Holly Hill Road East

Community Development District

12051 C01porate Boulevard, Orlando, FL  32817; 407-382-3256

The fo11owing is the proposed agenda for the meeting of theforBoard of Supervisors the Holly Hill Road East Community Development District, scheduled to be held

Wednesday, September 20, 2017 at 11:00 a.m. at the Offices of Cassidy Homes, 346 East Central Ave., Winter Haven, FL 33880. Questions or comments on the Board Meeting or proposed agenda may be addressed to Jane Gaarlandt at janeg@fishkmd.com or (407) 382-3256. A quomm (consisting of at least tlu·ee of the five Board Members) will be confirmed prior to the start of the Board Meeting.

If you would like to attend the Board Meeting by phone, you may do so by dialing:

Phone:	1-877-864-6450

Participant Code:	345750

PROPOSED BOARD OF SUPERVISORS' MEETING AGENDA

Administrative Matters

•	Roll Call to Confirm Quorum

•	Public Comment Period [for any members of the public desiring to speak on any proposition before the Board]

1.	Consideration of the Minutes of the August 16, 2017 Landowners' Meeting and Board of Supervisors Meeting

Business Matters

2.	Public Hearing on the Adoption of District Rules of Procedure o Public Comments and Testimony

	o   Board Comments
	o   Consideration of Resolution 2017-29, Adopting Rules of Procedure
3.	Public Hearing on  the District's Use  of the Uniform Method  of Levying,

Collection and EnforcingAd-ValoremNon	Assessments

o	Public Conunents and Testimony

o	Board Conunents

o	Consideration of Resolution 2017-30, Adopting the Uniform Method

4.	Public Hearing on the Adoption of the District's Fiscal Years 2016-2017 and 2017-2018 Budgets

o	Public Comments and Testimony

o	Board Comments

o	Consideration of Resolution 2017-31, Adopting Fiscal Years 2016-2017 and 2017-2018 Budgets and Appropriating Funds
5.	Public Hearing on the Imposition of Special Assessments

o	Public Comments and Testimony

o	Board Comments

o	Consideration of Resolution 2017-32, Levying Special Assessments

6.	Consideration of Resolution 2017-33, Delegation Resolution

7.	Consideration of Interlocal Agreement between the District and Highland Meadows II CDD
8.	Consideration of Intcrlocal Agreement between the District and North Boulevard CDD

9.	Consideration of Joint Acquisition Agreement between the District and North Boulevard CDD

10.	Ratification of Payment Authorization Nos. 2-3

11.	Review of Monthly Financials

Other Business

Staff Repmts

District Counsel

Interim Engineer

District Manager

Supervisor Requests and Audience Comments

Adjournment

Holly Hill Road East

Community Development District

Minutes

MINUTES OF MEETING

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT LANDOWNERS' MEETING

Wednesday August 16, 2017 at 11 :00 a.m.

Offices of Cassidy Homes

346 East Central Ave.,

Winter Haven, Florida 33880

Present:

Lauren Schwenk

Andrew Rhinehart

Phillip Allende

Scott Shapiro

Rennie Heath

John Mazuchowski

Jane Gaarlandt

Joe MacLaren

Roy Van Wyk

Fishkind & Associates, Inc.

Fishkind & Associates, Inc. (via phone) Hopping Green & Sams, P.A.(via phone)

FIRST ORDER OF BUSINESS	Call to Order and Roll Call

The meeting was called to order at 11 :00 a.m. Those in attendance are outlined above.

SECOND ORDER OF BUSINESS Appointment of Chairperson for the Purposes of Conducting the Landowners' Meeting

Ms. Gaarlandt, as District manager, served as the Chair for the District's Landowners'

Meeting.

THIRD ORDER OF BUSINESS	Determination	of   Number	of	
	Voting   Units	Represented	or	
	Assigned by Proxy		

The owners of the land within the District or any landowner proxy holders were asked to identify themselves. Mr. Shapiro, Landowner of EAST TENTH, LLC, noted that EAST TENTH, LLC just purchased an additional 2 parcels from CCSIRA Investments, LLC and now owns approximately 45 acres within the District, authorizing Mr. Shapiro to cast 45

votes on behalf of EAST TENTH, LLC. There were no other Landowner representative

present.

FOURTH ORDER OF BUSINESS Acceptance of Nominations for the Board of Supervisors

Ms. Gaarlandt noted that all five (5) seats are up for election and are cunently being held by Rennie Heath, Scott Shapiro, Andrew Rhinehart, Lauren Schwenk, and Phillip Allende. The two persons receiving the highest numbers of votes will serve 4-year terms, and the three persons receiving the next highest numbers will each serve a 2-year term.

Ms. Gaarlandt opened the floor for nomination. Mr. Shapiro nominated Rennie Heath, Scott Shapiro, Andrew Rhinehmi, Lauren Schwenk, and John Mazuchowski.

FIFTH ORDER OF BUSINESS	Casting of Ballots

Mr. Gaarlandt noted that Mr. Shapiro can cast up to 45 votes per candidate.

Mr. Shapiro cast 2 votes for Rennie Heath, 2 votes for himself, and 1 vote each for Lauren Schwenk, Andrew Rhinehart, and John Mazuchowski.

SIXTH ORDER OF BUSINESS	Ballot	Tabulations	and	
	Announcement of Election Results	

Mr. Heath was awarded 2 votes, Mr. Shapiro was awarded 2 votes, Ms. Schwenk was awarded 1 vote, Mr. Rhinehmt was awarded 1 vote, and Mr. Mazuchowski was awarded 1 vote.

Mr. Heath and Mr. Shapiro will each serve a 4-year term, and Ms. Schwenk, Mr. Rhinehmi, and Mr. Mazuchowski will each serve a 2-year term.

SEVENTH ORDER OF BUSINESS	Adjournment

Ms. Gaarlandt adjourned the Landowners' Election.

Secretary/ Assistant Secretary	Chairman/ Vice Chairman

MINUTES OF MEETING

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT BOARD OF SUPERVISORS' MEETING

August Wednesday 16, 2017 at 11: 10 a.m. Offices of Cassidy Homes

346 East Central Ave., Winter Haven, Florida 33880

Board Members present at roll call:

Lauren Schwenk

Andrew Rhinehart

Scott Shapiro

Rennie Heath

John Mazuchowski

Also, Present:

Phillip Allende

Jane Gaarlandt

Joe MacLaren

Roy Van Wyk

Board Member

Board Member

Board Member

Board Member

Board Member

Cassidy Organization Fishkind & Associates, Inc.

Fishkind & Associates, Inc. (via phone) Hopping Green & Sams, P.A.(via phone)

FIRST ORDER OF BUSINESS	Call to Order and Roll Call

The meeting was called to order at 11: 10 a.m. Those in attendance are outlined above.

SECOND ORDER OF BUSINESS Administration of Oath of Office to Newly Elected Board Members

Ms. Gaarlandt administered the Oath of Office to the newly elected Board Members.

THIRD ORDER OF BUSINESS	Public Comment Period

There were no public comments at this time.

FOURTH ORDER OF BUSINESS	Consideration of the Minutes of the

July	19,   2017   Organizational

Meeting

The Board reviewed the minutes of the July 19, 2017 Organizational Meeting.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the Minutes of the July 19, 2017 Organizational Meeting.

FIFTH ORDER OF BUSINESS	Consideration of Resolution 2017-	
	26,   Ratifying   and   Approving	
	Certain Board Actions	

The Board reviewed Resolution 2017-26.

On MOTION by Mr. Rhinehart, seconded by Mr. Heath with all in favor, the Board approved Resolution 2017-26, Ratifying and Approving Certain Board Actions.

SIXTH ORDER OF BUSINESS	Consideration	of	2017-27,	
	Canvassing	and	Certifying   the	
	Resultsof	the		Landowners'	
	Election				

Ms. Gaarlandt confirmed for the record that Mr. Heath is in Seat No. 1, Mr. Shapiro is in Seat No. 2 and Mr. Heath and Mr. Shapiro will each serve a 4-year term. Ms. Schwenk is in Seat No. 3, Mr. Rhinehart is in Seat No. 4, and Mr. Mazuchowski is in Seat No. 5 and they will each serve 2-year terms.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved Resolution 2017-27, Canvassing and Certifying the Results of the Landowners Election.

SEVENTH ORDER OF BUSINESS Consideration of Resolution 2017-28, Appointing District Officers

Ms. Gaarlandt noted that the current slate of Officers is as follow: Mr. Heath is Chair, Mr. Shapiro is Vice Chair, Mr. MacLaren is Secretary, Ms. Schwenk, Mr. Rhinehart, Mr. Allende, and Ms. Gaarlandt are Assistant Secretaries and suggested keeping the same slate of officers but replace Mr. Allende with Mr. Mazuchowski.

On MOTION by Mr. Heath, seconded by Mr. Shapiro, with all in favor, the Board approved Resolution 2017-28, Appointing District Officers as noted.

EIGHTH ORDER OF BUSINESS Consideration of Interlocal Agreement between the District and Highland Meadows II CDD

Mr. Van Wyk stated that this is a proposed Interlocal Agreement between Holly Hill and Highland Meadows II that allows for Holly Hill residents to use the Amenities of Highland Meadows II until such time as the Amenities are constructed at Holly Hill. This also has a provision for payment of the costs associated with the use of the Amenity Center. It will be a short-term Interlocal.

On MOTION by Mr. Heath, seconded by Mr. Schwenk, with all in favor, the Board approved the Interlocal Agreement between the District and Highland Meadows II CDD regarding the Amenity Facilities.

NINTH ORDER OF BUSINESS	Consideration   of   HGS   Client	
	Disclosure and Consent	

Mr. Van Wyk requested authorization to represent the Districts simultaneously. If there is a conflict between either of the two Districts, the attorney would step out and allow the District to hire a new attorney to represent them in that instance.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the HGS Client Disclosure and Consent for Highland Meadows II CDD and North Boulevard CDD.

TENTH ORDER OF BUSINESS	Consideration	of	Financial

Advisory Agreement with Fishkind

& Associates

Mr. MacLaren explained that this is required by the SCC that they upgrade the agreement and the Management fee will be reduced by $1,000.00 to make sure there is no net cost increase to the District.

On MOTION by Mr. Rhinehaii, seconded by Ms. Schwenk, with all in favor, the Board approved the Financial Advisory Agreement with Fishkind & Associates.

ELEVENTH ORDER OF BUSINESS	Consideration   of	Proposal   for	
	Public    Officers	and   General	
	Liability Insurance		

Ms. Gaarlandt stated that the proposal is prorated for the remainder of the year.

On MOTION by Mr. Heath, seconded by Mr. Shapiro, with all in favor, the Board approved the Public Officers and General Liability Insurance.

TWELFTH ORDER OF BUSINESS	Consideration	of	Payment

Authorization No. 1

This has already been approved and funded and just needs to be ratified by the Board.

On MOTION by Mr. Rhinehaii, seconded by Ms. Schwenk, with all in favor, the Board ratified Payment Authorization No. I.

THIRTEENTH ORDER OF BUSINESS	Staff Reports

District Counsel-   No Report

District Engineer -	No Report		
District Manager -	No Report		
FOURTEENTH ORDER OF BUSINESS	Supervisor Requests and Audience	
		Comments	

There were no Supervisor requests or Audience comments.

FIFTEENTH ORDER OF BUSINESS	Adjournment

There were no other questions or comments. Ms. Gaarlandt requested a motion to adjourn.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board adjourned the August 16, 2017 Board of Supervisors Meeting.

Secretary/ Assistant Secretary	Chairman/ Vice Chairman

Holly Hill Road East

Community Development District

Resolution 2017-29

RESOLUTION 2017-29

A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE HOLLY HILLDEVELOPMENTROADEASTCOMMUNITY DISTRICT ADOPTING RULES OF PROCEDURE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE.

WHEREAS, the Holly Hill Road East Community Development District ("District") is a local unit of special purpose government created and existing pursuant to Chapter 190, Florida Statutes, being situated in the City of Davenport, Florida; and

WHEREAS, Chapter 190, Florida Statutes, authorizes the District to adopt rules to govern the administration of the District and to adopt resolutions as may be necessary for the conduct of District business; and

WHEREAS, the Board of Supervisors finds that it is in the best interests of the District to adopt by resolution the Rules of Procedure attached hereto as Exhibit A for immediate use and application; and

WHEREAS, the Board of Supervisors has complied with applicable Florida law concerning rule development and adoption.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT:

I. ADOPTING RULES OF PROCEDURE. The Rules of Procedure, attached hereto as Exhibit A, are hereby adopted pursuant to this resolution as necessary for the conduct of District business. These Rules of Procedure shall stay in full force and effect until such time as the Board of Supervisors may amend these rules in accordance with Chapter 190, Florida Statutes.

2.	SEVERABILITY. If any provision of this resolution is held to be illegal or invalid, the other provisions shall remain in full force and effect.

3.	EFFECTIVE DATE. This resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.

PASSED AND ADOPTED this 20th day of September, 2017.

ATTEST:	HOLLY HILL ROAD EAST COMMUNITY

DEVELOPMENT DISTRICT
Print Name: --------	Chairperson
Secretary/Assistant Secretary

Exhibit A:	Rules of Procedure

EXHIBIT A
Rules of Procedure

RULES OF PROCEDURE

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

TABLE OF CONTENTS

1.0	General ...................................................................................................................... .	2	
	1.1	Board of Supervisors; Officers and Voting .................................................. .	3	

1.2	District Offices; Public Infmmation and Inspection of Records; Policies;

		Service Contract Requirements ..................................................................... .	7	
	1.3	Public Meetings, Hearings, and Workshops ................................................ ..	10	
2.0	Rulemaking Proceedings .......................................................................................... .	15	
3.0	Competitive Purchase ............................................................................................... .	21	
	3.1	Procedure Under The Consultants' Competitive Negotiation Act................	26	
	3 .2	Procedure Regarding Auditor Selection ........................................................	30	
	3.3	Purchase of Insurance....................................................................................	34	
	3.4	Pre-qualification.............................................................................................	36	
	3.5	Construction Contracts, Not Design-Build....................................................	39	
	3.6	Construction Contracts, Design-Build...........................................................	43	
	3. 7	Payment and Performance Bonds. .................................................................	48	
	3 .8	Goods, Supplies, and Materials .....................................................................	49	
	3.9	Maintenance Services....................................................................................	53	
	3 .10	Contractual Services ......................................................................................	56	

3.11	Protests with Respect to Proceedings under Rules 3.1, 3.2, 3.3, 3.4,

3.5, 3.6, 3.8, and 3.9.......................................................................................	57

4.0	Effective Date ........................................................................................................... .	60

Rule  1.0	General.

(1)	The Holly Hill Road East Community Development District (the "District") was created pursuant to the provisions of Chapter 190 of the Florida Statutes, and was established to provide for the ownership, operation, maintenance, and provision of various capital facilities and services within its jurisdiction. The purpose of these rules (the "Rules") is to describe the general operations of the District.

(2)	Definitions located within any section of these Rules shall be applicable within all other sections, unless specifically stated to the contrary.

(3)	Unless specifically permitted by a written agreement with the District, the District does not accept docmnents filed by electronic mail or facsimile transmission. Filings are only accepted during normal business hours.

(4)	A Rule of the District shall be effective upon adoption by affirmative vote of the District Board. After a Rule becomes effective, it may be repealed or amended only through the rulemaking procedures specified in these Rules. Notwithstanding, the District may immediately suspend the application of a Rule if the District detennines that the Rule conflicts with Florida law. In the event that a Rule conflicts with Florida law and its application has not been suspended by the District, such Rule should be interpreted in the manner effectuatesthatbest

	the intent of the Rule while also complying with Florida law. If the intent of the Rule absolutely cannot be effectuated while complying with Florida law, the Rule shall be automatically suspended.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §§190.011(5), 190.011(15), Fla, Stat.

Rule 1.1

(I)

Board of Supervisors; Officers and Voting.

Board of Supervisors. The Board of Supervisors of the District"Board")(the shall consist of five (5) members. Members of the Board ("Supervisors") appointed by ordinance or rule or elected by landowners must be citizens of the United States of America and residents of the State of Florida. Supervisors elected by resident electors must be citizens of the United States of America, residents of the State of Florida and of the District, registered to vote with the Supervisor of Elections of the county in which the District is located, and qualified. The Board shall exercise the powers granted to the District under Florida law.

(a)	Supervisors shall hold office for the term specified by Section 190.006 of the Florida Statutes. If, during the term of office, any Board member(s)

	vacates their office, the remaining member(s) of the Board shall fill the vacancies by appointment for the remainder of the te1m(s). If three or more vacancies exist at the same time, a quorum, as defined herein, shall not be required to appoint replacement Board members.

(b)	Three (3) members of the Board shall constitute a quorum for the purposes of conducting business, exercising powers and all other purposes. A Board member shall be counted toward the quorum if physically present at the meeting, regardless of whether such Board member is prohibited from, or abstains from, pmiicipating in discussion or voting on a pmiicular item.

(c)	Action taken by the Board shall be upon a majority vote of the members present, unless otherwise provided in the Rules or required by law. Subject to Rule 1.3(10), a Board member participating in the Board meeting by teleconference or videoconference shall be entitled to vote and take all other action as though physically present.

(d)	Unless otherwise provided for by an act of the Board, any one Board member may attend a mediation session on behalf of the Board. Any agreement resulting from such mediation session must be approved pursuant to subsection (I)(c) ofthis Rule.

(2)	Officers. At the first Bom·d meeting held after each election where the newly elected members take office, the Bom·d shall select a Chairperson, Vice-Chairperson, Secretary, Assistant Secretm-y, and Treasurer.

(a)	The Chairperson must be a member of the Board. If the Chairperson resigns from that office or ceases to be a member of the Board, the Board shall select a Chairperson. The Chairperson serves at the pleasure of the Board. The Chairperson shall be authorized to execute resolutions and

contracts on the District's behalf. The Chairperson shall convene and conduct all meetings of the Board. In the event the Chairperson is unable to attend a meeting, the Vice-Chairperson shall convene and conduct the

meeting.	The	Chairperson	or  Vice-Chairperson  may  delegate  the	
responsibility  of	conducting	the  meeting  to  the  District's  manager	
("District Manager") or District Counsel,wholein	or in part.	

(b)	The Vice-Chairperson shall be a member of the Board and shall have such duties and responsibilities as specifically designated by the Board from

	time to time. The Vice-Chairperson has the authority to execute resolutions and contracts on the District's behalf in the absence of the

	Chairperson. If the Vice-Chairperson resigns from office or ceases to be a member of the Board, the Board shall select a Vice-Chairperson. The Vice-Chairperson serves at the pleasure of the Board.

(c) The Secretary of the Board serves at the pleasure of the Board and need not be a member of the Board. The Secretary shall be responsible for maintaining the minutes of Board meetings and may have other duties assigned by the Board from time to time. An employee of the District Manager may serve as Secretary. The Secretary shall be bonded by a reputable and qualified bonding company in at least the amount of one million dollars ($1,000,000), or have in place a fidelity bond, employee theft insurance policy, or a comparable product in the amount of one million dollars ($1,000,000) that names the District as an additional insured.

(d) The Treasurer need not be a member of the Board but must be a resident of the State of Florida. The Treasurer shall perform duties described in Section 190.007(2) and (3) of the Florida Statutes, as well as those assigned by the Board from time to time. The Treasurer shall serve at the pleasure of the Board. The Treasurer shall either be bonded by a reputable and qualified bonding company in at least the amount of one million dollars ($1,000,000), or have in place a fidelity bond, employee theft insurance policy, or a comparable product in the amount of one million dollars ($1,000,000) that names the District as an additional insured.

(e) In the event that both the Chairperson and Vice-Chairperson are absent from a Board meeting and a quorum is present, the Board may designate one of its members or a member of District staff to convene and conduct the meeting. In such circumstances, any of the Board members present are authorized to execute agreements, resolutions, and other documents approved by the Board at such meeting. In the event that the Chairperson and Vice-Chairperson are both unavailable to execute a document previously approved by the Board, the Secretary or any Assistant Secretary may execute such document.

(f)	The Board may assign additional duties to District officers from time to time, which include, but are not limited to, executing documents on behalf of the District.

(g)	The Chairperson, Vice-Chairperson, and any other person authorized by District Resolution may sign checks and wan-ants for the District, countersigned by the Treasurer or other persons authorized by the Board.

(3)	Committees. The Board may establish committees of the Board, either on a permanent or temporary basis, to perform specifically designated functions.

	Committees may include individuals who are not members of the Board. Such functions may include, but are not limited to, review of bids, proposals, and qualifications, contract negotiations, personnel matters, and budget preparation.

(4)	Record Book. The Board shall keep a pennanent record book entitled "Record of Proceedings," in which shall be recorded minutes of all meetings, resolutions, proceedings, ce1iificates, and corporate acts. The Records of Proceedings shall be located at a District office and shall be available for inspection by the public.

