idenstl�-thar dnired mn�or n,ear:p u possibk xnd Charts b.sed en faf!t99!(Flgurer
tcmylctc a�m�:iy v�ui�Ictn!dc cuuoyu nn pu�sib:r ia�hc
Fou�idacion Coursr Pauern Pra[ennce ls gs�•rn�o those
: aupl«pn�s w:�h th_h�gltcst gxxdc yoint nrcrnFc�nd tl:e mae�
rcur�r w-nrk arprnptian te thMr in�ended ma�nr Sn�de»�:
shouid alsc bccame fa.niliar with an�•spccla:admi��iens
reyuiiemenD(u�thci�inter.dad mA�or.
Tips for t�e AppliCation Process
' Compleied xppl�catisnc should raceiced 6efore • lnilude ful;tutte ar.d sucial secuTity number on
Thm�k.gi�•ing Aelm�ssimu are mete crnnpr.t��rve pt[he eviceything,includ:ng le�leu nF cet.pnnntr.daumi
'eitd uf lhe�ycle,x�hich e�tids Fehrli`�iy 17 � .V,medals n:tdti ed aF�fr Fehnia�•1 g tci!l pai}u �
' Slddenti mu'y�apl�o.er!}ie 1nlerne�au con.tdcred'.
an•wN,6�mp e�(iJ,��piletid�id Pont�have ac¢ess w the ' iellus vlruumnjcqdulon sLa�iW L�C i�nm erh;ronv tirhe
fnietiSEt�,Get the T:�as Catnn�cn Ap;.�ticatiun Ceuin any knowe the studettl well -A7 cmploycr,coach,yiurh'
'h�gi.s:huul couns�lor ir.Irxpg pt by wr��;n�Iexas mini�h�,«acher,cu. I1tey sl:a�del iQi.lude syeclfic�,
AGrnt's w F[lcr oFAd��lss!ons ana.Rec�Td�. mgardhig wh.+t U�cy;��ou�ab,�ut�lie swdcm:
• 11:c stud:•nl,adt ih!p;vfn},shOUld CPr.1p1NC 1hC. utcSihplishmc7:19,hoI WhR:thcp k�Ma•abeuc tF.F '
a1�p'idd�lOn Pluri In�;itnJ al lcast Ia•o hon['s. ' sWden;s;vmentg ut feh'd'y.'�puery ehnuid rict he frmr a
• E�e f hn�o�gl�'�ttr tottctne'fn lis;ia�xcue�Uca and fu,nily rner.ibe?Letie�s:hduT�noc h:hom o�cgiel��m or
accotupfishnunts.Bcgth doct,�ei,ming ihem in 9ch grndc. A&M�urmer Student,unlcss thty kdow Qic��udru�
\ot rnau�'�roum on d�e�p�.+licaliur.tunnT Im:ludr an q•Cll.11iCIJdc.fn1}Iw0�e Ihree Ict(ciS
addcq;um nr a+ecune. • Stu�rn�y i+hose ac4uat ducyn't rank stNdeut�ro111 not
' Tht rssay is im�+nttdnt.!'v.dl�v�ipt wantrd w lx aa ua tly;or w i 14 ptirrut au�ouraJc�$mistinn and a•�;1
�tgglc'ts,nm sufficimt Studenp'shuald cse thc essa�m he r�iq�wed for n�i`i�uy�on,llumo-eclwol�s;udcn�au
tell d�inga�bdul Qlt�nxClvcs Ihal may not be appur��c ualo'natically Ces'le��•ed,
(rum the ap�licaHnn.This'fs ihr p1�re ro indude fa:niiy • Chech the aW�t�s on yn:tr a�pticanozi dn.mon�h a(ter
mrn+Uers vcho bnve grnduRtcd 6um Texa:ACaM. � yuLiuixyi�n 7h���an be done cle�;ltvni�ally t:�is full
' Remtmht�,s+�•Pll:;s'[lqns ore not to:tsideie3 unl�� • ,�d�ut�iad'.y�udenis musc dre,a;q t(iru•4iun:ions�o enru�l
cu�t.F�lcte with a�1 eup�quiug trarisaipcs,ttst 6COrca�nd at TeRe;A�x`vl'Jn1v¢rsity b�}.lay 1.
othrY hcceti9niv ctccirntlals. •
, �. T!%�1 11G61t •MYVkMoc{11f9 1!
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OCT-21-99 11:09 AM TOWN OF WESTLRKE 817 4301832 P.01�02
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Octobcr 1,199g
Annctic Bush
Tcxas Studcnt Housing Board Momber
222Q Nortli Pearson Lune
lVcsllakc,TX 7G2C2
�ear Mrs.Bush,
Per your request at lhc board mecting,I have supplied the following infottnation Cor you. If you
huvc any furlhcr questions,please don't hesitate to call me.
UNIVERSITY TOWER
Freshmen 72°/a
Sophomore 20%
- Junior 4%
� $C1110C 2%
Graduate ]% .
T11 F:FORUM
, Frcahmen 64%
. 5ophomorc 2p%
Junior 3�/a
Scnior la�p
Graduatc lo/,
( TtIF.CQLONY
+ �reshmen 3%
� Sophomorc 27%
Juniar 33°/a
Scnior Y6��a
Graduatc 4°10
Other 7% (Other;&ny person involved or emptoyed with TA1�IL�or B1inn)
Sinccrely.
Tinu Lilcs
Director of Lcasing
IWmtni:trattv�Of11e�s �inan�ipl0}fl��s
P410 5outh T�xea Avenue 701 Univeralty Drive Suite 102
hone(800)�888 8887 g40 Collepe Stetion,tX �7840
Local(408)848-4242 Phone(409)288-1167
Fax(409)840-9589 Pax(409)288-OB68
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