(5)	Meetings. For each fiscal year, the Board shall establish a schedule of regular meetings, which shall be published in a newspaper of general circulation in the county in which the District is located and filed with the local general-purpose

	governments within whose boundaries the District is located. All meetings of the Board and Committees serving an advisory function shall be open to the public in accord with the provisions of Chapter 286Statutesofthe.Florida

(6)	Voting Conflict oflnterest. The Board shall comply with Section 112.3 l 43 of the Florida Statutes, so as to ensure the proper disclosure of conflicts of interest on

	matters coming before the Board for a vote. For the purposes of this section, "voting conflict of interest" shall be governed by Chapters 112 and 190 of the Florida Statutes, as amended from time to time. Generally, a voting conflict

	exists when a Board member is called upon to vote on an item which would inure to the Board member's special private gain or loss or the Board member knows would inure to the special private gain or loss of a principal by whom the Board

member is retained, the parent organization or subsidimy of a corporate principal, a business associate, or a relative including only a father, mother, son, daughter, husband, wife, brother, sister, father-in-law, mother-in-law, son-in-law, and daughter-in-law.

(a)	When a Board member knows the member has a conflict of interest on a matter coming before the Board, the member should notify the Board's Secretm·y prior to participating in any discussion with the Board on the matter. The member shall publicly announce the conflict of interest at the meeting. This announcement shall appear in the minutes.

If the Board member was elected at a landowner's election or appointed to fill a vacancy of a seat last filled at a landowner's election, the Board member may vote or abstain from voting on the matter at issue. If the Board member was elected by electors residing within the District, the

Board member is prohibited from voting on the matter at issue. In the event that the Board member intends to abstain or is prohibited from voting, such Board member shall not participate in the discussion on the item subject to the vote.

The Board's Secretary shall prepare a Memorandum of Voting Conflict (Fmm 8B) which shall then be signed by the Board member, filed with the Board's Secretary, and provided for attachment to the minutes of the meeting within fifteen (15) days of the meeting.

(b)	If a Board member inadvertently votes on a matter and later learns he or

she has a conflict on the matter, the member shall immediately notify the Board's Secretary. Within fifteen (15) days of the notification, the member shall file the appropriate Memorandum of Voting Conflict, which will be attached to the minutes of the Board meeting during which the vote on the matter occmTed. The Memorandum of Voting Conflict shall immediately be provided to other Board members and shall be read publicly at the next meeting held subsequent to the filing of the Memorandum of Voting Conflict. The Board member's vote is unaffected by this filing.

( c) It is not a conflict of interestmember,foraBoard the District Manager, or an employee of the District to be a stockholder, officer or employee of a landowner or of an entity affiliated with a landowner.

(d)	In the event that a Board member elected at a landowner's election or appointed to fill a vacancy of a seat last filled at a landowner's election, has a continuing conflict of interest, such Board member is pe1mitted to file a Memorandum of Voting Conflict at any time in which it shall state the nature of the continuing conflict. Only one such continuing Memorandum of Voting Conflict shall be required to be filed for each

termmembertheBoard	is in office.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §§112.3143, 190.006, 190.007, Fla. Stat.

Rule 1.2 District Offices; Public Information and Inspection of Records; Policies; Service Contract Requirements.

(I)	District Offices. Unless otherwise designated by the Board, the official District office shall be the District Manager's office identified by the District Manager. If

	the District Manager's office is not located within the county in which the District is located, the Board shall designate a local records office within such county which shall at a minimum contain, but not be limited to, the following documents:

(a)	Agenda packages for prior twenty four (24) months and next meeting;

(b)	Official minutes of meetings, including adopted resolutions of the Bom-d;

(c)	Names and addresses of current Board members and District Manager, unless such addresses are protected from disclosure by law;

( d)	Adopted engineer's reports;

(e)	Adopted assessment methodologies/rep01ts;

(f)	Adopted disclosure of public financing;

(g)	Limited Offering Memorandum for each financing undertaken by the District;

(h)	Proceedings, certificates, bonds given by all employees, and any and all corporate acts;

(i)	District policies and rules;

(j)	Fiscal year end audits; and

(k)	Adopted budget for the current fiscal year.

The District Manager shall ensure that each District records office contains the documents required by Florida law.

(2)	Public Records.   District public records  include  all  documents,  papers,  letters,

	maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, chm-acteristics, or means of transmission, made or received in connection with the transaction of

	official business of the District. All District public records not otherwise restricted by law may be copied or inspected at the District Manager's office during regular business hours. Certain District records can also be inspected and

	copied at the District's local records office during regular business hours. All written public records requests shall be directed to the Secretary who by these

mies is appointed as the District's records custodian. Regardless of the form of the request, any Board member or staff member who receives a public records request shall immediately forward or communicate such request to the Secretary for coordination of a prompt response. The Secretary, after consulting with District Counsel as to the applicability of any exceptions under the public records laws, shall be responsible for responding to the public records request. At no time can the District be required to create records or summaries of records, or prepare opinions regarding District policies,responsein to a public records request.

(3)	Service Contracts. Any contract for services, regardless of cost, shall include provisions required by law that require the contractor to comply with public

	records laws. The District Manager shall be responsible for initially enforcing all contract provisions related to a contractor's duty to comply with public records laws.

(4)	Fees; Copies. Copies of public records shall be made available to the requesting person at a charge of $0.15 per page for one-sided copies and $0.20 per page for

two-sided copies if not more than 8 ½ by 14 inches. For copies of public records in excess of the sizes listed in this section and for outside duplication services, the charge shall be equal to the actual cost of reproduction. Certified copies of public records shall be made available at a charge of one dollar ($1.00) per page. If the nature or volume of records requested requires extensive use of information technology resources or extensive clerical or supervisory assistance, the District may charge, in addition to the duplication charge, a special service charge that is based on the cost the District incurs to produce the records requested. This charge may include, but is not limited to, the cost of information technology resource, employee labor, and fees charged to the District by consultants employed in fulfilling the request. In cases where the special service charge is based in whole or in part on the costs incuned by the District due to employee labor, consultant fees, or other forms oflabor, those portions of the charge shall be calculated based on the lowest labor cost of an individual who is qualified to perform the labor. For purposes of this Rule, the word "extensive" shall mean that it will take more than fifteen (15) minutes to locate, review for confidential information, copy and re-file the requested material. In cases where extensive personnel time is determined by the District to be necessary to safeguard original records being inspected, the special service charge provided for in the section shall apply. If the total fees, including but not limited to special service charges, are anticipated to exceed twenty-five dollars ($25.00), then, prior to commencing work on the request, the District will inform the person making the public records request of the estimated cost, with the understanding that the final cost may vary from that estimate. If the person making the public records request decides to proceed with the request, payment of the estimated cost is required in advance. After the request has been fulfilled, additional payments or credits may be due.

(5)	Records Retention. The Secretary of the District shall be responsible for retaining the District's records in accordance with applicable Florida law.

(6)	Policies. The Board may adopt policies related to the conduct of its business and the provision of services either by resolution or motion.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat,

Law Implemented:  §§119.0701, 190.006, 119.07, Fla. Stat.

Rule 1.3	Public Meetings, Hearings, and Workshops.

(1)	Notice. Except in emergencies, or as otherwise required by statute or these Rules, at least seven (7) days, but no more than thirty (30) days public notice shall be given of any public meeting, hearing or workshop of the Board. Public notice

	shall be given by publication in a newspaper of general circulation in the District and in the county in which the District is located. "General circulation" means a

	publication that is printed and published at least once a week for the preceding year, offering at least twenty five percent (25%) of its words in the English language, qualifies as a periodicals material for postal purposes in the county in

	which the District is located, is for sale to the public generally, is available to the public generally for the publication of official or other notices, and is customarily

	containing inf01mation of a public character or of interest or of value to the residents or owners of property in the county where published, or of interest or of value to the general public. The annual meeting notice required to be published

	by Section 189.015 of the Florida Statutes, shall be published in a newspaper not of limited subject matter, which is published at least five days a week, unless the only newspaper in the county is published less than five days a week. Each Notice shall state, as applicable:

(a)	The date, time and place of the meeting, hearing or workshop;

(b)	A brief description of the nature, subjects, and purposes of the meeting, hearing, or workshop;

( c) The District office address for the submission of requests for copies of the agenda, as well as a contact name and telephone number for verbal requests for copies of the agenda; and

( d) The following language: "Pursuant to provisions of the Americans with Disabilities Act, any person requiring special accommodations to participate in this meeting/hearing/workshop is asked to advise the District Office at least forty-eight (48) hours before the meeting/hearing/workshop by contacting the District Manager at (407) 382-3256. If you are hearing or speech impaired, please contact the Florida Relay Service by dialing 7-1-1, or 1-800-955-8771 (TTY)/ 1-800-955-8770 (Voice), who can aid you in contacting the District Office."

(e)	The following language: "A person who decides to appeal any decision made at the meeting/hearing/workshop with respect to any matter

	considered at the meeting/hearing/workshop is advised that person will need a record of the proceedings and that accordingly, the person may need to ensure that a verbatim record of the proceedings is made including the testimony and evidence upon which the appeal is to be based."

(f)	The following language: "The meeting [or hearing or workshop] may be continued in progress without additional notice to a time, date, and location stated on the record."

(2)	Mistake. In the event that a meeting is held under the incorrect assumption that notice required by law and these Rules has been given, the Board at its next properly noticed meeting shall cure such defect by considering the agenda items from the prior meeting individually and anew.

(3)	Agenda. The District Manager, under the guidance of District Counsel and the Chairperson or Vice-Chairperson, shall prepare a notice and an agenda of the meeting/hearing/workshop. The notice and agenda shall be available to the public at least seventy-two (72) hours before the meeting/hearing/workshop except in an emergency. For good cause, the agenda may be changed after it is first made available for distribution. The requirement of good cause shall be liberally construed to allow the District to efficiently conduct business and to avoid the expenses associated with special meetings.

	The District may, but is not required to, use the following format in preparing its agenda for its regular meetings:

	Call to order		
	Roll call		
	Public comment	
	Organizational matters	
	Review of minutes	
items	Specific	of old business	
items	Specific	of new business	
	Staff reports		

(a)	District Counsel

(b)	District Engineer

( c)  District Manager
I.  Financial Repori

2. Approval of Expenditures Supervisor's requests and comments Public comment

Adjournment

(4)	Minutes. The Secretary shall be responsible for preparing and keeping the minutes of each meeting of the Board. Minutes shall be corrected and approved by the Board at a subsequent meeting. The Secretary may work with other staff

members in preparingminutesdraft	for the Board's consideration.

(5)	Special Requests. Persons wishing to receive, by mail, notices or agendas of meetings, may so advise the District Manager or Secretary at the District Office.

Such persons shall furnish a mailing address in writing and shall be required to the pre-pay cost of the copying and postage.

(6)	Emergency Meetings. The Chai1person, or Vice-Chairperson if the Chairperson is unavailable, may convene an emergency meeting of the Board without first

	having complied with sections (1) and (3) of this Rule, to act on emergency matters that may affect the public health, safety, or welfare. Whenever possible,

	the District Manager shall make reasonable efforts to provide public notice and notify all Board members of an emergency meeting twenty-four (24) hours in advance. Reasonable effmis may include telephone notification. Notice of the

	emergency meeting must be provided both before and after the meeting on the District's website, if it has one. Whenever an emergency meeting is called, the

	District Manager shall be responsible for notifying at least one newspaper of general circulation in the District. After an emergency meeting, the Board shall publish in a newspaper of general circulation in the District, the time, date and

	place of the emergency meeting, the reasons why an emergency meeting was necessary and a description of the action taken. Actions taken at an emergency meeting may be ratified by the Board at a regularly noticed meeting subsequently held.

(7)	Public Comment. The Board shall set aside a reasonable amount of time at each meeting for public comment and members of the public shall be permitted to provide comment on any proposition before the Board. The portion of the

	meeting generally reserved for public comment shall be identified in the agenda. Policies governing public comment may be adopted by the Board in accordance with Florida law.

(8)	Budget Hearing. Notice of hearing on the annual budget(s) shall be in accord with

Section 190.008 of the Florida Statutes. Once adopted in accord with Section 190.008 of the Florida Statutes, the annual budget(s) may be amended from time to time by action of the Board. Approval of invoices by the Board in excess of the funds allocated to a pmiicular budgeted line item shall serve to amend the budgeted line item.

(9)	Public Hearings. Notice of required public hearings shall contain the information required by applicable Florida law and by these Rules applicable to meeting notices and shall be mailed and published as required by Florida law. The District

	Manager shall ensure that all such notices, whether mailed or published, contain the information required by Florida law and these Rules and are mailed and published as required by Florida law. Public hearings may be held during Board meetings when the agenda includes such public hearing.

(I 0) Pmiicipation by Teleconference/Videoconference. District staff may pmiicipate in Board meetings by teleconference or videoconference. Bom·d members may also participate in Board meetings by teleconference or video conference if in the good judgment of the Board extraordinary circumstances exist; provided however,

at least three Board members must be physically present at the meeting location to establish a quorum. Such extraordinary circumstances shall be presumed when a Board member paiiicipates by teleconference or videoconference, unless a majority of the Board members physically present determines that extraordinary circumstances do not exist.

(11)	Board Authorization. The District has not adopted Robe1i's Rules of Order. For each agenda item, there shall be discussion pe1mitted among the Board members during the meeting. Approval or disapproval of resolutions and other proposed Board actions shall be in the fmm of a motion by one Board member, a second by another Board member, and an affirmative vote by the majority of the Board members present. Any Board member, including the Chairperson, can make or second a motion.

(12)	Continuances. Any meeting or public heai·ing of the Board may be continued without re-notice or re-adve1iising provided that:

(a)	The Board identifies on the record at the original meeting a reasonable need for a continuance;

(b)	The continuance is to a specified date, time, and location publicly announced at the original meeting; and

(c)	The public notice for the original meeting states that the meeting may be continued to a date and time and states that the date, time, and location of any continuance shall be publicly announced at the original meeting and posted at the District Office immediately following the original meeting.

(13)	Attorney-Client Sessions. An Attorney-Client Session is permitted when the District's attorneys deem it necessary to meet in private with the Board to discuss pending litigation to which the District is a party before a court or administrative agency or as may be authorized by law. The District's attorneys must request such session at a public meeting. Prior to holding the Attorney-Client Session, the District must give reasonable public notice of the time and date of the session and the names of the persons anticipated to attend the session. The session must commence at an open meeting in which the Chairperson or Vice-Chairperson announces the commencement of the session, the estimated length of the session, and the names of the persons who will be attending the session. The discussion during the session is confined to settlement negotiations or strategy related to litigation expenses or as may be authorized by law. Only the Boai·d, the District's attorneys (including outside counsel), the District Manager, and the court reporter may attend an Attorney-Client Session. During the session, no votes may be taken and no final decisions concerning settlement can be made. Upon the conclusion of the session, the public meeting is reopened and the Chairperson or Vice-Chairperson must announce that the session has concluded. The session must be transcribed by a comi-reporter and the transcript of the session filed with

the District Secretary within a reasonable time after the session. The transcript shall not be available for public inspection until after the conclusion of the litigation.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §§190.006, 190.007, 190.008, 286.0105, 286.011, 286.0114, Fla. Stat.

Rulc2.0	Rulemaking Proceedings.

(1)	Commencement of Proceedings. Proceedings held for adoption, amendment, or repeal of a District rule shall be conducted according to these Rules. Rulemaking proceedings shall be deemed to have been initiated upon publication of notice by

	the District. A "rule" is a District statement of general applicability that implements, interprets, or prescribes law or policy, or describes the procedure or practice requirements of the District ("Rule"). Nothing herein shall be construed

	as requiring the District to consider or adopt rules unless required by Chapter 190 of the Florida Statutes. Policies adopted by the District which do not consist of rates, fees, rentals or other monetary charges may be, but are not required to be, implemented through rulemaking proceedings.

(2)	Notice of Rule Development.

(a)	Except when the intended action is the repeal of a Rule, the District shall provide notice of the development of a proposed rule by publication of a Notice of Rule Development in a newspaper of general circulation in the District before providing notice of a proposed rule as required by section

(3)	of this Rule.  Consequently, the Notice of Rule Development shall be

	published at least twenty-nine (29) days prior to the public hearing on the proposed Rule. The Notice of Rule Development shall indicate the subject area to be addressed by rule development, provide a short, plain

	explanation of the purpose and effect of the proposed rule, cite the specific legal authority for the proposed rule, and include a statement of how a person may promptly obtain, without cost, a copy of any preliminary draft,
if available.

(b)	All rules as drafted shall be consistent with Sections 120.54(1)(g) and 120.54(2)(b) of the Florida Statutes.

(3)	Notice of Proceedings and Proposed Rules.

(a)	Prior to the adoption, amendment, or repeal of any rule other than an emergency rule, the District shall give notice of its intended action, setting

	forth a short, plain explanation of the purpose and effect of the proposed action, a reference to the specific rulemaking authority pursuant to which

	the rule is adopted, and a reference to the section or subsection of the Florida Statutes being implemented, interpreted, or made specific. The notice shall include a summary of the District's statement of the estimated

	regulatory costs, if one has been prepared, based on the factors set fmih in Section 120.541(2) of the Florida Statutes, and a statement that any person who wishes to provide the District with a lower cost regulatory alternative

	as provided by Section 120.541(1), must do so in writing within twenty-one (21) days after publication of the notice. The notice shall additionally include a statement that any affected person may request a public hearing

by submitting a written request within twenty-one (21) days after the date of publication of the notice. Except when intended action is the repeal of a rule, the notice shall include a reference to both the date on which and the place where the Notice of Rnle Development required by section (2) of this Rule appeared.

(b)	The notice shall be published in a newspaper of general circulation in the District and each county in which the District is located not less than twenty-eight (28) days prior to the intended action. The proposed rule shall be available for inspection and copying by the public at the time of the publication of notice.

( c) The notice shall be mailed to all persons named in the proposed rule and to all persons who, at least fourteen (14) days prior to such mailing, have made requests of the District for advance notice of its rulemaking proceedings. Any person may file a written request with the District Manager to receive notice by mail of District proceedings to adopt, amend, or repeal a rule. Such persons must furnish a mailing address and may be required to pay the cost of copying and mailing. Notice will then be mailed to all persons whom, at least fourteen (14) days prior to such mailing, have made requests of the District for advance notice of its proceedings.

(4)	Rule Development Workshops.  Whenever requested in writing by any affected

	person, the District must either conduct a rule development workshop prior to proposing rules for adoption or the Chairperson mnst explain in writing why a workshop is unnecessary. The District may initiate a rule development workshop but is not required to do so.

(5)	Petitions to Initiate Rulemaking. All Petitions to Initiate Rulemaking proceedings must contain the name, address, and telephone nnmber of the petitioner, the specific action requested, the specific reason for adoption, amendment, or repeal,

	the date submitted, the text of the proposed rule, and the facts showing that the petitioner is regulated by the District, or has substantial interest in the rulemaking. Not later than sixty (60) calendar days following the date of filing a petition, the

	Board shall initiate rulemaking proceedings or deny the petition with a written statement of its reasons for the denial. If the petition is directed to an existing policy that the District has not formally adopted as a rule, the District may, in its

	discretion, notice and hold a public hearing on the petition to consider the comments of the public directed to the policy, its scope and application, and to consider whether the public interest is served adequately by the application of the

	policy on a case-by-case basis, as contrasted with its formal adoption as a rule. However, this section shall not be construed as requiring the District to adopt a rule to replace a policy.

(6)	Rulemaking Materials.  After the publication of the notice referenced in section

(3) of this Rule, the Board shall make available for public inspection and shall provide, upon request and payment of the cost of copies, the following materials:

(a)	The text of the proposed rule, or any amendment or repeal of any existing rules;

(b)	A detailed written statement of the facts and circumstances justifying the

proposed rule;

( c) A copy of the statement of estimated regulatory costs if required by Section 120.541 of the Florida Statutes; and

(d)	The published notice.

(7)	Hearing. The District may, or, upon the written request of any affected person received within twenty-one (21) days after the date of publication of the notice described in section (3) of this Rule, shall, provide a public hearing for the presentation of evidence, argument, and oral statements, within the reasonable conditions and limitations imposed by the District to avoid duplication, irrelevant comments, unnecessary delay, or disruption of the proceedings. The District shall publish notice of the public hearing in a newspaper of general circulation within

the Distt·ict either in the text of the notice described in section (3) of this Rule or in a separate publication at least seven (7) days before the scheduled public hearing. The notice shall specify the date, time, and location of the public hearing, and the name, address, and telephone number of the District contact person who can provide info1mation about the public hearing. Written statements may be submitted by any person prior to or at the public hearing. All timely submitted written statements shall be considered by the District and made part of the rulemaking record.

(8)	Emergency Rule Adoption. The Board may adopt an emergency rule if it finds that immediate danger to the public health, safety, or welfare exists which requires immediate action. Prior to the adoption of an emergency rnle, the District Manager shall make reasonable efforts to notify a newspaper of general circulation in the Distt·ict. Notice of emergency rules shall be published as soon as possible in a newspaper of general circulation in the District. The Distt·ict may use any procedure which is fair under the circumstances in the adoption of an emergency rule as long as it protects the public interest as determined by the District and otherwise complies with these provisions.

(9)	Negotiated Rulemaking. The District may use negotiated rulemaking in developing and adopting rules pursuant to Section 120.54(2)( d) of the Florida Statutes, except that any notices required under Section 120.54(2)( d) of the Florida Statutes, may be published in a newspaper of general circulation in the county in which the District is located.

(10)	Rulemaking Record.   In all rulemaking proceedings, the District shall compile

andrecordmaintain. a rulemaking	The record shall include, if applicable:

(a)	The texts of the proposed rule and the adopted rule;

(b)	All notices given for a proposed rule;

(c)	Any statement of estimated regulatory costs for the rule;

(d)	A written summary of hearings, if any, on the proposed rule;

(e) All written connnents received by the District and responses to those written comments; and

(f)	All notices and findings pe1iaining to an emergency rule.

(11)	Petitions to Challenge Existing Rules.

(a)	Any person substantially affected by a rule may seek an administrative determination of the invalidity of the rule on the ground that the rule is an invalid exercise of the District's authority.

(b)	The petition seeking an administrative determination must state with particularity the provisions alleged to be invalid with sufficient

	explanation of the facts or grounds for the alleged invalidity and facts sufficient to show that the person challenging a rule is substantially affected by it.

(c) The petition shall be filed with the District. Within ten (10) days after receiving the petition, the Chairperson shall, if the petition complies with the requirements of subsection (b) of this section, designate any member of the Board (including the Chairperson), District Manager, District Counsel, or other person as a hearing officer who shall conduct a hearing within 30 days thereafter, unless the petition is withdrawn or a continuance is granted by agreement of the parties. The failure of the District to follow the applicable rulemaking procedures or requirements in this Rule shall be presumed to be material; however, the District may rebut this presumption by showing that the substantial interests of the petitioner and the fairness of the proceedings have not been impaired.

(d)	Within 30 days after the hearing, the hearing officer shall render a decision and state the reasons thereforwriting.

(e)	Hearings held under this section shall be de novo in nature. The petitioner has a burden of proving by a preponderance of the evidence that the

existing rule is an invalid exercise of District authority as to the objections raised. The hearing officer may:

(i)	Administer oaths and affirmations;

(ii)	Rule upon offers of proof and receive relevant evidence;

(iii)	Regulate the comse of the hearing, including any pre-hearing matters;

(iv)	Enter orders; and

(v)	Make or receive offers of settlement, stipulation, and adjustment.

(f)	The petitioner and the District shall be adverse parties. Other substantially affected persons may join the proceedings as intervenors on appropriate terms which shall not unduly delay the proceedings.

(12)	Variances and Waivers.  A "variance" means a decision by the District to grant a

	modification to all or part of the literal requirements of a rule to a person who is subject to the rule. A "waiver" means a decision by the District not to apply all or part of a rule to a person who is subject to the rule. Variances and waivers from District rules may be granted subject to the following:

(a)	Variances and waivers shall be granted when the person subject to the rule

	demonstrates that the purpose of the underlying statute will be or has been achieved by other means by the person, and when application of the rule would create a substantial hardship or would violate principles of fairness.

	For purposes of this section, "substantial hardship" means a demonstrated economic, technological, legal, or other type of hardship to the person requesting the variance or waiver. For purposes of this section, "principles

	of fairness" are violated when the literal application of a rule affects a particular person in a manner significantly different from the way it affects other similarly situated persons who are subject to the rule.

(b)	A person who is subject to regulation by a District Rule may file a petition with the District, requesting a variance or waiver from the Distt·ict's Rule. Each petition shall specify:

(i)	The rule from which a variance or waiver is requested;

(ii)	The type of action requested;

(iii)	The specific facts that would justify a waiver or variance for the petitioner; and

(iv)	The reason why the variance or the waiver requested would serve the purposes of the underlying statute.

( c) The District shall review the petition and may request only that information needed to clarify the petition or to answer new questions raised by or directly related to the petition. If the petitioner asserts that any request for additional information is not authorized by law or by Rule of the District, the District shall proceed, at the petitioner's written request, to process the petition.

( d) The Board shall grant or deny a petition for variance or waiver, and shall announce such disposition at a publicly held meeting of the Board, within sixty (60) days after receipt of the original petition, the last item of timely requested additional material, or the petitioner's written request to finish processing the petition. The District's statement granting or denying the petition shall contain a statement of the relevant facts and reasons supporting the District's action.

(13)	Rates, Fees, Rentals and Other Charges. All rates, fees, rentals, or other charges shall be subject to rnlemaking proceedings. Policies adopted by the District which do not consist of rates, fees, rentals or other charges may be, but are not required to be, implemented through rnlemaking proceedings.

Specific Authority:  §§190.011(5), 190.011(15), 190.035, Fla. Stat.

Law Implemented:  §§190.011(5), 190.035(2), Fla. Stat.

Rule 3.0	Competitive Purchase.

(1)	Purpose and Scope.   In order to  comply with Sections  190.033(1) through (3),

287.055 and 287.017 of the Florida Statutes, the following provisions shall apply to the purchase of Professional Services, insurance, construction contracts, design-build services, goods, supplies, and materials, Contractual Services, and maintenance services.

(2)	Board Authorization. Except in cases of an Emergency Purchase, a competitive purchase governed by these Rules shall only be undertaken after authorization by the Board.

(3)	Definitions.

(a)	"Competitive Solicitation" means a formal, advertised procurement process, other than an Invitation to Bid, Request for Proposals, or Invitation to Negotiate, approved by the Board to purchase commodities and/or services which affords vendors fair treatment in the competition for award of a District purchase contract.

(b)	"Continuing Contract" means a contract for Professional Services entered into in accordance with Section 287 .055 of the Florida Statutes, between the District and a film, whereby the firm provides Professional Services to the District for projects in which the costs do not exceed one million dollars ($1,000,000), for a study activity when the fee for such Professional Services to the District does not exceed fifty thousand dollars ($50,000), or for work of a specified nature as outlined in the contract with the District, with no time limitation except that the contract must provide a te,mination clause (for example, a contract for general District engineering services). Firms providing Professional Services under Continuing Contracts shall not be required to bid against one another.

( c) "Contractual Service" means the rendering by a contractor of its time and effort rather than the furnishing of specific commoditiesterm.The applies only to those services rendered by individuals and films who are independent contractors. Contractual Services do not include auditing services, Maintenance Services, or Professional Services as defined in Section 287.055(2)(a) of the Florida Statutes, and these Rules. Contractual Services also do not include any contract for the furnishing of labor or materials for the construction, renovation, repair, modification, or demolition of any facility, building, portion of building, utility, park, parking lot, or structure or other improvement to real property entered into pursuant to Chapter 255 of the Florida Statutes, and Rules 3.5 or 3.6.

(d)	"Design-Build  Contract"  means  a  single  contract  with  a  Design-Build

Film forandthe design	construction of a public construction project.

(e)	"Design-Build Firm" means a partnership, corporation or other legal entity that:

(i)	Is  certified  under  Section  489.119  of the  Florida  Statutes,  to

	engage in contracting through a certified or registered general contractor or a certified or registered building contractor as the qualifying agent; or

(ii)	Is  certified  under  Section  471.023  of the  Florida  Statutes,  to

	practice or to offer to practice engineering; certified under Section 481.219 of the Florida Statutes, to practice or to offer to practice

	architecture; or certified under Section 481.319 of the Florida Statutes, to practice or to offer to practice landscape architecture.

(f)	"Design Criteria Package" means concise, performance-oriented drawings

	or specifications for a public construction project. The purpose of the Design Criteria Package is to furnish sufficient information to pe1mit Design-Build Firms to prepare a bid or a response to the District's Request

	for Proposals, or to permit the District to enter into a negotiated Design-Build Contract. The Design Criteria Package must specify performance-based criteria for the public construction project, including the legal

	description of the site, survey information concerning the site, interior space requirements, material quality standards, schematic layouts and conceptual design criteria of the project, cost or budget estimates, design

	and construction schedules, site development requirements, provisions for utilities, stormwater retention and disposal, and parking requirements

	applicable to the project. Design Criteria Packages shall require firms to submit information regarding the qualifications, availability, and past work of the firms, including the partners and members thereof.

(g)	"Design Criteria Professional" means a firm who holds a current certificate of registration under Chapter 481 of the Florida Statutes, to

	practice architecture or landscape architecture, or a firm who holds a current certificate as a registered engineer under Chapter 4 71 of the

	Florida Statutes, to practice engineering, and who is employed by or under contract to the District to provide professional architect services, landscape architect services, or engineering services in connection with the preparation of the PackageDesignCriteria.

(h)	"Emergency Purchase" means a purchase necessitated by a sudden unexpected hun of events (for example, acts of God, riot, fires, floods,

hurricanes, accidents,anyor circumstances or cause beyond the control of the Board in the normal conduct of its business), where the Board finds that the delay incident to competitive purchase would be detrimental to the interests of the District. This includes, but is not limited to, instances

where the time to competitively award the project will jeopardize the funding for the project, will materially increase the cost of the project, or will create an undue hardship on the public health, safety, or welfare.

(i)	"Invitation to Bid" is a written solicitation for sealed bids with the title, date, and hour of the public bid opening designated specifically and defining the commodity or service involved. It includes printed

	instrnctions prescribing conditions for bidding, qualification, evaluation criteria, and provides for a manual signature of an authorized representative. It may include one or more bid alternates.

(j)	"Invitation to Negotiate" means a written solicitation for compet1t1ve sealed replies to select one or more vendors with which to commence negotiations for the procurement of commodities or services.

(k)	"Negotiate" means to conduct legitimate, arm's length discussions and conferences to reach an agreement on a term or price.

(1)	"Professional Services" means those services within the scope of the practice of architecture, professional engineering, landscape architecture, or registered surveying and mapping, as defined by the laws of Florida, or those services performed by any architect, professional engineer,

	landscape architect, or registered surveyor and mapper, in connection with the firm's or individual's professional employment or practice.

(m)	"Proposal ( or Reply or Response) Most Advantageous to the District" means, as determined in the sole discretion of the Board, the proposal, reply, or response that is:

(i)	Submitted by a person or firm capable and qualified in all respects to perfmm fully the contract requirements, who has the integrity

and reliability to assurefaith good	performance;

(ii)	The most responsive to the Request for Proposals, Invitation to Negotiate, or Competitive Solicitation as determined by the Board; and

(iii)	For a cost to the District deemed by the Board to be reasonable.

(n)	"Purchase" means acquisition by sale, rent, lease, lease/purchase, or installment sale. It does not include transfer, sale, or exchange of goods, supplies, or materials between the District and any federal, state, regional or local governmental entity or political subdivision of the State of Florida.

(o)	"Request  for  Proposals"  or  "RFP"  is  a  written  solicitation  for  sealed

proposals with the title, date, and how- of the public opening designated and requiring the manual signature of an authorized representative. It may provide general information, applicable laws and rules, statement of work, :functional or general specifications, qualifications, proposal instructions, work detail analysis, and evaluation criteria as necessary.

(p)	"Responsive and Responsible Bidder" means an entity or individual that has submitted a bid that confmms in all material respects to the Invitation

	to Bid and has the capability in all respects to fully perform the contract requirements and the integrity and reliability that will assure good faith

	performance. "Responsive and Responsible Vendor" means an entity or individual that has submitted a proposal, reply, or response that confmms

	in all material respects to the Request for Proposals, Invitation to Negotiate, or Competitive Solicitation and has the capability in all respects to fully perform the contract requirements and the integrity and reliability

	that will assure good faith perfo1mance. In determining whether an entity or individual is a Responsive and Responsible Bidder (or Vendor), the

	District may consider, in addition to factors described in the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, the following:

(i)	The ability and adequacy of the professional personnel employed by the entity/individual;

(ii)	The past performance of the entity/individual for the District and in other professional employment;

(iii)	The willingness of the entity/individual to meet time and budget requirements;

(iv)	The geographic location of the entity's/individual's headqumters or office in relation to the project;

(v)	The recent, current, and projected workloads of the entity/individual;

(vi)	The volume of work previously awarded to the entity/individual;

(vii)	Whether the cost components of the bid or proposal are appropriate! y balanced; and

(viii)	Whether the entity/individual 1s a ce1tified minority business ente1prise.

( q) "Responsive Bid," "Responsive Proposal," "Responsive Reply," and "Responsive Response" all mean a bid, proposal, reply, or response which

confmms in all material respects to the specifications and conditions in the Invitation to Bid, Request for Proposals, Invitations to Negotiate, or Competitive Solicitation document and these Rules, and the cost components of which, if any, are appropriately balanced. A bid, proposal, reply or response is not responsive if the person or firm submitting it fails to meet any material requirement relating to the qualifications, financial stability, or licensing of the bidder.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §§190.033, 255.20, 287.055, Fla. Stat.

Rule 3.1	Procedure Under The Consultants' Competitive Negotiations Act.

(1)	Scope. The following procedures are adopted for the selection of firms or individuals to provide Professional Services exceeding the thresholds herein described, for the negotiation of such contracts, and to provide for protest of actions of the Board under this Rule. As used in this Rule, "Project" means that fixed capital outlay study or planning activity when basic construction cost is estimated by the District to exceed the threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY FIVE, or for a planning study activity when the fee for Professional Services is estimated by the District to exceed the threshold amount provided in Section 287.017 for CATEGORY TWO, as such categories may be amended or adjusted from time to time.

(2)	Qualifying Procedures. In order to be eligible to provide Professional Services to the District, a consultant must, at the time of receipt of the firm's qualification submittal:

(a)	Hold all required applicable federal licenses in good standing, if any;

(b)	Hold all required applicable state professional licenses in good standing;

(c) Hold a cmTent and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the consultant is a corporation; and

(d)	Meet any qualification requirements set forth in the District's Request for Qualifications.

Evidence of compliance with this Rule may be submitted with the qualifications, if requested by the District. In addition, evidence of compliance must be submitted any time requested by the District.

(3)	Public Announcement. Except in cases of valid public emergencies as ce1iified by the Board, the District shall announce each occasion when Professional Services are required for a Project or a Continuing Contract by publishing a notice providing a general description of the Project, or the nature of the Continuing Contract, and the method for interested consultants to apply for consideration.

The notice shall appear in at least one ( 1) newspaper of general circulation in the District and in such other places as the District deems appropriate. The notice must allow at least fmnieen (14) days for submittal of qualifications from the date of publication. The District may maintain lists of consultants interested in receiving such notices. These consultants are encouraged to submit annually statements of qualifications and performance data. Consultants who provide their name and address to the District Manager for inclusion on the list shall receive notices by mail. The Board has the right to reject any and all qualifications, and such reservation shall be included in the published notice. Consultants not

receiving a contract award shall not be entitled to recover from the District any costs of qualification package preparation or submittal.

(4)	Competitive Selection.

(a)	The Board shall review and evaluate the data submitted in response to the notice described in section (3) of this Rule regarding qualifications and

	perfmmance ability, as well as any statements of qualifications on file. The Board shall conduct discussions with, and may require public

	presentation by consultants regarding their qualifications, approach to the Project, and ability to furnish the required services. The Board shall then select and list the consultants, in order of preference, deemed to be the

	most highly capable and qualified to perfonn the required Professional Services, after considering these and other appropriate criteria:

(i)	The ability and adequacy of the professional personnel employed by each consultant;

(ii)	Whether a consultant is a certified minority business enterprise;

(iii)	Each consultant's past performance;

(iv)	The willingness of each consultant to meet time and budget requirements;

(v)	The geographic location of each consultant's headquarters,  office

and personnelrelationin	to the project;

(vi)	The recent, current, and projected workloads of each consultant; and

(vii)	The volume of work previously awarded to each consultant by the District.

(b)	Nothing in these Rules shall prevent the District from evaluating and eventually selecting a consultant if less than three (3) qualification packages, including packages indicating a desire not to provide Professional Services on a given Project, are received.

( c) If the selection process is administered by any person or committee other than the full Board, the selection made will be presented to the full Board with a recommendation that competitive negotiations be instituted with the selected firms in order of preference listed.

(d)	Notice of the rankings adopted by the Board, including the rejection of some or all qualification packages, shall be provided in writing to all

consultants by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's ranking decisions under this Rule shall be in accordance with the procedures set forth in Rule 3 .11.

(5)	Competitive Negotiation.

(a)	After the Board has authorized the beginning of competitive negotiations, the District may begin such negotiations with the firm listed as most

	qualified to perform the required Professional Services at a rate or amount of compensation which the Board dete1mines is fair, competitive, and reasonable.

(b)	In negotiating a lump-sum or cost-plus-a-fixed-fee professional contract

	for more than the threshold amount provided in Section 287.017 of the Florida Statutes, for CATEGORY FOUR, the firm receiving the award shall be required to execute a truth-in-negotiation ce1tificate stating that

	"wage rates and other factual unit costs supporting the compensation are accurate, complete and current at the time of contracting." In addition, any professional service contract under which such a ce1tificate is

	required, shall contain a provision that "the original contract price and any additions thereto, shall be adjusted to exclude any significant sums by which the Board determines the contract price was increased due to inaccurate, incomplete, or noncurrent wage rates and other factual unit costs."

( c) Should the District be unable to negotiate a satisfactory agreement with the firm determined to be the most qualified at a price deemed by the District to be fair, competitive, and reasonable, then negotiations with that firm shall be te1minated and the District shall immediately begin negotiations with the second most qualified film. If a satisfactory agreement with the second film carmot be reached, those negotiations shall be terminated and negotiations with the third most qualified firm shall be unde1taken.

(d) Should the District be unable to negotiate a satisfactory agreement with one of the top three (3) ranked consultants, additional firms shall be selected by the District, in order of their competence and qualifications. Negotiations shall continue, beginning with the first-named film on the list, until an agreement is reached or the list of films is exhausted.

(6)	Contracts; Public Records. In accordance with Florida law, each contract entered into pursuant to this Rule shall include provisions required by law that require the contractor to comply with public records laws.

(7)	Continuing Contract. Nothing in this Rule shall prohibit a Continuing Contract between a consultant and the District.

(8)	Emergency Purchase. The District may make an Emergency Purchase without complying with these Rules. The fact that an Emergency Purchase has occtmed or is necessary shall be noted in the minutes of the next Board meeting.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.
Law Implemented:  §§119.0701, 190.011(3), 190.033, 287.055, Fla. Stat.

Rule3.2	Procedure Regarding Auditor Selection.

In order to comply with the requirements of Section 218.391 of the Florida Statutes, the following procedures are outlined for selection of firms or individuals to provide Auditing Services and for the negotiation of such contracts.

(1)	Definitions.

(a)	"Auditing Services" means those services within the scope of the practice of a ce1iified public accounting firm licensed under Chapter 4 73 of the Florida Statutes, and qualified to conduct audits in accordance with government auditing standards as adopted by the Florida Board of Accountancy.

(b)	"Committee" means the audit selection committee appointed by the Board as described in section (2) of this Rule.

(2)	Establishment of Audit Committee.  Prior to a public announcement under section

(4) of this Rule that Auditing Services are required, the Board shall establish an audit selection committee ("Committee"), the primary purpose of which is to assist the Board in selecting an auditor to conduct the annual financial audit required by Section 218.39 of the Florida Statutes. The Committee should include at least three individuals, some or all of whom may also serve as members of the Board. The establishment and selection of the Committee must be conducted at a publicly noticed and held meeting of the Board.

(3)	Establishment of Minimum Qualifications and Evaluation Criteria. Prior to a public annonncement under section ( 4) of this Rule that Auditing Services are required, the Committee shall meet at a publicly noticed meeting to establish minimum qualifications and factors to use for the evaluation of Auditing Services to be provided by a certified public accounting firm licensed under Chapter 4 73 of the Florida Statutes, and qualified to conduct audits in accordance with governn1ent auditing standards as adopted by the Florida Board of Accountancy.

(a)	Minimum Qualifications. In order to be eligible to submit a proposal, a film must, at all relevant times including the time of receipt of the proposal by the District:

(i)	Hold all required applicable federal licenses in good standing, if any;

(ii)	Hold all required applicable state professional licenses in good standing;

(iii)	Hold a current and active Florida corporate chaiier or be authorized to do business in the State of Florida in accordance with

Chapter 607 of the Florida Statutes, if the proposer 1s a corporation; and

(iv)	Meet any pre-qualification requirements established by the Committee and set f01th in the RFP or other specifications.

If requested in the RFP or other specifications, evidence of compliance with the minimum qualifications as established by the Committee must be submitted with the proposal.

(b)	Evaluation Criteria. The factors established for the evaluation of Auditing Services by the Committee shall include, but are not limited to:

(i)	Ability of personnel;

(ii)	Experience;

(iii)	Understanding of scope of work;

(iv)	Ability to furnish the required services; and

(v)	Such other factors as may be determined by the Committee to be applicable to its patiicular requirements.

The Committee may also choose to consider compensation as a factor. If the Committee establishes compensation as one of the factors, compensation shall not be the sole or predominant factorproposalsusedtoevaluate.

(4)	Public Announcement. After identifying the factors to be used in evaluating the proposals for Auditing Services as set forth in section (3) of this Rule, the Committee shall publicly announce the opp01tunity to provide Auditing Services.

	Such public announcement shall include a brief description of the audit and how interested firms can apply for consideration and obtain the RFP. The notice shall appear in at least one (1) newspaper of general circulation in the District and the county in which the District is located. The public atrnouncement shall allow for at least seven (7) days for the submission of proposals.

(5)	Request for Proposals. The Committee shall provide interested finns with a Request for Proposals ("RFP"). The RFP shall provide inf01mation on how

	proposals are to be evaluated and such other information the Committee determines is necessary for the firm to prepare a proposal. The RFP shall state the time and place for submitting proposals.

(6)	Committee's Evaluation of Proposals and Recommendation. The Committee shall meet at a publicly held meeting that is publicly noticed for a reasonable time in advance of the meeting to evaluate all qualified proposals and may, as part of

the evaluation, require that each interested film provide a public presentation where the Committee may conduct discussions with the firm, and where the firm may present information, regarding the film's qualifications. At the public meeting, the Committee shall rank and recommend in order of preference no fewer than three firms deemed to be the most highly qualified to perfonn the required services after considering the factors established pursuant to subsection (3 )(b) of this Rule. If fewer than three firms respond to the RFP or if no films respond to the RFP, the Committee shall recommend such firm as it deems to be the most highly qualified. Notwithstanding the foregoing, the Committee may recommend that any and all proposals be rejected.

(7)	Board Selection of Auditor.

(a)	Where compensation was not selected as a factor used in evaluating the

proposals, the Board shall negotiatethe with film ranked first and inquire of that film as to the basis of compensation. If the Board is unable to negotiate a satisfactory agreement with the first ranked firm at a price deemed by the Board to be fair, competitive, and reasonable, then negotiations with that firm shall be te1minated and the Board shall immediately begin negotiations with the second ranked film. If a satisfactory agreement with the second ranked firm cannot be reached, those negotiations shall be terminated and negotiations with the third ranked firm shall be undertaken. The Board may reopen formal negotiations with any one of the three top-ranked firms, but it may not negotiate with more than one firm at a time. If the Board is unable to negotiate a satisfactory agreement with any of the selected films, the Committee shall recommend additional firms in order of the firms' respective competence and qualifications. Negotiations shall continue, beginning with the first-named film on the list, until an agreement is reached or the list of films is exhausted.

(b)	Where compensation was selected as a factor used in evaluating the proposals, the Board shall select the highest-ranked qualified firm.

(c)	In negotiations with films under this Rule, the Board may allow the District Manager, District Counsel, or other designee to conduct negotiations on its behalf.

( d) Notwithstanding the foregoing, the Board may reject any or all proposals. The Board shall not consider any proposal, or enter into any contract for Auditing Services, unless the proposed agreed-upon compensation is reasonable to satisfy the requirements of Section 218.39 of the Florida Statutes, and the needs of the District.

(8)	Contract. Any agreement reached under this Rule shall be evidenced by a written contract, which may take the form of an engagement letter signed and executed by

both patties. The written contract shall include all provisions and conditions of the procurement of such services and shall include, at a minimum, the following:

(a)	A provision specifying the services to be provided and fees or other compensation for such services;

(b)	A provision requiring that invoices for fees or other compensation be submitted in sufficient detail to demonstrate compliance with the terms of the contract;

(c) A provision setting forth deadlines for the auditor to submit a preliminary draft audit report to the District for review and to submit a final audit rep01t no later than July I of the fiscal yeai· that follows the fiscal year for which the audit is being conducted;

(d) A provision specifying the contract period, including renewals and conditions under which the contract may be terminated or renewed. No contract shall continue, or allow the contract to be renewed, for a period of more than three years from the date of its execution. A renewal may be done without the use of the auditor selection procedures provided in this Rule, but must be in writing.

(e)	Provisions required by law that require the auditor to comply with public records laws.

(9)	Notice  of Award.   Once  a negotiated  agreement  with  a fitm  or individual  is

	reached, or the Board authorizes the execution of an agreement with a firm where compensation was a factor in the evaluation of proposals, notice of the intent to award, including the rejection of some or all proposals, shall be provided in writing to all proposers by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement:

"Failure to file a protest within the time prescribed in Rule 3 .11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests regarding the award of contracts under this Rule shall be as provided for in Rule 3.11. No proposer shall be entitled to recover any costs of proposal preparation or submittal from the District.

Specific Authority: §§190.011(5), 190.011(15), Fla. Stat. Law Implemented: §§119.0701, 218.391, Fla. Stat.

Rule3.3	Purchase of Insurance.

(1)	Scope. The purchases of life, health, accident, hospitalization, legal expense, or annuity insurance, or all of any kinds of such insurance for the officers and employees of the District, and for health, accident, hospitalization, and legal

	expenses upon a group insurance plan by the District, shall be governed by this Rule. This Rule does not apply to the purchase of any other type of insurance by the District, including but not limited to liability insurance, property insurance, and directors and officers insurance. Nothing in this Rule shall require the District to purchase insurance.

(2)	Procedure. For a purchase of insurance within the scope of these Rules, the following procedure shall be followed:

(a)	The Board shall cause to be prepared a Notice ofinvitation to Bid.

(b)	Notice of the Invitation to Bid shall be advertised at least once m a newspaper of general circulation within the District. The notice shall allow at least fourteen (14) days for submittal of bids.

(c)	The District may maintain a list of persons interested in receiving notices

	of Invitations to Bid. Persons who provide their name and address to the District Manager for inclusion on the list shall receive notices by mail.

( d)	Bids shall be opened at the time and place noted in the Invitation to Bid.

( e) If only one (1) response to an Invitation is received, the District may proceed with the purchase. If no response to an Invitation to Bid is received, the District may take whatever steps arc reasonably necessary in order to proceed with the purchase.

(f)	The Board has the right to reject any and all bids and such reservations shall be included in all solicitations and advertisements.

(g)	Simultaneously with the review of the submitted bids, the District may undertake negotiations with those companies that have submitted reasonable and timely bids and, in the opinion of the District, are fully

	qualified and capable of meeting all services and requirements. Bid responses shall be evaluated in accordance with the specifications and criteria contained in the Invitation to Bid; in addition, the total cost to the

	District, the cost, if any, to the District officers, employees, or their dependents, the geographic location of the company's headquarters and offices in relation to the District, and the ability of the company to

	guarantee premium stability may be considered. A contract to purchase insurance shall be awarded to that company whose response to the Invitation to Bid best meets the overall needs of the District, its officers,

employees, and/or dependents.

(h)	Notice of the intent to award, including rejection of some or all bids, shall be provided in writing to all bidders by United States Mail, by hand

	delivery, or by overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed

	in Rule 3 .11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's procurement of insurance under this Rule shall be in accordance with the procedures set forth in Rule 3 .11.

Specific Authority:  §§190.011(5), 190.011(15), Fla, Stat.

Law Implemented:  §112.08, Fla. Stat.

Rule 3.4	Pre-qualification

(1)	Scope. In its discretion, the District may undertake a pre-qualification process in accordance with this Rule for vendors to provide construction services, goods, supplies, and materials, Contractual Services, and maintenance services.

(2)	Procedure. When the District seeks to pre-qualify vendors, the following procedures shall apply:

(a)	The Board shall cause to be prepared a Request for Qualifications.

(b)	For construction services  exceeding the thresholds described in  Section

255.20 of the Florida Statutes,mustthe Board advertise the proposed pre-qualification criteria and procedures and allow at least seven (7) days notice of the public hearing for comments on such pre-qualification criteria and procedures. At such public hearing, potential vendors may object to such pre-qualification criteria and procedures. Following such public hearing, the Board shall formally adopt pre-qualification criteria and procedures prior to the advertisement of the Request for Qualifications for construction services.

(c)	The Request for Qualifications shall be advertised at least once in a newspaper of general circulation within the District and within the county in which the District is located. The notice shall allow at least seven (7)

	days for submittal of qualifications for goods, supplies and materials, Contractual Services, maintenance services, and construction services under two hundred fifty thousand dollars ($250,000). The notice shall

	allow at least twenty-one (21) days for submittal of qualifications for construction services estimated to cost over two hundred fifty thousand dollars ($250,000) and thirty (30) days for construction services estimated to cost over five hundred thousand dollars ($500,000).

(d) The District may maintain lists of persons interested in receiving notices of Requests for Qualifications. The District shall malce a good faith effort to provide written notice, by electronic mail, United States Mail, hand delivery, or facsimile, to persons who provide their name and address to the District Manager for inclusion on the list. However, failure of a person to receive the notice shall not invalidate any pre-qualification determination or contract awarded in accordance with these Rules and shall not be a basis for a protest of any pre-qualification determination or contract award.

(e) If the District has pre-qualified vendors for a particular category of purchase, at the option of the District, only those persons who have been pre-qualified will be eligible to submit bids, proposals, replies or responses in response to the applicable Invitation to Bid, Request for

Proposals, Invitation to Negotiate, or Competitive Solicitation.

(f)	In order to be eligible to submit qualifications, a firm or individual must, at the time ofreceipt of the qualifications:

(i)	Hold the required applicable state professional licenses m good standing;

(ii)	Hold all required applicable federal licenses in good standing, if any;

(iii)	Hold a current and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the vendor is a corporation; and

(iv)	Meet any special pre-qualification requirements set fmih m the Request for Qualifications.

Evidence of compliance with these Rules must be submitted with the qualifications if required by the District. Failure to submit evidence of compliance when required may be grounds for rejection of the qualifications.

(g)	Qualifications shall be presented to the Board, or a committee appointed by the Board, for evaluation in accordance with the Request for

	Qualifications and this Rule. Minor variations in the qualifications may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or disadvantage of a material nature.

(h)	All vendors determined by the District to meet the pre-qualification requirements shall be pre-qualified. To assure full understanding of the

	responsiveness to the requirements contained in a Request for Qualifications, discussions may be conducted with qualified vendors. Vendors shall be accorded fair treatment prior to the submittal date with

	respect to any opportunity for discussion and revision of qualifications. For construction services, any contractor pre-qualified and considered

	eligible by the Department of Transportation to bid to perform the type of work the project entails shall be presumed to be qualified to perform the project.

(i)	The Board shall have the right to reject all qualifications if there are not enough to be competitive or if rejection is determined to be in the best interest of the District. No vendor shall be entitled to recover any costs of qualification preparation or submittal from the District.

(j)	Notice  of  intent  to  pre-qualify,  including  rejection  of  some  or  all

	qualifications, shall be provided in writing to all vendors by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice

	shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect.

	Protests of the District's pre-qualification decisions under this Rule shall be in accordance with the procedures set forth in Rule 3.11; provided

	however, protests related to the pre-qualification criteria and procedures for construction services shall be resolved in accordance with section (2)(b) of this Rule and Section 255.20(1)(b) of the Florida Statutes.

Specific Authority:  §§190,011(5), 190.011(15), Fla, Stat.

Law Implemented:  §§190.033, 255.0525, 255.20, Fla. Stat.

Rule 3.5	Construction Contracts, Not Design-Build.

(1)	Scope.   All  contracts  for  the  construction  or  improvement  of any  building,

structure, or other public construction works authorized by Chapter 190 of the Florida Statutes, the costs of which are estimated by the District in accordance with generally accepted cost accounting principles to beexcessin of the threshold amount for applicability of Section 25 5 .20 of the Florida Statutes, as that amount may be indexed or amended from time to time, shall be let under the terms of these Rules and the procedures of Section 255 .20 of the Florida Statutes, as the same may be amended from time to time. A project shall not be divided solely to avoid the threshold bidding requirements.

(2)	Procedure. When a purchase of construction services is within the scope of this Rule, the following procedures shall apply:

(a)	The Board shall cause to be prepared an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

(b)	Notice of the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be advertised at least oncea in newspaper of general circulation in the District and in the county in which the District is located. The notice shall also include the amount of the bid bond, if one is required. The notice shall allow at least twenty-one (21) days for submittal of sealed bids, proposals, replies, or responses, unless the Board, for good cause, determines a shorter period of time is appropriate. Any project projected to cost more than five hundred thousand dollars ($500,000) must be noticed at least thirty (30) days prior to the date for submittal of bids, proposals, replies, or responses. If the Board has previous! y pre-qualified contractors pursuant to Rule 3 .4 and determined that only the contractors that have been pre-qualified will be pe1mitted to submit bids, proposals, replies, and responses, the Notice of Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation need not be published. Instead, the Notice of Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be sent to the pre-qualified contractors by United States Mail, hand delivery, facsimile, or overnight delivery service.

(c) The District may maintain lists of persons interested in receiving notices of Invitations to Bid, Requests for Proposals, Invitations to Negotiate, and Competitive Solicitations. The District shall make a good faith effort to provide written notice, by electronic mail, United States Mail, hand delivery, or facsimile, to persons who provide their name and address to the District Manager for inclusion on the list. However, failure of a person to receive the notice shall not invalidate any contract awarded in accordance with this Rule and shall not be a basis for a protest of any contract award.

( d) If the District has pre-qualified providers of construction services, then, at the option of the District, only those persons who have been pre-qualified will be eligible to submit bids, proposals, replies, or responses to Invitations to Bid, Requests for Proposals, Invitations to Negotiate, and Competitive Solicitations.

(e) In order to be eligible to submit a bid, proposal, reply, or response, a firm or individual must, at the time of receipt of the bids, proposals, replies, or responses:

(i)	Hold the required applicable state professional licenses m good standing;

(ii)	Hold all required applicable federal licenses in good standing, if any;

(iii)	Hold a cunent and active Florida corporate chmier or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the bidder is a cotporation; and

(iv)	Meet any special pre-qualification requirements set fotih in the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

Any contractor that has been found guilty by a court of any violation of federal labor or employment tax laws regarding subjects such as safety, tax withholding, worker's compensation, unemployment tax, social security and Medicare tax, wage or hour, or prevailing rate laws within the past 5 years may be considered ineligible by the District to submit a bid, response, or proposal for a District project.

Evidence of compliance with these Rules must be submitted with the bid, proposal, reply, or response, if required by the District. Failure to submit evidence of compliance when required may be grounds for rejection of the bid, proposal, reply, or response.

(f)	Bids, proposals, replies, and responses, or the portions of which that include the price, shall be publicly opened at a meeting noticed in accordance with Rule 1.3, and at which at least one district representative is present. The name of each bidder and the price submitted in the bid shall be announced at such meeting, and shall be made available upon request. Minutes should be taken at the meeting and maintained by the District. Bids, proposals, replies, a11d responses shall be evaluated in accordance with the respective Invitation to Bid, Request for Proposals,

Invitation to Negotiate, or Competitive Solicitation and these Rules. Minor variations in the bids, proposals, replies, or responses may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or disadvantage of a material nature. Mistakes in arithmetic extension of pricing may be corrected by the Board. Bids and proposals may not be modified or supplemented after opening; provided however, additional information may be requested and/or provided to evidence compliance, make non-material modifications, clarifications, or supplementations, and as otherwise permitted by Florida law.

(g)	The lowest Responsive Bid submitted by a Responsive and Responsible

in	Bidder    response to an Invitation to Bid shall be accepted.  In relation to

a	Request  for   Proposals,   Invitation  to  Negotiate,   or  Competitive

Solicitation,  the  Board  shall  select the  Responsive  Proposal,  Reply,  or

Response submitted by a Responsive and Responsible Vendor which is

most advantageous to the District.   To  assure  full  understanding  of the

responsiveness to the solicitation requirements contained in a Request for

Proposals, Invitation to Negotiate, or Competitive Solicitation, discussions

may be conducted with qualified vendors.  Vendors shall be accorded fair

treatment prior to the submittal date with respect to any opportunity for
discussion,  preparation,  and  revision  of  bids,  proposals,  replies,  and

responses.

(h)	The Board shall have the right to reject all bids, proposals, replies, or responses because they exceed the amount of funds budgeted for the purchase, if there are not enough to be competitive, or if rejection is

	determined to be in the best interest of the District. No contractor shall be entitled to recover any costs of bid, proposal, response, or reply preparation or submittal from the District.

(i)	The Board may require potential contractors to furnish bid bonds, performance bonds, and/or other bonds with a responsible surety to be approved by the Board.

(j)	Notice of intent to award, including rejection of some or all bids, proposals, replies, or responses, shall be provided in writing to all contractors by United States Mail, hand delivery, facsimile, or overnight

	delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the District shall constitute a waiver of proceedings under those

	Rules," or wording to that effect. Protests of the District's purchase of construction services under this Rule shall be in accordance with the procedures set forth in Rule 3.11.

(k)	If less than three (3) Responsive Bids, Proposals, Replies,  or Responses

are received, the District may purchase construction services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of construction services, which steps may include a direct purchase of the construction services without further competitive selection processes.

(3)	Sole Source; Government. Construction services that are only available from a single source are exempt from this Rule. Constrnction services provided by governmental agencies are exempt from this Rule. This Rule shall not apply to the purchase of construction services, which may include goods, supplies, or materials, that are purchased under a federal, state, or local government contract that has been competitively procured by such federal, state, or local government

in a manner consistent with the material procurement requirements of these Rules.

A contract for construction services is exempt from this Rule

law prescribeswhomwith	the District must contract or if the rate of payment is	
established duringappropriationthe	process.	

(4)	Contracts; Public Records. In accordance with Florida law, each contract entered into pursuant to this Rule shall include provisions required by law that require the contractor to comply with public records laws.

(5)	Emergency Purchases. The District may make an Emergency Purchase without complying with these rules. The fact that an Emergency Purchase has occmTed or is necessary shall be noted in the minutes of the next Board Meeting.

(6)	Exceptions.  This Rule is inapplicable when:

(a)	The project is undertaken as repair or maintenance of an existing public facility;

(b)	The funding source of the project will be diminished or lost because the time required to competitively award the project after the funds become available exceeds the time within which the funding source must be spent;

( c) The District has competitively awarded a project and the contractor has abandoned the project or the District has terminated the contractor; or

( d) The District, after public notice, conducts a public meeting under Section 286.011 of the Florida Statutes, and finds by a majority vote of the Board that it is in the public's best interest to perfonn the project using its own services, employees, and equipment.

Specific Authority:	§§190.011(5), 190.011(15), Fla. Stat.		
Law Implemented:	§§119.0701, 189.053, 190.033, 255.20,0518, 255.0525,	287.055, Fla. Stat.	

Rule 3.6	Construction Contracts, Design-Build.

(1)	Scope. The District may utilize Design-Build Contracts for any public construction project for which the Board dete1mines that use of such contract is in the best interest of the District. When letting a Design-Build Contract, the District shall use the following procedure:

(2)	Procedure.

(a)	The District shall utilize a Design Criteria Professional meeting the requirements of Section 287.055(2)(k) of the Florida Statutes, when developing a Design Criteria Package, evaluating the proposals and qualifications submitted by Design-Build Firms, and determining compliance of the project construction with the Design Criteria Package. The Design Criteria Professional may be an employee of the District, may be the District Engineer selected by the District pnrsuant to Section 287.055 of the Florida Statutes, or may be retained pnrsuant to Rule 3.1. The Design Criteria Professional is not eligible to render services under a Design-Build Contract executed pursuant to the Design Criteria Package.

(b)	A Design Criteria Package for the construction project shall be prepared and sealed by the Design Criteria Professional. If the project utilizes existing plans, the Design Criteria Professional shall create a Design Criteria Package by supplementing the plans with project specific requirements, if any.

(c)	The Board may either choose to award the Design-Build Contract pnrsuant to the competitive proposal selection process set fmih in Section 287.055(9) of the Florida Statutes, or pnrsuant to the qualifications based selection process pnrsuant to Rule 3 .1.

(i)	Qualifications-Based Selection. If the process set fmih in Rule 3.1 is utilized, subsequent to competitive negotiations, a guaranteed maximum price and guaranteed completion date shall be established.

(ii)	Competitive Proposal-Based Selection. If the competitive proposal selection process is utilized, the Board, in consultation with the Design Criteria Professional, shall establish the criteria, standards and procednres for the evaluation of Design-Build Proposals based on price, technical, and design aspects of the project, weighted for the project. After a Design Criteria Package and the standards and procednres for evaluation of proposals have been developed, competitive proposals from qualified firms shall be solicited pursuant to the design criteria by the following procednre:

1.	A Request for Proposals shall be advertised at least once in

a	newspaper of general circulation in the county in which

	the District is located. The notice shall allow at least twenty-one (21) days for submittal of sealed proposals,

	unless the Board, for good cause, determines a shorter period of time is appropriate. Any project projected to cost more than five hundred thousand dollars ($500,000) must be noticed at least thirty (30) days prior to the date for submittal of proposals.

2.	The  District  may  maintain  lists  of persons  interested  in

	receiving notices of Requests for Proposals. The District shall make a good faith effort to provide written notice, by electronic mail, United States Mail, hand delivery, or

	facsimile, to persons who provide their name and address to the District Manager for inclusion on the list. However,

	failure of a person to receive the notice shall not invalidate any contract awarded in accordance with this Rule and shall not be a basis for a protest of any contract award.

3.	In order to be eligible to submit a proposal, a firm must, at the time of receipt of the proposals:

a.	Hold the required applicable state professional licenses in good standing, as defined by Section 287.055(2)(h) of the Florida Statutes;

b.	Hold all required applicable federal licenses in good standing, if any;

c.	Hold a current and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the proposer is a corporation;

d.	Meet any special pre-qualification requirements set forth in the Request for Proposals and Design Criteria Package.

Any contractor that has been found guilty by a court of any violation of federal labor or employment tax laws regarding subjects such as safety, tax withholding, worker's compensation, unemployment tax, social security and Medicare tax, wage or hour, or prevailing rate laws within

yearsthe past 5 may be considered ineligible by the District to submit a bid, response, or proposal for a District project.

Evidence of compliance with these Rules must be submitted with the proposal if required by the District. Failure to submit evidence of compliance when required may be grounds for rejection of the proposal.

4.	The proposals, or the portions of which that include the price, shall be publicly opened at a meeting noticed in accordance with Rule 1.3, and at which at least one district

	representative is present. The name of each bidder and the price submitted in the bid shall be announced at such

	meeting, and shall be made available upon request. Minutes should be taken at the meeting and maintained by the District. In consultation with the Design Criteria

	Professional, the Board shall evaluate the proposals received based on evaluation criteria and procedures

	established prior to the solicitation of proposals, including but not limited to qualifications, availability, and past work of the firms and the partners and members thereof. The Board shall then select no fewer than three (3) Design-Build Firms as the most qualified.

5.	The Board shall have the right to reject all proposals if rejection is determined to be in the best interest of the

	District. No vendor shall be entitled to recover any costs of proposal preparation or submittal from the District.

6.	If less than three (3) proposals are received, the District may purchase design-build services or may reject the proposals for lack of competitiveness. If no proposals are

	received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of design-build services, which steps may include a direct purchase of the design-build services without further competitive selection processes.

7.	Notice of the rankings adopted by the Board, including the rejection of some or all proposals, shall be provided in

	writing to all consultants by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to

	file a protest within the time prescribed in Rule 3 .11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or wording to that effect.

Protests of the District's rankings under this Rule shall be in accordance with the procedures set forth in Rule 3 .11.

8.	The Board shall negotiate a contract with the firm ranking the highest based on the evaluation standards and shall establish a price which the Board determines is fair,

	competitive and reasonable. Should the Board be unable to negotiate a satisfactory contract with the firm considered to

	be the most qualified at a price considered by the Board to be fair, competitive, and reasonable, negotiations with that firm must be terminated. The Board shall then undertake

	negotiations with the second most qualified film, based on the ranking by the evaluation standards. Failing accord

	with the second most qualified firm, the Board must terminate negotiations. The Board shall then m1dertake

	negotiations with the third most qualified firm. Should the Board be unable to negotiate a satisfactory contract with any of the selected films, the Board shall select additional

	firms in order of their rankings based on the evaluation standards and continue negotiations until an agreement is reached or the list of films is exhausted.

9.	After the Board contrncts with a film, the film shall bring to the Board for approval, detailed working drawings of the project.

10.	The Design Criteria Professional shall evaluate the compliance of the detailed working drawings and project constrnction with the Design Criteria Package, and shall provide the Board with a repmi of the same.

(3)	Contracts; Public Records. In accordance with Florida law, each contract entered into pursuant to this Rule shall include provisions required by law that require the contractor to comply with public records laws.

(4)	Emergency Purchase. The Board may, in case of public emergency, declare an emergency and immediately proceed with negotiations with the best qualified Design-Build Fi1m available at the time. The fact that an Emergency Purchase has occurred shall be noted in the minutes of the next Board meeting.

(5)	Exceptions.  This Rule is inapplicable when:

(a)	The project is undertalcen as repair or maintenance of an existing public facility;

(b)	The funding source of the project will be diminished or lost because the time required to competitively award the project after the funds become available exceeds the time within which the funding source must be spent;

(c)	The District has competitively awarded a project and the contractor has abandoned the project or the District has te1minated the contractor; or

( d) The District, after public notice, conducts a public meeting under Section 286.011 of the Florida Statutes, and finds by a majority vote of the Board that it is in the public's best interest to perfonn the project using its own services, employees, and equipment.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.
Law Implemented:  §§119.0701, 189.053, 190.033, 255.0518, 255.0525, 255.20, 287.055, Fla. Stat.

Rule 3.7	Payment and Performance Bonds.

(I)	Scope.   This  Rule  shall  apply  to  contracts  for  the  construction  of a  public

building, for the prosecution and completion of a public work, or for repairs upon a public building or public work, and shall be construed in addition to terms prescribed by any other Rule that may also apply to such contracts.

(2)	Required Bond. Upon entering into a contract for any of the services described in section (1) of this Rule in excess of $200,000, the Board should require that the contractor, before commencing the work, execute and record a payment and performance bond in an amount equal to the contract price. Notwithstanding the te1ms of the contract or any other law, the District may not make payment to the contractor until the contractor has provided to the District a certified copy of the recorded bond.

(3)	Discretionary Bond. At the discretion of the Board, upon entering into a contract for any of the services described in section (1) of this Rule for an amount not exceeding $200,000, the contractor may be exempted from executing a payment and performance bond.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §255.05, Fla. Stat.

Ruic 3.8	Goods, Supplies, and Materials.

(1)	Purpose and Scope.  All purchases of goods, supplies, or materials exceeding the

amount provided in Section 287.017 of the Florida Statutes, for CATEGORY FOUR, shall be purchased under the terms of this Rule. Contracts for purchases of "goods, supplies, and materials" do not include printing, insurance, advertising, or legal notices. A contract involving goods, supplies, or materials plus maintenance services may, in the discretion of the Board, be treated as a contract for maintenance services. However, a purchase shall not be divided solely in order to avoid the threshold bidding requirements.

(2)	Procedure. When a purchase of goods, supplies, or materials is within the scope of this Rule, the following procedures shall apply:

(a)	The Board shall cause to be prepared an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

(b)	Notice  of the  Invitation  to  Bid,  Request  for  Proposals,  Invitation  to

	Negotiate, or Competitive Solicitation shall be advertised at least once in a newspaper of general circulation within the District and within the county

	in which the District is located. The notice shall also include the amount of the bid bond, if one is required. The notice shall allow at least seven (7) days for submittal of bids, proposals, replies, or responses.

(c) The District may maintain lists of persons interested in receiving notices of Invitations to Bid, Requests for Proposals, Invitations to Negotiate, or Competitive Solicitations. The District shall malce a good faith effort to provide written notice, by electronic mail, United States Mail, hand delivery, or facsimile, to persons who provide their name and address to the District Manager for inclusion on the list. However, failure of a person to receive the notice shall not invalidate any contract awarded in accordance with this Rule and shall not be a basis for a protest of any contract award.

( d) If the District has pre-qualified suppliers of goods, supplies, and materials, then, at the option of the District, only those persons who have been pre-qualified will be eligible to submit bids, proposals, replies, or responses.

(e) In order to be eligible to submit a bid, proposal, reply, or response, a firm or individual must, at the time of receipt of the bids, proposals, replies, or responses:

(i)	Hold the required applicable state professional licenses m good standing;

(ii)	Hold all required applicable federal licenses in good standing, if any;

(iii)	Hold a current and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the vendor is a corporation; and

(iv)	Meet any special pre-qualification requirements set forth in the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

Evidence of compliance with these Rules must be submitted with the bid, proposal, reply or response if required by the Dish·ict. Failure to submit evidence of compliance when required may be grounds for rejection of the bid, proposal, reply, or response.

Any firm or individual whose principal place of business is outside the State of Florida must also submit a written opinion of an attorney at law licensed to practicein law that foreign state, as to the preferences, if any or none, granted by the law of that foreign state to business entities whose principal places of business are in that foreign state, in the letting of any or all public contracts. Failure to submit such a written opinion or submission of a false or misleading written opinion may be grounds for rejection of the bid, proposal, reply, or response.

(f)	Bids, proposals, replies, and responses shall be publicly opened at the time

	and place noted on the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation. Bids, proposals, replies, and responses shall be evaluated in accordance with the respective Invitation

to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, and this Rule. Minor variations in the bids, proposals, replies, or responses may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or disadvantage of a material nature. Mistakes in arithmetic extension of pricing may be corrected by the Board. Bids and proposals may not be modified or supplemented after opening; provided however, additional information may be requested and/or provided to evidence compliance, make non-material modifications, clarifications, or supplementations, and as othe1wise permitted by Florida law.

(g)	The lowest Responsive Bid, after taking into account the preferences provided for in this subsection, submitted by a Responsive and Responsible Bidder in response to an Invitation to Bid, Request for

	Proposals, Invitation to Negotiate, or Competitive Solicitation shall be accepted. If the lowest Responsive Bid is submitted by a Responsive and

	Responsible Bidder whose principal place of business is located in a foreign state which does not grant a preference in competitive purchase to businesses whose principal place of business are in that foreign state, the

lowest Responsible and Responsive Bidder whose principal place of business is in the State of Florida shall be awarded a preference of five (5) percent. If the lowest Responsive Bid is submitted by a Responsive and Responsible Bidder whose principal place of business is located in a foreign state which grants a preference in competitive purchase to businesses whose principal place of business are in that foreign state, the lowest Responsible and Responsive Bidder whose principal place of business is in the State of Florida shall be awarded a preference equal to the preference granted by such foreign state.

To assure full understanding of the responsiveness to the solicitation requirements contained in an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, discussions may be conducted with qualified vendors. Vendors shall be accorded fair treatment prior to the submittal date with respect to any opportunity for discussion, preparation, and revision of bids, proposals, replies, and responses.

(h)	The Board shall have the right to reject all bids, proposals, replies, or responses because they exceed the amount of funds budgeted for the purchase, if there are not enough to be competitive, or if rejection is

	dete1mined to be in the best interest of the District. No vendor shall be entitled to recover any costs of bid, proposal, reply, or response preparation or submittal from the District.

(i)	The Board may require bidders and proposers to furnish bid bonds, performance bonds, and/or other bonds with a responsible surety to be approved by the Board.

G)	Notice of intent to award, including rejection of some or all bids, proposals, replies, or responses shall be provided in writing to all vendors by United States Mail, hand delivery, facsimile, or overnight delivery

	service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3 .11 of the Rules of the District shall constitute a waiver of proceedings under those Rules," or

	wording to that effect. Protests of the Dish·ict's purchase of goods, supplies, and materials under this Rule shall be in accordance with the procedures set forth in Rule 3 .11.

(k)	If less than three (3) bids, proposals, replies, or responses are received, the

District may purchase goods, supplies, or materials, or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of goods, supplies, and materials, which steps may include a

direct purchase of the goods, supplies, and materials without further competitive selection processes.

(3)	Goods,  Supplies,  and Materials  included  in a  Construction  Contract Awarded

	Pursuant to Rule 3.5 or 3.6. There may be occasions where the District has undergone the competitive purchase of construction services which contract may include the provision of goods, supplies, or materials. In that instance, the

	District may approve a change order to the contract and directly purchase the goods, supplies, and materials. Such purchase of goods, supplies, and materials deducted from a competitively purchased construction contract shall be exempt from this Rule.

(4)	Exemption. Goods, supplies, and materials that are only available from a single source are exempt from this Rule. Goods, supplies, and materials provided by

	govermnental agencies are exempt from this Rule. A contract for goods, supplies, or materials is exempt from this Rule if state or federal law prescribes with whom

	the District must contract or if the rate of payment is established during the appropriation process. This Rule shall not apply to the purchase of goods,

	supplies or materials that are purchased under a federal, state, or local govermnent contract that has been competitively procured by such federal, state, or local government in a manner consistent with the material procurement requirements of these Rules.

(5)	Renewal.  Contracts for the purchase of goods, supplies, and/or materials subject	
	to this Rule may be renewed for a period that may not exceed three (3) years or	
	the term of the original contract, whichever period is longer.	

(6)	Emergency Purchases. The District may make an Emergency Purchase without complying with these rules. The fact that an Emergency Purchase has occuned or is necessary shall be noted in the minutes of the next Board meeting.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.
Law Implemented:  §§189.053, 190.033, 287.017, 287.084, Fla. Stat.

Rule3.9	Maintenance Services.

(1)	Scope. All contracts for maintenance of any District facility or proj eel shall be set under the te1ms of this Rule if the cost exceeds the amount provided in Section 287.017 of the Florida Statutes, for CATEGORY FOUR. A contract involving goods, supplies, and materials plus maintenance services may, in the discretion of the Board, be treated as a contract for maintenance services. However, a purchase shall not be divided solely in order to avoid the threshold bidding requirements.

(2)	Procedure. When a purchase of maintenance services is within the scope of this Rule, the following procedures shall apply:

(a)	The Board shall cause to be prepared an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

(b)	Notice of the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation shall be advertised at least once in a newspaper of general circulation within the District and within the county in which the District is located. The notice shall also include the amount of the bid bond, if one is required. The notice shall allow at least seven (7) days for submittal of bids, proposals, replies, or responses.

(c)	The District may maintain lists of persons interested in receiving notices oflnvitations to Bid, Requests for Proposals, Invitations to Negotiate, and Competitive Solicitations. The District shall make a good faith effort to provide written notice, by electronic mail, United States Mail, hand delivery, or facsimile, to persons who provide their name and address to the District Manager for inclusion on the list. However, failure of a person to receive the notice shall not invalidate any contract awarded in accordance with this Rule and shall not be a basis for a protest of any contract award.

(d)	If the District has pre-qualified suppliers of maintenance services, then, at the option of the District, only those persons who have been pre-qualified will be eligible to submit bids, proposals, replies, and responses.

(e)	In order to be eligible to submit a bid, proposal, reply, or response, a firm or individual must, at the time of receipt of the bids, proposals, replies, or responses:

(i)	Hold the required applicable state professional licenses m good standing;

(ii)	Hold all required applicable federal licenses in good standing, if any;

(iii)	Hold a cunent and active Florida corporate charter or be authorized to do business in the State of Florida in accordance with Chapter 607 of the Florida Statutes, if the vendor is a corporation; and

(iv)	Meet  any  special  pre-qualification  requirements  set  fmih  in  the

Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation.

Evidence of compliance with these Rules must be submitted with the bid, proposal, reply, or response if required by the District. Failure to submit evidence of compliance when required may be grounds for rejection of the bid, proposal, reply, or response.

(f)	Bids, proposals, replies, and responses shall be publicly opened at the time and place noted on the Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation. Bids, proposals, replies, and responses shall be evaluated in accordance with the respective Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, and these Rules. Minor variations in the bids, proposals, replies, and responses may be waived by the Board. A variation is minor if waiver of the variation does not create a competitive advantage or

disadvantage of a material nature. Mistakes in arithmetic extension of pricing may be con-ected by the Board. Bids and proposals may not be modified or supplemented after opening; provided however, additional information may be requested and/or provided to evidence compliance, make non-material modifications, clarifications, or supplementations, and as otherwise permitted by Florida law.

(g)	The lowest Responsive Bid submitted in response to an Invitation to Bid by a Responsive and Responsible Bidder shall be accepted. In relation to a Request for Proposals, Invitation to Negotiate or Competitive Solicitation the Board shall select the Responsive Proposal, Reply, or Response submitted by a Responsive and Responsible Vendor which is most advantageous to the District. To assure full understanding of the responsiveness to the solicitation requirements contained in a Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, discussions may be conducted with qualified vendors. Vendors shall be accorded fair treatment prior to the submittal date with respect to any opportunity for discussion, preparation, and revision of bids, proposals, replies, or responses.

(h)	The Board shall have the right to reject all bids, proposals, replies, or responses because they exceed the amount of funds budgeted for the purchase, if there are not enough to be competitive, or if rejection is determined to be in the best interest of the District. No Vendor shall be

entitled to recover any costs of bid, proposal, reply, or response preparation or submittal from the District.

(i)	The Board may require bidders and proposers to furnish bid bonds, perfonnance bonds, and/or other bonds with a responsible surety to be approved by the Bomd.

G)	Notice of intent to awmd, including rejection of some or all bids, proposals, replies, or responses shall be provided in writing to all vendors

	by United States Mail, hand delivery, facsimile, or overnight delivery service. The notice shall include the following statement: "Failure to file a protest within the time prescribed in Rule 3.11 of the Rules of the

	District shall constitute a waiver of proceedings under those Rules," or wording to that effect. Protests of the District's procurement of maintenance services under this Rule shall be in accordance with the procedures set forth in Rule 3 .11.

(k)	If less than three (3) Responsive Bids, Proposals, Replies, or Responses

are received, the District may purchase the maintenance services or may reject the bids, proposals, replies, or responses for a lack of competitiveness. If no Responsive Bid, Proposal, Reply, or Response is received, the District may take whatever steps reasonably necessary in order to proceed with the procurement of maintenance services, which steps may include a direct purchase of the maintenance services without further competitive selection processes.

(3)	Exemptions.  Maintenance services that are only available from a single source

	me exempt from this Rule. Maintenance services provided by governmental agencies are exempt from this Rule. A contract for maintenance services is exempt from this Rule if state or federal law prescribes with whom the District must contract or if the rate of payment is established during the appropriation process.

(4)	Renewal. Contracts for the purchase of maintenance services subject to tllis Rule may be renewed for a period that may not exceed three (3) years or the te1m of the original contract, whichever period is longer.

(5)	Contracts; Public Records. In accordance with Florida law, each contract entered into pursuant to this Rule shall include provisions required by law that require the contractor to comply with public records laws.

(6)	Emergency Purchases. The District may make an Emergency Purchase without complying with these rules. The fact that an Emergency Purchase has occun-ed or is necessary shall be noted in the minutes of the next Bomd meeting.

Specific Authority:  §§190.011(5), 190.011(15), 190.033, Fla. Stat.

Law Implemented:  §§119.0701, 190.033, 287.017, Fla. Stat.

Rule 3.10	Contractual Services.

(1)	Exemption from Competitive Purchase. Pursuant to Section 190.033(3) of the Florida Statutes, Contractual Services shall not be subject to competitive purchasing requirements. If an agreement is predominantly for Contractual Services, but also includes maintenance services or the purchase of goods and services, the contract shall not be subject to competitive purchasing requirements. Regardless of whether an advertisement or solicitation for Contractual Services is identified as an Invitation to Bid, Request for Proposals, Invitation to Negotiate, or Competitive Solicitation, no rights or remedies under these Rules, including but not limited to protest rights, are conferred on persons, firms, or vendors proposing to provide Contractual Services to the District.

(2)	Contracts: Public Records. In accordance with Florida law, each contract for Contractual Services shall include provisions required by law that require the contractor to comply with public records laws.

Specific Authority: §§190.011(5), 190.011(15), Fla. Stat.
Law Implemented:  §§119.0701, 190.011(3), 190.033, Fla. Stat.

Rule 3.11 Protests With Respect To Proceedings under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, and 3.9.

The resolution of any protests with respect to proceedings under Rules 3. I, 3 .2, 3.3, 3.4, 3.5, 3.6, 3.8, and 3.9 shall be in accordance with this Rule.

(1)	Filing.

(a)	With respect to a protest regaJ."ding qualifications, specifications, documentation, or other requirements contained in a Request for Qualifications, Request for Proposals, Invitation to Bid, or Competitive Solicitation issued by the District, the notice of protest shall be filed in writing within seventy-two (72) calendar hours ( excluding Saturdays, Sundays, and state holidays) after the first adve1iisement of the Request for Qualifications, Request for Proposals, Invitation to Bid, or Competitive Solicitation. A formal protest setting forth with pruiicularity the facts and law upon which the protest is based shall be filed within seven (7) calendru· days (including Saturdays, Sundays, and state holidays) after the initial notice of protest was filed. For purposes of this Rule, wherever applicable, filing will be perfected and deemed to have occurred upon receipt by the District. Failure to file a notice of protest shall constitute a waiver of all rights to protest the District's intended decision. Failure to file a formal written protest shall constitute an abandonment of the protest proceedings a11d shall automatically terminate the protest proceedings.

(b)	Except for those situations covered by subsection (!)(a) of this Rule, any firm or person who is affected adversely by a District's ranking or intended award under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, or 3.9 and desires to contest the District's ranking or intended awaJ."d, shall file with the District a written notice of protest within seventy-two (72) calendaJ.' hours (excluding Saturdays, Sundays, and state holidays) after receipt of the notice of the District's ranking or intended award. A fonnal protest setting forth with particularity the facts and law upon which the protest is based shall be filed within seven (7) calendar days (including SahU'days, Sundays, and state holidays) after the initial notice of protest was filed. For purposes of this Rule, wherever applicable, filing will be perfected and deemed to have occwTed upon receipt by the District. Failure to file a notice of protest shall constitute a waiver of all rights to protest the District's ranking or intended awru·d. Failure to file a formal written protest shall constitute an abandonment of the protest proceedings a11d shall automatically terminate the protest proceedings.

(c)	If disclosed in the Dish·ict's competitive solicitation docwnents for a pal.'ticulru· purchase under Rules 3.1, 3.2, 3.3, 3.4, 3.5, 3.6, 3.8, or 3.9, the Board may require any person who files a notice of protest to post a protest bond in the amount equal to I% of the anticipated contract amount

that is the subject of the protest. In the event the protest is successful, the protest bond shall be refunded to the protestor. In the event the protest is unsuccessful, the protest bond shall be applied towards the District's costs, expenses, and attorney's fees associated with hearing and defending the protest. In the event the protest is settled by mutual agreement of the parties, the protest bond shall be distributed as agreed to by the District and protestor.

( d) The District does not accept documents filed by electronic mail or facsimile transmission. Filings are only accepted during normal business hours.

(2)	Contract Execution. Upon receipt of a notice of protest which has been timely filed, the District shall not execute the contract under protest until the subject of the protest is resolved. However, if the District sets forth in writing particular

	facts and circumstances showing that delay incident to protest proceedings will jeopardize the funding for the project, will materially increase the cost of the project, or will create an immediate and serious danger to the public health, safety, or welfare, the contr·act may be executed.

(3)	Informal Proceeding. If the Board determines a protest does not involve a disputed issue of material fact, the Board may, but is not obligated to, schedule an informal proceeding to consider the protest. Such informal proceeding shall be at

	a time and place dete1mined by the Board. Notice of such proceeding shall be sent via facsimile, United States Mail, or hand delivery to the protestor and any

	substantially affected persons or parties not less than three (3) calendar days prior to such informal proceeding. Within thirty (30) calendar days following the informal proceeding, the Board shall issue a written decision setting fotih the factual, legal, and policy grounds for its decision.

(4)	Fo1mal Proceeding. If the Board determines a protest involves disputed issues of material fact or if the Board elects not to use the informal proceeding process provided for in section (3) of this Rule, the District shall schedule a formal hearing to resolve the protest. The Chairperson shall designate any member of the

	Board (including the Chairperson), District Manager, Distr-ict Counsel, or other person as a hearing officer to conduct the hearing. The hearing officer may:

(a)	Administer oaths and affirmations;

(b)	Rule upon offers of proof andevidence;receiverelevant

( c)	Regulate the course of the hearing, including any pre-hearing matters;

(d)	Enter orders; and

(e)	Make or receive offers of settlement, stipulation, and adjustment.

The hearing officer shall, within thirty (30) days after the hearing or receipt of the hearing transcript, whichever is later, file a recommended order which shall inclnde a caption, time and place of hearing, appearances entered at the hearing, statement of the issnes, findings of fact and conclusions of law, separately stated, and a recommendation for final District action. The District shall allow each pmiy fifteen (15) days in which to submit written exceptions to the recommended order. The District shall issue a final order within sixty (60) days after the filing of the recommended order.

(5)	Intervenors. Other substantially affected persons may J0111 the proceedings as intervenors on appropriate te1ms which shall not unduly delay the proceedings.

(6)	Rejection of all Qualifications, Bids, Proposals, Replies and Responses after Receipt of Notice of Protest. If the Board determines there was a violation of law,

	defect or an in-egulm·ity in the competitive solicitation process, or if the Board determines it is otherwise in the District's best interest, the Board may reject all

	qualifications, bids, proposals, replies, and responses and start the competitive solicitation process anew. If the Board decides to reject all qualifications, bids, proposals, replies, and responses and start the competitive solicitation process anew, any pending protests shall automatically terminate.

(7)	Settlement. Nothing herein shall preclude the settlement of any protest under this Rule at any time.

Specific Authority:  §§190.011(5), 190.011(15), Fla. Stat.

Law Implemented:  §190.033, Fla, Stat.

Rule 4.0	Effective Date.

These Rules shall be effective September 20, 2017, except that no election of officers required by these Rules shall be required until after the next regular election for the Board.

Specific Authority:  §§190,011(5), 190.011(15), Fla. Stat.
Law Implemented:  §§190.011(5), 190.011(15), Fla. Stat.

Holly Hill Road East

Community Development District

Resolution 2017-30

RESOLUTION 2017-30

RESOLUTION  OF  THE  BOARD  OF  SUPERVISORS  OF

THE	HOLLY    HILL    ROAD	EAST	COMMUNITY

DEVELOPMENT  DISTRICT  EXPRESSING  ITS  INTENT

TO  UTILIZE  THE  UNIFORM  METHOD  OF  LEVYING,

COLLECTING,  AND  ENFORCING  NON  AD  VALOREM

ASSESSMENTS	WHICH  MAY   BE   LEVIED  BY   THE

HOLLY	HILL	ROAD	EAST	COMMUNITY

DEVELOPMENT	DISTRICT  IN  ACCORDANCE  WITH

SECTION 197.3632, FLORIDA STATUTES; PROVIDING A

SEVERABILITY	CLAUSE;	AND	PROVIDING	AN

EFFECTIVE DATE.

WHEREAS, the Holly Hill Road East Community Development District ("District") was established pursuant to the provisions of Chapter 190, Florida Statutes,authorizeswhich the District to levy certain assessments which include benefit and maintenance assessments and fmiher authorizes the District to levy special assessments pursuant to Chapter 170, Florida Statutes, for the acquisition, construction, or reconstruction of assessable improvements authorized by Chapter 190, Florida Statutes; and

WHEREAS, the above referenced assessments are non-ad valorem in nature and, therefore, may be collected under the provisions of Section 197.3632, Florida Statutes, in which the State of Florida has provided a uniform method for the levying, collecting, and enforcing such non-ad valorem assessments; and

WHEREAS, pursuant to Section 197.3632, Florida Statutes, the District has caused notice of a public hearing to be advertised weekly in a newspaper of general circulation within Polk County for four (4) consecutive weeks prior to such hearing.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD

OF  SUPERVISORS  OF  THE  HOLLY  HILL  ROAD  EAST
COMMUNITY DEVELOPMENT DISTRICT:

The  Holly  Hill  Road  East  Community  Development  District  upon

conducting its public hearing as required by Section 197.3632, Florida Statutes, hereby expresses its intent to use the uniform method of collecting assessments imposed by the District as provided in Chapters 170 and 190, Florida Statutes, each of which are non-ad valorem assessments which may be collected armually pursuant to the provisions of Chapter 190, Florida Statutes, for the purpose of paying principal and interest on any and all of its indebtedness and for the purpose of paying the cost of operating and maintaining its assessable improvements. The legal description of the boundaries of the real prope1iy subject to a levy of assessments is attached and made a pmi of this Resolution as Exhibit A. The non-ad valorem assessments and the District's use of the uniform method of collecting its non-ad valorem assessment(s) may continue in any given year when the Board of Supervisors dete1mines that use of the uniform method for that year is in the best interests of the District.

Page 1 of 4

SECTION 2. The District's Secretary is authorized to provide the Prope1ty Appraiser and Tax Collector of Polk County and the Department of Revenue of the State of Florida with a copy of this Resolution and enter into any agreements with the Property Appraiser and/or Tax Collector necessary to carry out the provisions of this Resolution.

SECTION 3. If any provision of this Resolution is held to be illegal or invalid, the other provisionsin shall remain full force and effect.

SECTION 4. This Resolution shall become effective upon its passage and shall remain in effect unless rescinded or repealed.

AND	PASSED	ADOPTED this 20th day of September, 2017.

ATTEST:	HOLLY HILL ROAD EAST COMMUNITY

DEVELOPMENT DISTRICT

Secretary/Assistant Secretmy	Chairperson

Print Name

Exhibit A:	Legal Description

Page 2 of 4

EXHIBIT A

Legal Description

PARCEL 1  (272705-725500-010210)

LOT 21, HOLLY HILL GROVE AND FRUIT CO. SUBDIVISION IN THE NORTHEAST ¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT ROAD RIGHTS-OF-WAY.

PARCEL 2 (272705-725500-010230)

TRACT 23 IN THE NORTHEAST¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST OF HOLLY HILL GROVE & FRUIT COMPANY SUBDIVISION, ACCORDING TO PLAT THEREOF RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA; BEING PART OF THE WEST ½ OF THE NORTHEAST ¼ OF THE SOUTHEAST ¼ OF THE NORTHEAST¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST.

PARCEL 3 (272705-725500-010290)

LOT 29, HOLLY HILL GROVE AND FRUIT CO. SUBDIVISION IN THE NORTHEAST ¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT ROAD RIGHTS-OF-WAY.

PARCEL 4 (272705-725500-010280)

LOT 28, HOLLY HILL GROVE AND FRUIT CO. SUBDIVISION IN THE NORTHEAST ¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT ROAD RIGHTS-OF-WAY.

PARCEL 5 (272705-725500-010270)

TRACT 27 IN THE NORTHEAST¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA ACCORDING TO THE PLAT OF HOLLY HILL GROVE & FRUIT COMPANY SUBDIVISION RECORDED IN PLAT BOOK 22, PAGE 10, POLK COUNTY, FLORIDA, BEING OTHERWISE DESCRIBED AS THE EAST½ OF THE SOUTHWEST¼ OF SOUTHEAST¼ OF NORTHEAST¼ OF SAID SECTION 5 SUBJECT TO ALLOWANCE FOR NORTH BOULEVARD ALONG THE SOUTH SIDE THEREOF.

PARCEL 6 (272705-725500-010260)

TRACT 26 IN THE NORTHEAST¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF HOLLY HILL GROVE & FRUIT COMPANY SUBDIVISION, ACCORDING TO MAP OR PLAT THEREOF RECORDED IN PLAT BOOK 22 PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS THE SOUTH 25 FEET FOR COUNTY ROAD RIGHT OF WAY.

PARCEL 7 (272705-726000-020153)

THE NORTH½ OF TRACTS 15 AND 16 IN SE¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF THE MAP OF FLORIDA DEVELOPMENT CO. TRACT LOCATED IN POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3, PAGE 60, PUBLIC RECORDS OF POLK

COUNTY, FLORIDA.

Page 3 of 4

PARCEL 8 (272705-726000-020151)

THE SOUTH½ OF TRACTS 15 AND 16 IN SE¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF THE MAP OF FLORIDA DEVELOPMENT CO. TRACT LOCATED IN POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3, PAGE 60, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT THE PORTION OF SAID PROPERTY CONVEYED TO POLK COUNTY IN QUIT CLAIM DEED RECORDED IN O.R. BOOK 781, PAGE 715 PUBLIC RECORDS OF POLK COUNTY,

PARCEL 9 (272705-726000-020140)

TRACT 14 IN SE ¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF THE MAP OF FLORIDA DEVELOPMENT CO. TRACT LOCATED IN POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3, PAGE 60, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

PARCEL 10 (272705-726000-020120)

TRACTS 12, 13, IN SE¼ OF SECTION 5, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF THE MAP OF FLORIDA DEVELOPMENT CO. TRACT LOCATED IN POLK COUNTY, FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3, PAGE 60, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

PARCEL 11 (272704-722000-040130)

LOTS 13 THRU 16 IN THE SOUTHWEST¼ OF SECTION 4, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, FLORIDA DEVELOPMENT CO. TRACT, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3 PAGES 60, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

PARCEL 12 (272704-722000-040170)

TRACTS 17, 18, 31, AND 32 IN THE SW¼ OF SECTION 4, TOWNSHIP 27 SOUTH, RANGE 27 EAST, OF MAP OF FLORIDA DEVELOPMENT CO. TRACT LOCATED IN POLK COUNTY FLORIDA, ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 3, PAGE 60, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

PARCEL 13 (272704-722000-040190)

TRACT 19 OF FLORIDA DEVELOPMENT CO. SUBDIVISION AS RECORDED IN PLAT BOOK 3, PAGES 60 TO 63 INCLUSIVE, SAID PROPERTY BEING LOCATED IN SWl/4 OF SECTION 4, TOWNSHIP 27 SOUTH, RANGE 27 EAST, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

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RESOLUTION 2017-31

THE ANNUAL APPROPRIATION RESOLUTION OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT ("DISTRICT") RELATING TO THE ANNUAL APPROPRIATIONS AND ADOPTING THE BUDGETS FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2016, AND ENDING SEPTEMBER 30, 2017, AND FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2017, AND ENDING SEPTEMBER 30, 2018; AUTHORIZING BUDGET AMENDMENTS; AND PROVIDING AN EFFECTIVE DA TE.

WHEREAS, the District Manager has, prior to the fifteenth (15 th) day in June, 2017, submitted to the Board of Supervisors ("Board") of the Holly Hill Road East Community Development District ("District") Proposed Budgets ("Proposed Budgets" ) for the fiscal year beginning October I, 2016 and ending September 30, 2017 ("Fiscal Year 2016-2017") and for the fiscal year beginning October I, 2017 and ending September 30, 2018 ("Fiscal Year 2017-2018") along with an explanatory and complete financial plan for each fund of the District, pursuant to the provisions of Section l 90.008(2)(a), Florida Statutes; and

WHEREAS, at least sixty (60) days prior to the adoption of the Proposed Budgets, the District filed a copy of the Proposed Budgets with the local governing authorities having jurisdiction over the area included in the District pursuant to the provisions of Section l 90.008(2)(b ), Florida Statutes; and

WHEREAS, the Board set September 20, 2017, as the date for a public hearing thereon and caused notice of such public hearing to be given by publication pursuant to Section l 90.008(2)(a), Florida Statutes; and

WHEREAS, the District Manager posted the Proposed Budgets on the District's website at least two days before the public hearing; and

WHEREAS, Section I 90.008(2)(a), Florida Statutes, requires that, prior to October 1' of each year, the Board, by passage of the Annual Appropriation Resolution, shall adopt a budget for the ensuing fiscal year and appropriate such sums of money as the Board deems necessary to defray all expenditures of the District during the ensuing fiscal year; and

WHEREAS, the District Manager has prepared Proposed Budgets, whereby the budget shall project the cash receipts and disbursements anticipated during a given time period, including reserves for contingencies for emergency or other unanticipated expenditures during the fiscal year.

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT:

SECTION 1.  BUDGET

a.	The Board has reviewed the Proposed Budgets, copies of which are on file with the office of the District Manager and at the District's Local Records Office, and hereby approves certain amendments thereto, as shown in Section 2 below.

b.	The Proposed Budgets, attached hereto as Composite Exhibit A, as amended by
the  Board,  are	hereby	adopted  in  accordance  with  the  provisions  of Section	
l 90.008(2)(a),	Florida	Statutes  ("Adopted Budgets"),  and incorporated herein	
by reference; provided,	however, that the comparative figures  contained in the	
Adopted  Budgets  may	be  subsequently  revised  as  deemed  necessary  by  the	

District Manager to reflect actual revenues and expenditures.

c.	The  Adopted  Budgets,  as  amended,  shall  be  maintained  in  the  office  of the

	District Manager and at the District's Local Records Office and identified as "The Budget for the Holly Hill Road East Community Development District for the

	Fiscal Year Ending September 30, 2016, and for the Fiscal Year Ending September 30, 2017." and "The Budget for the Holly Hill Road East Community Development District for the Fiscal Year Ending September 30, 2017, and for the Fiscal Year Ending September 30, 2018."

d.	The Adopted Budgets shall be posted by the District Manager on the District's official website within thirty (30) days after adoption, and shall remain on the website for at least 2 years.

SECTION 2.  APPROPRIATIONS

There is hereby appropriated out of the revenues of the District, for Fiscal Year 2016-2017, the sum of$________ to be raised by the levy of assessments and otherwise, which sum is deemed by the Board to be necessary to defray all expenditures of the District during said budget year, to be divided and appropriated in the following fashion:
TOTAL GENERAL FUND	$--------

There is hereby appropriated out of the revenues of the District, for Fiscal Year 2017-2018, the sum of$________ to be raised by the levy of assessments and otherwise, which sum is deemed by the Board to be necessary to defray all expenditures of the District during said budget year, to be divided and appropriated in the following fashion:

TOTAL GENERAL FUND	$________

SECTION 3.  BUDGET AMENDMENTS

Pursuant to Section 189.016, Florida Statutes, the District at any time within Fiscal Year 2016-2017 and/or Fiscal Year 2017-2018, or within 60 days following the end of the Fiscal Year

2016-2017 and/or Fiscal Year 2017-2018 may amend its Adopted Budget for that fiscal year as follows:

a.	The Board may authorize an increase or decrease in line item appropriations within a fund by motion recorded in the minutes if the total appropriations of the fund do not increase.

b.	The District Manager or Treasurer may authorize an increase or decrease in line item appropriations within a fund if the total appropriations of the fund do not increase and if the aggregate change in the original appropriation item does not
exceed $10,000 or 10% of the original appropriation.

c.	By resolution, the Board may increase any appropriation item and/or fund to reflect receipt of any additional unbudgeted monies and make the corresponding change to appropriations or the unappropriated balance.

d.	Any other budget amendments shall be adopted by resolution and consistent with Florida law.

The District Manager or Treasurer must establish administrative procedures to ensure that any budget amendments are in compliance with this Section 3 and Section 189.016, Florida Statutes, among other applicable laws. Among other procedures, the District Manager or Treasurer must ensure that any amendments to budget under subparagraphs c. and d. above are posted on the District's website within 5 days after adoption and remain on the website for at least 2 years.

SECTION 4. EFFECTIVE DATE. This Resolution shall take effect immediately upon adoption.

PASSED AND ADOPTED THIS 20TH DAY OF SEPTEMBER, 2017.

ATTEST:	HOLLY HILL ROAD EAST

COMMUNITY DEVELOPMENT

DISTRICT

By: ______________

Secretary/Assistant Secretary
Its: ________________

COMPOSITE EXHIBIT A

Fiscal Year 2016-2017 Budget and
Fiscal Year 2017-2018 Budget

Holly Hill Road East Community Development District

Proposed Annual Operations &  Maintenance Budget

Remainder of FY 2016-2017 (Oct. L 2016 - Sept. 30, 2017)

FY 2017-2018 (Oct. L 2017 - Sept. 30, 2018)

	Revenues:	Full FY	ofFY 16-17	FY17-18	
	Developer Funding	$180,000	$45,000	$180,000	
	Assessment Revenues	$0	$0	$0	
	Other Income	$0	$0	$0	
	Total Revenues	$180,000	$45,000	$180,000	
	Expenditures:				
	Engineering Fees	$15,000	$3,750	$15,000	
	Bond Tmstee Fees	$6,000	$1,500	$6,000	
	Supervisor Fees	$6,000	$1,500	$6,000	
	District Management Fees	$20,000	$5,000	$20,000	
	District Counsel Fees	$25,000	$6,250	$25,000	
	Audit Fees	$6,000	$1,500	$6,000	
	Bond Dissemination Agent	$5,000	$1,250	$5,000	
&	Travel    Per Diem	$500	$125	$500	
	Conference Calls	$200	$50	$200	
	Mailing Expenses	$300	$75	$300	
	Website Establishment, Maint.	$2,900	$3,500	$2,900	
	D&O, General Liability Insurance	$6,000	$1,500	$6,000	
	Printing & Binding	$500	$125	$500	
	Legal Advertising	$8,000	$2,000	$8,000	
	Dues, Licenses & Fees	$250	$63	$250	
	Bank Fees	$250	$63	$250	
	Landscaping Maintenance	$65,000	$16,250	$65,000	
	Pond Maintenance	$12,000	$3,000	$12,000	
	Miscellaneous/Contingency	$1,100	$500	$1,100	
	Total Expenditures	$180,000	$48,000	$180,000	

Holly Hill Road East

Community Development District

Resolution 2017-32

RESOLUTION 2017-32

A RESOLUTION OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT EQUALIZING, APPROVING, CONFIRMING, AND LEVYING SPECIAL ASSESSMENTS ON PROPERTY SPECIALLY BENEFITTED BY THE DISTRICT'S IMPROVEMENTS TO PAY THE COST THEREOF; PROVIDING FOR THE PAYMENT AND THE COLLECTION OF SUCH SPECIAL ASSESSMENTS BY THE METHODS PROVIDED FOR BY CHAPTERS 170, 190 AND 197, FLORIDA STATUTES; PROVIDING FOR THE RECORDING OF AN ASSESSMENT NOTICE; PROVIDING FOR SEVERABILITY, CONFLICTS AND AN EFFECTIVE DATE.

RECITALS

WHEREAS, the Holly Hill Road East Community Development District (the "District"), has previously indicated its intention to construct certain types of infrastructure improvements and to finance such infrastructure improvements through the issuance of bonds, which bonds would be repaid by the imposition of special assessments on benefited property within the District; and

WHEREAS, the District intends to issue Special Assessment Bonds (the "Bonds"), in order to finance all or a portion of the costs of the infrastructure improvements within the District (the "Improvements"), as set forth in the District's Engineer's Report, as defined herein; and

WHEREAS, the District has declared its intent to impose special assessments ("Assessments") on the property within the District specially benefitted by the Improvements in proportion to the benefits received; and

WHEREAS, the District's Board of Supervisors (the "Board"), has noticed and conducted a public hearing pursuant to Chapters 170, 190 and 197, Florida Statutes, relating to the imposition, levy, collection and enforcement of the Assessments;

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT AS FOLLOWS:

SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to Chapters 170, 190 and 197, Florida Statutes, including without limitation, Section 170.08, Florida Statutes.

SECTION 2.  FINDINGS.  The Board hereby finds and determines as follows:

(a) The District is a local unit of special-purpose government organized and existing under and pursuant to Chapter 190, Florida Statutes, as amended.

(b)	The District is authorized by Chapter 190, Florida Statutes, to finance, fund, plan, establish, acquire, install, equip, operate, extend, construct, or reconstruct infrastructure projects and services necessitated by the development of, and serving lands within, the District.

(c)	The District is authorized by Chapter 190, Florida Statutes, to levy and impose special assessments to pay all, or any part of, the cost of such infrastructure projects and services and to issue special assessment bonds payable from such special assessments as provided in

Chapters 170, 190 and 197, Florida Statutes.

(d) It is in the best interests of the District that (i) the District provide for the financing of the Improvements; (ii) the cost of such Improvements be assessed against the lands specially benefited by such Improvements; and (iii) the District issue the Bonds to provide funds for such purposes.

(e) The nature and location of the Improvements is described in Resolution 2017-23, and is shown in the Preliminary Engineer's Report for Capital Improvements, dated June 2017 (attached hereto as Exhibit A, and incorporated herein by reference), and the plans and specifications on file in the offices of the District Manager at 12051 Corporate Boulevard, Orlando, Florida 32817, and the District's local office.

(f)	The provision of said Improvements, the levying of the Assessments and the sale, issuance or utilization of such Bonds serve a proper, essential, and valid public purpose and are in the best interests of the District, its landowners and residents.

(g)	By Resolution 2017-23, the Board determined to provide for the financing of the Improvements and to defray the costs thereof by levying the Assessments on benefited property. Resolution 2017-23 was adopted in compliance with the requirements of Section 170.03, Florida Statutes, and prior to the time it was adopted, the requirements of Section 170.04, Florida

Statutes, had been met.

(h) As directed by Resolution 2017-23, said Resolution 2017-23 was published as required by Section 170.05, Florida Statutes, and a copy of the publisher's affidavit of publication is on file with the Secretary of the Board.

(i) As directed by Resolution 2017-23, a preliminary assessment roll was adopted and filed with the Boardby as required Section 170.06, Florida Statutes.

U) As required by Section 170.07, Florida Statutes, upon completion of the preliminary assessment roll, the Board adopted Resolution 2017-24 fixing the time and place of a public hearing at which owners of the property to be assessed and other persons interested therein could appear before the Board and be heard as to (i) the propriety and advisability of the Assessments or the Improvements, (ii) the cost thereof, (iii) the manner of payment therefore, and (iv) the amount thereof to be assessed against each specially benefitted property or parcel, and provided for publication of notice of such public hearing and individual mailed notice in accordance with Chapters 170, 190 and 197, Florida Statutes.

Page 2 of 6

(k) Notice of such public hearing was given by publication and also by mail as required by Section 170.07, Florida Statutes. Affidavits as to such publications and mailings are on file in the office of the Secretary of the Board.

(I) On September 20, 2017, at the time and place specified in the resolution and notice referred to above, the Board met as an equalization board and heard and considered all complaints and testimony as to the matters described above. The Board has made such modifications in the preliminary assessment roll as it deems necessary, just and right in the making of the final assessment roll.

(m) Having considered the estimated costs of the financing, and all comments and evidence presented at such public hearing, the Board of Supervisors of the District further finds and determines:

(i)	that the total estimated cost of construction of the Improvements is as set forth in Resolution 2017-23, and its attachments;

(ii)	it is reasonable, proper, just and right to assess the cost of the Improvements against the properties specially benefited thereby using the method determined by the Board set forth in the Master Assessment Methodology, dated July 13, 2017 (the, "Master Assessment Methodology Report") (attached hereto as Exhibit B and incorporated herein by this reference), which results in the Assessments set forth on the

final assessment roll;

(iii)	it is hereby declared that the Improvements will constitute a special benefit to the real property according to the final assessment roll and that the benefit will be equal to or in excess of the Assessments thereon when allocated as set forth in Exhibit B; and

(iv)	it is in the best interests of the District that the Assessments be paid and collected as herein provided.

SECTION 3. AsSESSMENT EQUALIZATION AND IMPOSITION. Special assessments as provided for in Chapter 190, Florida Statutes, are hereby imposed and levied on benefitted lands within the District in accordance with Exhibit B. The Assessments on the property specially benefitted by the Improvements, all as specified in the final assessment roll, are hereby equalized, approved, and confirmed. The lien of the Assessments imposed and levied by this Resolution shall be effective upon passage of this Resolution. The Assessments against the respective property shown on such final assessment roll and interest, costs, and penalties thereon, as hereafter provided, shall be and shall remain a legal, valid and binding first lien on such parcel until paid and such lien shall be coequal with the lien of all state, county, district, municipal or other governmental taxes and superior in dignity to all other liens, titles, and claims.

Page 3 of 6

SECTION 4.  COLLECTION AND ENFORCEMENT; PENALTIES; INTEREST,

(a) The Assessments may be paid in not more than thirty (30) substantially equal consecutive annual installments of principal and interest as further detailed in the Master Assessment Methodology Report, or such other schedule as may be set by the amortization schedule for the Bonds. The Assessments may be paid in full without interest at any time within thirty (30) days after the completion of the Improvements and the adoption by the Board of a resolution by the District accepting the Improvements; provided, however, that the Board shall at any time make such adjustments by resolution, at a noticed meeting of the Board, to that payment schedule as may be necessary and in the best interests of the District to account for changes in long and short term debt as actually issued by the District. At any time subsequent to thirty (30) days after the Improvements have been completed and a resolution accepting the Improvements has been adopted by the Board, the Assessments may be prepaid in full including interest amounts to the next succeeding interest payment date or to the second succeeding interest payment date if such a prepayment is made within forty-five (45) calendar days before an interest payment date. The owner of property subject to Assessments may prepay the entire remaining balance of the Assessments at any time, or a portion of the remaining balance of the Assessments if there is also paid, in addition to the prepaid principal balance of the Assessment,

equalan amount to the interest that would otherwise be due on such prepaid amount on the next succeeding interest payment date for the Bonds, or, if prepaid during the forty-five (45) day period preceding such interest payment date, to the interest payment date following such next succeeding interest payment date. Prepayment of Assessments does not entitle the property owner to any discounts for early payment.

(b) The District may elect to use the method of collecting Assessments authorized by Sections 197.3632 and 197.3635, Florida Statutes (the "Uniform Method"). The District has heretofore taken or will use its best efforts to take as timely required necessary actions to comply with the provisions of said Sections 197.3632 and 197.3635, Florida Statutes. Such Assessments may be subject to all of the collection provisions of Chapter 197, Florida Statutes. Notwithstanding the above, in the event the Uniform Method of collecting its special or non-ad valorem assessments is not available to the District in any year, or if determined by the District to be in its best interest, the Assessments may be collected as is otherwise permitted by law. The District may, in its sole discretion, collect the Assessments by directly billing landowner(s) and enforcing said collection in any manner authorized by law. Notwithstanding anything herein to the contrary, the District will collect the Assessments consistent with what is required under the te1ms of any bond documents.

(c)	For each year the District uses the Uniform Method, the District shall enter into an agreement with the Tax Collector and/or the Property Appraiser of Polk County who may notify each owner of a lot or parcel within the District of the amount of the special assessment, including interest thereon, in the manner provided in Section 197.3635, Florida Statutes.

(d)	In the event that an assessment payment is not made in accordance with the schedule referenced above, such assessment and any future scheduled assessment payments shall be

delinquent and shall accrue penalties and interest in the amount of one percent (1 % ) per month plus all costs of collection and enforcement, and shall either be enforced pursuant to a

Page 4 of 6

foreclosure action, or, at the District's discretion,pursuant collected to the Uniform Method on a future tax bill, which amount may include penalties, interest, and costs of collection and enforcement. In the event an assessment subject to direct collection by the District shall be delinquent, the District Manager and District Counsel, without further authorization by the Board, may initiate foreclosure proceedings to collect and enforce the delinquent and remaining assessments.

SECTION 5. ASSESSMENT ROLL. The District's final assessment roll, attached to this Resolution as Exhibit C, is hereby adopted.

SECTION 6, AsSESSMENT ROLL AMENDMENT. The District Manager shall keep apprised of all updates made to the County property roll by the Property Appraiser after the date of this Resolution, and shall amend the District's final assessment roll in accordance with any such updates, for such time as authorized by Florida law. After any amendment of the final assessment roll, the District Manager shall file the updates in the District records.

SECTION 7. AsSESSMENT NOTICE, The District's Secretary is hereby directed to record a general Notice of Assessments in the Official Records of Polk County, Florida, which shall be updated from time to time in a manner consistent with changes in the boundaries of the District.

SECTION 8, No WAIVER OF CONTRACTUAL OBLIGATIONS, Nothing in this resolution is intended or shall be construed as a waiver of any right to payment the District may have pursuant to contract, if any, with the Developer, a lender or otherwise.

SECTION 9. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Resolution shall not affect the validity or enforceability of the remaining portions of this Resolution, or any part thereof.

SECTION 10. CONFLICTS, All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, superseded and repealed.

SECTION 11. EFFECTIVE DATE. This Resolution shall take effect upon the passage and adoption of this Resolution by the Board of Supervisors of the Holly Hill Road East Community Development District.

[Remainder of page left blank]

Page 5 of 6

APPROVED THIS 20th DAY OF SEPTEMBER, 2017,

ATTEST:	HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

Secretary

Exhibit A:

Exhibit B:
Exhibit C:

Chairperson, Board of Supervisors

Preliminary Engineer's Report for Capital Improvements, dated June 2017 Master Assessment Methodology, dated July 13, 2017

Final Assessment Roll

Page 6 of 6

EXHIBIT A

HOLLY HILL ROAD EAST

COMMUNITY DEVELOPMENT DISTRICT

PRELIMINARY ENGINEER'S REPORT

FOR CAPITAL IMPROVEMENTS

Prepared for:

BOARD OF SUPERVISORS
HOLLY HILL ROAD EAST
COMMUNITY DEVELOPMENT DISTRICT

Prepared by:

DENNIS WOOD ENGINEERING, LLC 1925 BARTOW ROAD LAKELAND, FL 33801

PH: 863-940-2040

JUNE2017

HOLLY HILL ROAD EAST

COMMUNITY DEVELOPMENT DISTRICT

TABLE OF CONTENTS

I.	INTRODUCT[ON	,	I

n.	PURPOSE AND SCOPE	2

m.    THE DEVELOPMENT	3

JV.	nm CAPfTAL IMPROVEMENTS	3

V.	CAPITAL IMPROVEMENT PLAN COMPONENTS	4

Stormwater Management Facilities	4

Public Roadways	5

Water and Wastewater Facilities	6

Off-site [mprovements	7

Miscellaneous	,	,	7

VI.	PERMfTTING	8

VII.   RECOMMENDATION	9

vnr.  REPORT MOD[FICATION	,	9

IX.	CONCLUSION	10

LIST

OF

EXHIBITS

EXHIBIT EXIUBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT EXHIBIT

1-2-3-4-5-6-7-8-9-

Location Map			
Property Sketch and Description		
District Boundary Map			
Existing Land Use Map			
Future Land Use Map			
Utility Location Map &	Drainage Flow Pattern Map		
			
Summary of Opinion of Probable Costs		
Summary of			
Proposed District Facilities		
Overall Site Plan			

ENGINEER'S REPORT

HOLLY HILL ROAD EAST

COMMUNITY DEVELOPMENT DISTRICT

I.	INTRODUCTION

	The Holly Hill Road East Community Development District (the "District") is bisected by North Boulevard West, east of Holly Hill Road, City of Davenport (the "City"), Polk County, (the "County"), Florida. The District currently contains approximately 97.22 acres, and is expected to consist of 403 single family lots, recreation I amenity areas, parks, and associated infrastructure.

The CDD was established under City Ordinance No. 814, which was approved by the City Commission on July 10, 2017. The District will own and operate the public roadways and stormwater management facilities, as well as the landscape, ii1'igation, signage, and recreational facilities within the development.

Public improvements and facilities financed, acquired, and/or constrncted by the District will be designed and constrncted to confonn to regulatory criteria from the City, the County, Southwest Florida Water Management District (SWFWMD), and other applicable agencies with regulatory jurisdiction over the development. An overall estimate of probable cost is of the public improvements provided in Exhibit 7 of this report.

This "Capital Improvement Plan" or "Reporf' reflects the present intentions of the District and the landowners. It should be noted that the location of proposed facilities and improvements may be adjusted dming the final design, permitting, and implementation phases. It should also be noted that these modifications are not expected to diminish the benefits received by the propertythe within District. The District reserves the right to make reasonable adjustments to the development plan to meet applicable regulat01y requirements of agencies with jurisdiction over the development, while maintaining comparable level of benefits to the lands served by the improvements. Changes and modifications are expected as changes in regulatory criteria are implemented.

Page I

Implementation of any proposed facilities or improvements outlined in this Rep01t requires written approval from the District's Board of Supervisors. Estimated costs outlined in this report are based on best available information, which includes but is not limited to previous experiem;e with similar projects. Actual costs could be different than estimates because final engineering and specific field conditions may affect const111ction costs.

All roadway improvements including sidewalks in the right-of-way and storm drainage collection(from systems the curb inlets to their connection to the Stotmwater ponds) within the development will be maintained by the District. Water distdbution and wastewater collection systems (gravity lines, force mains, and lifi stations) will, upon completion, be dedicated to the City for ownership and maintenance.

II.	PURPOSE AND SCOPE

	The purpose of this Report is to provide engineering support to fund improvements in the District. This Report will identify the proposed public infrastmcture to be constructed or acquired by the District along with an opinion of probable cost.

	Contained within this Report is a brief description of the public infrastructure to be constructed or acquired by the District. The District will finance, constrnct, acquire, operate, and maintain specific p01tions of the proposed public infrastructure. An assessment methodology consultant has been retained by the District, who will develop the assessment and financing methodology to be applied using this Report.

Page2

The predominant portion of this Report provides descriptions of the proposed public infrastructure improvements, dete1mination of estimated probable construction costs, and the conesponding benefits associated with the implementation of the described improvements. Detailed site construction plans and specifications have not yet been completed and permitted for the improvements described herein. The engineer has considered, and in specific instances has relied upon, the information and documentation prepared or supplied by others, and infonnation that may have been provided by public entities, public employees, the landowner, site constrnction controctors, other engineering professionals, land surveyors, the District Board of Supervisors, and its staff and consultants.

III.	THE DEVELOPMENT

	The development will consist of 403 single family homes and associated infrastructure. The Development is a planned residential community is located on the north and south side
	of North Boulevard West, and east of Holly Hill Road in the City of Davenport and lies	
	within Section 4 and  5, Township  27  South, Range 27 East,  all  within the  City.  The	
	development has received zoning approval by the City. PUD approval shall be obtained	
	prior to plan submission to the City, and the property hos an underlying Future Land Use	
	Designation of RM & RH (Residential Medium and Residential Higl1). The development	
	will be constructed(2)in two	phases.	
IV.	THE CAPITAL IMPROVEMENTS	
	The Capital Improvement Plan, (the "CIP"), consists of public infrastructure in Phases I	
	and 2. The primary pmtions of the CIP will entail storrnwater pond construction, roadways	

built to an "urban" typical section, water and sewer facilities and off-site improvements (including tum lanes and extension of water and sewer mains to serve the development).

Page3

There will also be stormwater structures and conveyance culverts within the CIP which will outfall into the on-site retention ponds. These structures and pond areas comprise the overall stonnwater facilities of the CIP. Installation of the water distribution and wastewater collection system will also occur at tl1is time. Below gronnd installation of power, telecommunications and cable TV will occur, but will not be funded by the District. Installation of street lights within the public right of way will be funded by the District.

As a part of the recreational component of the CIP, a public park will be constructed adjacent lo Holly Hill Road and will have connectivity via walking trails to the other portions of the District. The public park will be accessed by the public roadways and walking trails.

V.	CAPITAL IMPROVEMENT PLAN COMPONENTS

	The Capital improvement Pla11 includes the following:

	Stormwatcr Management J,<'aci)jtjes

	Stonnwater management facilities consisting of storm conveyance systems and retention ponds are contained within the District boundaries. Stormwater rnns off via roadway curb and gutter to stonn inlets. Stonn culverts convey the runoff into the proposed retention ponds for water quality treatment and attenuation. The proposed stonnwate1· systems will utilize dry retention for biological pollutant assimilation to achieve water quality treatment. The design criteria for the District's stonnwater management systems is regulated by the City, the County, and the SWFWMD. There are no known surface waters or natural wetlands on or immediately adjacent to the development.

Federal Emergency Management Agency Flood Insurance Rate Map (FEMA FIRM) Panel No. 12105C-0220G and !2105C-0240G (dated 12/22/2016) demonstrates that the property is located within Flood Zone X. Based on this information and the site topography, it does not appear that floodplain compensation is required.

Page 4

Dming the constmction of stormwater management facilities, utilities and roadway improvements, the contractor will be required to adhere to a Stormwater Pollution Prevention Plan (SWPPP) as required by Florida Depaiiment ofEnviromnental Protection (FDEP) as delegated by the Environmental Protection Agency (EPA). The SWPPP will be prepared to depict for the contractor the proposed locations of required erosion control measures and staked turbidity barriers specifically along the down gradient side of any proposed construction activity. Thecontractorsite will be required to provide the necessary reporting on various fom1s associated with erosion control, its maintenance and any rainfall events that occur during construction activity.

Public Roadways

The proposed public roadway sections are to be 50' R/W with 24' of asphalt and Miami curb or Type F curb and gutter on both sides. The proposed roadway section will consist of stabilized subgrade, lime rock, crushed concrete or cement treated base and asphalt wearing surface. The proposed curb is to be 2' wide and placed along the edge of the proposed roadway section for purposes of protecting the integrity of the pavement and also to provide stom1water runoff conveyance to the proposed stmmwater inlets. Underdrain is provided as necessary to control groundwater and protect the roadway base material.

The proposed roadways will also require signing and pavement markingsthe within	public

rights-of-way, as well as street signs depicting street name identifications, and addressing, which will be utilized by the residents and public. As stated above, the District's funding of roadway construction will occur for all public roadways.

Page 5

Water and Wastewater Facilities

A potable water system inclusive of water main, gate valves, fire hydrants and appurtenances will be installed for the Development. The water service provider will be the City of Davenport Public Utilities. The water system will be a "looped" system, These facilities will be installed within the proposed public rights-ot~way within the District. This water will provide the potable (domestic) and fire protection services which will serve the entire District.

A domestic wastewater collection system inclusive of gravily sanitary sewer mains and sewer laterals will be installed. The gravity sanitary sewer mains will be 8" diameter PVC. The gravity sanitary sewer lines will be placed inside of the proposed public rights-of-way, under the proposed paved roadways. Branching off from these sewer lines will be laterals to serve the individual lots, A lift station is autieipated for this CIP. Flow from the lift station shall be com1ected to either a force main along Nmth Blvd or within the unopened right of way of I 0th Street.

Reclaimed water is not available for this site. An iITigation well to be funded by the District will be installed onsite to prnvide irrigation within the publie right of way or irrigation water service shall be provided as part of the domestic water system design. Any water, sewer, or reclaim water pipes or facilities placed on private properly will not be publicly funded.

Page 6

Off-Site Improvements

The District will provide funding for the anticipated tum lanes at the development entrance. The site constmction activities associated with the CIP are anticipated for completion by phases based on the following estimated schedule: Phase 1 in 20 I 8; Phase 2 in 2019. Upon completion of each phase of these improvements, inspection/certifications will be obtained from the SWFWMD; the Polk County Health Department (water distribution system), Polk County Envirorunental Protection Commission (HCEPC) (wastewater collection) and the City.

Amenities and Parks

The District will provide funding for an Amenity Center to include the following: parking area, pavilion with restroom facilities, pool, tot lot, dog park/all-purpose play field, and walking trails between the phases to provide connectivity to the Amenity Center.

Miscellaneous:

The stmmwaler improvements, landscaping and irrigation, recreational improvements, street lighting, and certain permits and professional fees as described in this report, are being financed by the District with the intention for benefiting all of the developable real properly within the District. The construction and maintenance of the proposed public improvements will benefit the development for the intended use as a single-family planned development.

Page 7

VI.	PERMITTING

Construction permits for Phase I & 2 are required and include the SWFWMD Environmental Resource Petmit (ERP),planand City construction approval. There are no Army Corps of Engineer (ACOE) jurisdictional wetlands within the CIP boundaries; therefore no permits are required from that agency.

Following is a summary of required pennits obtained and pending for the construction of the public infrastructure improvements for the District:

PHASE l

Permits I App1·ovals	Approval/ Expected Date	
Zoning Approval (City of Davenport)	City ofDavenpo,t Ordinance (Approved)	
Preliminary Plat (City of Davenpott)	City of Davenport (Approved)	
SWFWMDERP	Approved	
Constrnction Pennits (Davenpott)	July 2017	
FDEP Water	Approved	
FDEP Sewer	Approved	
FDEPNOI	Approved	

* Amenity Center shall require separate pcTTTiitting. Permits required arc Construction Penn it,

FDEP, Wnter, rDEP Sewer, SWFWMD, nnd FDEP NOi.

	PHASE2	
Permits / Approvals	Approval/ Expected Date	
Zoning Approval (Davenpott)	City of Davenport City Ordinance (Approved)	
Preliminary Plat (Davcnpmt)	July 2018	
SWFWMDERP	October 2018	
Constrnction Pennits (Davenpmt)	October 2018	
FDEP Water	October 2018	
FDEP Sewer	October 2018	
FDEPNOI	September 2018	

Page 8

VII.	RECOMMENDATION

As previously described within this report, the public infrastructure as described is necessary for the development and functional operation as required by the City. The site planning, engineering design and construction plans for the infrastructure are in accordance with the applicable requirements of tl1e City of Davenport, and the SWFWMD. It should be noted that the infrastructure will provide its intended use and function so long as the construction and installation is in substantial conf01mance with the design construction plans and regulatory permits.

Items utilized in the Opinion ofProbable Costs for this repo1t are based upon proposed plan infrastructure as shown on constrnction drawings incorporating specifications in the most current SWFWMD and the City regulations.

VIII.	REPORT MODIFICATION

During development and implementation of the public infrastructure improvements as described for the District, it may be necessary to make modifications and/or deviations for the plans. However, if such deviations and/or revisions do not change the overall primary objective of the plan for such improvements, then the costs differences would not materially affect the proposed cost estimates.

Page9

IX.	CONCLUSION

[I is our professional opinion that the public infrastruch1re costs for the CIP provided in this Report are reasonable to complete the construction of the public infrastrncture improvements. FU1thermore, the public infrashucture improvements will benefit and add value to lands within the District at least equal to the costs of sueh improvements.

The Opinion of Probable Costs of the public infrastructure improvements is only an estimate and is not a guaranteed maximum price. The estimated costs are based upon unit prices currently experienced on an ongoing and similar basis for work in the County. However, labor market, future costs of equipment, mate,ials, changes to the regulatory pennitting agencies activities, and the actual construction processes employed by the chosen site contractm· are beyond the engineer's control. Due to this inherent oppmtunity for changes (upward or downward) in the construction costs, the total, final construction cost may be more or less than this estimate.

Based upon the presumption that the C[P construction continues in a timely manner, it is our professional opinion that the proposed public infrastructure improvements when constructed and built in substantial confmmance with the approved plans and specifications, can be completed and used for their intended function. Be advised that we have utilized historical costs and direct unit costs from site contractors and consultants in the County, which we believe to be ueeessary in order to facilitate accuracy associated with the Opinion of Probable Costs. Based upon the information above, it is om· professional opinion that the acquisition and constmction costs of the proposed CIP can be completed at the cost as stated.

Page 10

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	.	~.........	OFACE: {863) 940-2040		EXHIBIT 1	!NO		
Denn1s	~~~....						
~		~~--::	FAX:	{863) 940-2044		HOLLY HILL ROAD EAST COD			
	W cod ff,;,:z:;----~	CELC	{863) 662-0018	COO  DISTRICT				
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	Engineering	1925 BARTOW ROAD					
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			lAKELAND, FL 33801					
	DEN NL5 WOOD, PROFESSIONAL ENGINEER					

EMAIL:  denniswoodengineering@gmail.com	SCALE

EXHIBIT 2

OVERALL LEGAL DESCRIPTION

HOLLY HILL ROAD EAST- COMMUNITY DEVELOPMENT DISTRICT

PARCELS 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12 & 13

TRACTS 21 AND 23 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10. PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS MAINTAINED RIGHT-OF-WAY PER MAP BOOK 17, PAGES 100-108, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 26 IN THE NORTHEAST¼ OF SECTION OS, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 709, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 27 IN THE NORTHEAST¼ OF SECTION OS, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT· OF-WAY PER O.R. BOOK 781, PAGE 667, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACTS 28 AND 29 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 695, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

TRACTS 12 AND 13 IN THE SOUTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT,''ACCORDING TO THE MAP OR PLAT
THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60- 63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACTS 12 AND 13 IN THE SOUTHEAST¼  OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK

COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 14 IN THE SOUTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT,''ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

THE SOUTH½ OF TRACTS 15 AND 16 IN THE SOUTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGE 60-63 PUBLIC RECORDS OF POLK

COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF SAID PROPERTY CONVEYED TO POLK COUNTY, FLORIDA BY THAT CERTAIN QUIT CLAIM DEED AS RECORDED IN O.R. BOOK 781, PAGE 713 PUBLIC

RECORDS OF POLK COUNTY, FLORIDA.

AND

THE NORTH½  OF TRACTS 15 AND 16 IN THE SOUTHEAST¼  OF SECTION OS, TOWNSHIP 27 SOUTH,

RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF SAID PROPERTY CONVEYED TO POLK

COUNTY, FLORIDA BY THAT CERTAIN QUIT CLAIM DEED AS RECORDED IN O.R. BOOK 781, PAGE 715

PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACTS 13, 14, 15, 16, 17, 18, 19, 31, AND 32, IN THE SOUTHWEST¼ OF SECTION 04, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "FLORIDA DEVELOPMENT COMPANY TRACT" ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 03, PAGES 60-63 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF THE PROPERTY

DESCRIBED IN THE EMINENT DOMAIN PROCEEDINGS EVIDENCED BY THE ORDER OFTAKING RECORDED IN O.R. BOOK 139, PAGE 596, AND THE FINAL JUDGEMENT RECORDED IN O.R. BOOK 275, PAGE 369 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

TOGETHER WITH THE 15.00 FOOT WIDE PLATTED RIGHT-OF-WAY COINCIDENT WITH THE SOUTH LINE OF SAID TRACTS 13, 14, 15, AND 16, AND COINCIDENT WITH THE NORTH LINE OF SAID TRACTS 17, 18,
AND 19.

ALL. ALSO BEING DESCRIBED AS:

BEGIN AT THE NORTHWEST CORNER OF SAID TRACT 29, AND RUN THENCE ALONG THE NORTH LINE THEREOF S-89°53'06"-E,326.18 FEET TO THE NORTHEAST CORNER THEREOF, SAID PONT ALSO BEING THE SOUTHWEST CORNER OF SAID TRACT 21; THENCE ALONG THE WEST LINE OF SAID TRACT 21 N-00025'33"-W,640,90 FEET TO A POINT ON THE SOUTH MAINTAINED RIGHT-OF-WAY LINE OF FOREST LAKE DRIVE ACCORDING TO THE MAP AS RECORDED IN MAP BOOK 17, PAGES 100-108,PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE THE FOLLOWING THREE (3) COURSES: 1) S-89°49'04"-E,95.08 FEET; THENCE 2) S-88°09'06"-E,71.24 FEET; THENCE 3) S-89°58'57"-E,160.16 FEET TO A POINT ON THE EAST LINE OF SAID TRACT 21; THENCE DEPARTING SAID MAINTAINED RIGHT-OF-WAY LINE, AND ALONG THE EAST LINE OF SAID TRACT 21 S-00023'18"-E,638.91 FEET TO THE SOUTHEAST CORNER THEREOF, SAID POINT ALSO BEING THE NORTHWEST CORNER OF SAID TRACT 27; THENCE ALONG THE NORTH LINE OF SAID TRACT 27 S-89053'06"-E,326.98 FEET TO THE NORTHEAST CORNER THEREOF; THENCE ALONG THE WEST LINE OF SAID TRACT23 N-00°23'11"-W,635.57 FEET TO A POINT ON SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE OF FOREST LAKE DRIVE; THENCE ALONG SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE THE FOLLOWING TWO (2) COURSES: 1) S-89°36'39"-E,187.39 FEET; THENCE 2) S-89°59'30"-E,139.69 FEET TO A POINT ON THE EAST LINE OF SAID TRACT 23; THENCE DEPARTING SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE, AND ALONG THE EAST LINE OF SAID TRACT 23 S-00°23'04"-E,634.92 FEET TO THE SOUTHEAST CORNER THEREOF, SAID POINT ALSO BEING THE NORTHEAST CORNER OF SAID TRACT 26; THENCE ALONG THE EAST LINE OF SAID TRACT 26 S-00°22'59"-E,635.38 FEET TO A POINT ON THE

NORTH RIGHT-OF-WAY LINE OF NORTH BOULEVARD WEST PER D.R. BOOK 781, PAGE 709 OF THE PUBLIC RECORDS OF POLK COUNTY,FLORIDA; THENCE ALONG SAID NORTH RIGHT-OF WAY LINE PER O.R. BOOK 781, PAGE 709, AND PER D.R. BOOK 781, PAGE 667, AND PER O.R. BOOK 781, PAGE 696, ALL IN THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA, N-89°48'44"-W,1305.66 FEET TO A POINT ON THE WEST LINE OF SAID TRACT 29; THENCE ALONG THE WEST LINE OF SAID TRACT 29 N-00'26'06"-E,633.72 FEET TO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS 28.58 ACRES, MORE OR LESS.

AND

BEGIN AT THE NORTHEAST CORNER OF SAID TRACT 12 AND RUN THENCE ALONG THE EAST LINE THEREOF, S-00'39'44"-E,650,29 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG THE

SOUTH LINE OF SAID TRACTS 12, 13, 14, 15 AND 16 N-89'20'55"-W,1628.90 FEET TO A POINT ON THE EAST RIGHT-OF-WAY LINE OF HOLLY HILL ROAD, PER D.R. BOOK 781, PAGE 713 PUBLIC RECORDS OF

POLK COUNTY, FLORIDA; THENCE ALONG SAID EAST RIGHT-OF-WAY LINE, AND THEN CONTINUING

ALONG THE EAST RIGHT-OF-WAY OF HOLLY HILL ROAD, PER O.R. BOOK 781, PAGE 715 PUBLIC RECORDS OF POLK COUNTY, FLORIDA N-00'29'26"-W,643.68 FEET TO A POINT ON THE NORTH LINE OF SAID

TRACT 16; THENCE ALONG THE NORTH LINE OF SAID TRACTS 16, 15, 14, 13 AND 12, S-89°34'47"-E, 1626.84 FEET TO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS: 24.17 ACRES, MORE OR LESS.

AND

BEGIN AT THE NORTHWEST CORNER OF SAID TRACT 16, AND RUN THENCE ALONG THE NORTH LINE OF

SAID TRACTS 16, 15, 14, AND 13 N-89'43'00"-E,1309,54 FEET TO THE NORTHEAST CORNER OF SAID TRACT 13; THENCE ALONG THE EAST LINE OF SAID TRACT 13 AND THE SOUTHERLY PROJECTION THEREOF, S-00'47'35"-E,667.62 FEET TO A POINTON THE SOUTH LINE OF THE NORTHWEST¼ OF THE

SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG SAID SOUTH LINE N-89'38'02"-W,331.52 FEET; THENCE ALONG THE NORTHERLY PROJECTION OF THE EAST LINE OF SAID TRACT 19 AND THE EAST LINE OF SAID TRACT 19 S-00°48'45"-E,667.55 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG

THE SOUTH LINE OF SAID TRACT 19 S-89'30'27"-W,331.42 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 19, ALSO BEING THE NORTHEAST CORNER OF SAID TRACT 31; THENCE ALONG THE EAST LINE OF SAID TRACT 31 S-00'47'10"-E,628.70 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY LINE OF COUNTY

ROAD 547 (80'RIGHT-OF-WAY WIDTH); THENCE ALONG SAID NORTH RIGHT-OF-WAY LINE S-89'29'00"-W, 647.50 FEET TO A POINT ON THE WEST LINE OF SAID TRACT 32; THENCE ALONG SAID WEST LINE
THEREOF, AND ALONG THE WEST LINE OF SAID TRACT 17 AND THE NORTHERLY PROJECTION THEREOF, N-00'46'25"-W,1298.68 FEET TO A POINT ON THE NORTH LINE OF THE SOUTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04, ALSO BEING THE SOUTH LINE OF THE NORTHWEST¼ OF THE

SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG THE SOUTHERLY PROJECTION OF THE WEST LINE OF SAID TRACT 16, AND ALONG SAID WEST LINE N-00'45'52"-W,669,51 FEET TO THE POINT OF
BEGINNING,

PROPERTY DESCRIBED CONTAINS: 44.47 ACRES, MORE OR LESS

LEGAL DESCRIPTION

HOLLY HILL ROAD EAST - COMMUNITY DEVELOPMENT DISTRICT

PARCELS 1, 2, 3, 4, SAND 6

TRACTS 21 AND 23 IN HIE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10. PUBLIC RECORDS OF POLK COUNTY, FLORIDA, ~_E~ MAINTAINED RIGHT-OF-WAY PER MAP BOOK 17, PAGES 100-108, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 26 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER 0.R. BOOK 781, PAGE 709, PUBLIC RECORDS OF POLK COUNTY, FLORIDA,

AND

TRACT 27 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 667, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACTS 28 AND 29 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 695, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

ALL, ALSO BEING DESCRIBED AS:

BEGIN AT THE NORTHWEST CORNER OF SAID TRACT 29, AND RUN THENCE ALONG THE NORTH LINE THEREOF S-89°53'06"-E,326.18 FEET TO THE NORTHEAST CORNER THEREOF, SAID PONT ALSO BEING THE SOUTHWEST CORNER OF SAID TRACT 21; THENCE ALONG THE WEST LINE OF SAID TRACT 21 N-0002S'33"-W,640.90 FEET TO A POINT ON THE SOUTH MAINTAINED RIGHT-OF-WAY LINE OF FOREST LAKE DRIVE ACCORDING TO THE MAP AS RECORDED IN MAP BOOK 17, PAGES 100-108,PUBLIC RECORDS OF POLK COUNTY, FLORIDA: THENCE ALONG SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE THE FOLLOWING THREE (3) COURSES: 1) S-89°49'04"-E,95.08 FEET; THENCE 2) S-88°09'06"-E,71.24 FEET; THENCE 3) S-89"58'S7"-E,160.16 FEET TO A POINTON THE EAST LINE OF SAID TRACT 21; THENCE DEPARTING SAID MAINTAINED RIGHT-OF-WAY LINE, AND ALONG THE EAST LINE OF SAID TRACT 21 S-00'23'18"-E,638.91 FEET TO THE SOUTHEAST CORNER THEREOF, SAID POINT ALSO BEING THE NORTHWEST CORNER OF SAID TRACT 27; THENCE ALONG THE NORTH LINE OF SAID TRACT 27 S-
Hq0i;~'nfl11-F ".\?h QH FFFT Tn THF NnRTHFAi:;.T rnRNFR THFRFnF• THFNIF Al ()N(i THF WFi:;.T LINE OF
	SOUTHEAST CORNER THEREOF, SAID POINT ALSO OEING THE NORTHEAST CORNF.R OF SAID TRACT 26;	·-OF-WAY		
	THENCE ALONG THE EAST LINE OF SAID TRACT 26 S-00"22'59"-E,635.38 FEETTO A POINT ON THE		-		
	NORTH RIGHT-OF-WAY LINE OF NORTH BOULEVARD WEST PER 0,R, BOOK 781, PAGE 709 OF THE PUBLIC THE			
	RECORDS OF POLK COUNTY,FLORIDA; THENCE ALONG SAID NORTH RIGHT-OF WAY LINE PER 0.R. OOOK  .69 FEET			
	781, PAGE 709, AND PER O.R. BOOK 781, PAGE 667, AND PER 0,R, BOOK 781, PAGE 696, ALL IN THE	NED			
	PUBLIC RECORDS OF POLK COUNTY, FLORIDA, N-89"q8'qq"-W,1305.66 FEET TO A POINT ON THE WEST  ET TO THE			
-	LINE OF SAID TRACf 29; THENCE ALONG THE WEST LINE OF SAID TRACT 29 N-00'26'06"-E,633,72 FEET				
	TO THE POINT OF BEGINNING.					
	PROPERTY DESCRIBED CONTAINS 28.58ACRES, MORE OR LESS,				
Qennis	j!;	OFFICE:  (863) 94D-20l0	HOLLY  HILL ROAD  EAST -				
	';')!-f~;;t~;,l	FAX:	(863) 9!0-20H COMMUNITY DEVELOPMENT DISTRICT				
Y)l_ood ,\fr)t""'"' CHt;	(863) 552-ooia	PARCELS  1,  2,  3,  4,  5  AND  6				
	Engineering	1925 BARTOW ROAD	LEGAL  DESCRIPTION				
	,_	LLC	LAKELAND, FL 33BDI	(NOT A SURVEY)				
DENNIS WOOD,  PROFESSIONAL ENGINEER		EXHIBIT A CONSISTS OF TWO (2) PAGES,				
EMAIL:	denniswoodenglneerlng@gmoil.com	AND JS  NOT COMPLETE WITHOUT BOTH PAGES	PAGE  I	OF 2		

N

						150	75	0		150	300						
							Sct1h•:	I"  = 300'							
						SOUTH MAINTAJNED RIGHT-OF-WAY LINE				
							------	------ --		-	-·  -   -	,..._...,____ _			
							(M.B.  17, PAGES  100-108)						
						_ f_QF\E:;,T_ !-JI.J<:E:  [)fl_lVEJ					
0 S89"49'04"E9S.08'-	-T		__\~ ~ 0							0)	0)			
0 S88°09'06"E  71.24'	\		N~					~~		~~						
0 sa9°SB'57"E 160.1G'	I															
									!ii 1-								
	:		t:;o		TRACT 21				ti"'		TRACT 23			
0 S89" 36'39"E J 87 .39'	:		g;i		HOLLYHILL	:;;~		g;Gl		HOLLY HILL			
® S89"59'30"E 139.69'			1-;,:		GROVE & FRUIT	!" ,_		1- 5'		GROVE & FRUIT			
	1		~(l'l	COMPANY		CO  w		~~		COMPANY			
			::I~		PLAT  BOOK  22,	~z		:::IM		PLAT BOOK 22,			
													
	:		1-~		PAGE  10		~::l		1-~		PAGE  JO			
	1		~o					bti;		tf)g					
	I		0	l				51w<C		>z						
			> z		SW CORNER					SE CORNER			
	1	NORTH LINE	>						>					
	1				TRACT 21			NORTH LINE		TRACT 23j\			
	1	TRACT 29							TRACT 27					
					SE  CORNER			S'.!f CORNER				
	I	5s9053•0511E					599053'06"E					
	:	326,18'				TRACT 2 1 '-		326.98'	'TRACT23				
														
		POINT OF BEGINNlim-.J-!E ~O~NER  -,		NE CORNER		NE CORNER/			
	(	NORT~:~ ~~R~ER   TRACT 29		: \/'lwco1~V 211	TRACT 26			
(,fl-	TRACT 29		1	TRACT 28		1	TRACT27		I	TRACT 26			
N	~			1			1		TRACT 27					
t:;"'	HOLLY HILL		:	HOLLY HILL	:	HOLLY HILL	I	HOLLY HILL			
" :a				1				1	GROVE & FRUIT		GROVE & FRUIT			
a:		GROVE & FRUIT I	GROVE & FRUIT I						
I- w	COMPANY			COMPANY				COMPANY	I	COMPANY			
WU)				1				1									
z	a	PLAT BOOK 22,	I	PLAT BOOK 22,	I	PLAT BOOK 22,		PLAT BOOK 22,			
::I	~	PAGE  10		:	PAGE  10		:		PAGE  10		PAGE  10			
~g				:				:				I					
~z				I				I									
_ _ l				l				l				!					
	-			1	N89"4B'44':W1305.66'	I					
:-==-\fF~o~~~7~r~~l!~EiQU_LJ;VA~-Q~o~!~F~~fi~~oi~~~~~~~oF	-		
												(D.R. BOOK 781,	(D.R. BOOK 781,			
													PAGE 667)	PAGE 709)			

-Dennis'tf._oo/~'fJ/~c,;,~~;.-,,)   ~=l=

CEIJJ	!813llllX>lB

Engineering ll25JW!TOWHOAD i,,- LLC LAXB.JJO, R. 03801

oaH8 WOOD, PRC! ESEIAW..l:NQN:EFI
EMAIL• dennlawoodenglneerlng,gmaH.com

HOLLY  HILL ROAD  EAST -
COMMUNITY DEVELOPMENT DISTRICT
PARCELS  1,  2, 3,  4,  5  AND  6
SKETCH  TO  ACCOMPANY  LEGAL
DESCRIPTION
(NOT A SURVEY)

EXHIBIT A CONSISTS OF TWO (2)  PAGES,

AND IS NOT COMPLETE WITHOUT BOTH PAGES

PAGE 2 OF 2

LEGAL DESCRIPTION

HOLLY Hill ROAD EAST - COMMUNITY DEVELOPMENT DISTRICT

PARCELS 7, 8, 9, & 10

TRACTS 12 AND 13 IN THE SOUTHEAST¼  OF SECTION OS, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK

COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT
THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60- 63 PUBLIC RECORDS Of POLK COUNTY, FLORIDA.

AND

TRACT 14 IN THE SOUTHEAST¼  Of SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY,

FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT THEREOF

AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

THE SOUTH½ OF TRACTS 15 AND 16 IN THE SOUTHEAST¼  Of SECTION 05, TOWNSHIP 27 SOUTH,

RANGE 27 EAST, POLK COUNTY, FLORIDA Of "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING

TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGE 60-63 PUBLIC RECORDS OF POLK

COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION Of SAID PROPERTY CONVEYED TO POLK COUNTY,

FLORIDA BY THAT CERTAIN QUIT CLAIM DEED AS RECORDED IN D.R. BOOK 781, PAGE 713 PUBLIC

RECORDS Of POLK COUNTY, FLORIDA,

AND

THE NORTH½ Of TRACTS 15 AND 16 IN THE SOUTHEAST¼  Of SECTION 05, TOWNSHIP 27 SOUTH,

RANGE 27 EAST, POLK COUNTY, FLORIDA Of "FLORIDA DEVELOPMENT COMPANYTRACT," ACCORDING

TO THE MAP OR PLATTHEREOf AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS Of

POLK COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION Of SAID PROPERTY CONVEYED TO POLK

COUNTY, FLORIDA BYTHATCERTAIN QUITCLAIM DEED AS RECORDED IN D.R. BOOK 781, PAGE 715

PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

All, ALSO BEING DESCRIBED AS

BEGIN ATTHE NORTHEAST CORNER Of SAID TRACT 12 AND RUN THENCE ALONG THE EAST LINE THEREOF, S-00'39'44"-E,650.29 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG THE SOUTH LINE Of SAID TRACTS 12, 13, 14, 15 AND 16 N-B9'20'55"-W,1628.90 FEET TO A POINT ON THE EAST RIGHT-Of-WAY LINE OF HOLLY Hill ROAD, PER D.R. BOOK 781, PAGE 713 PUBLIC RECORDS Of POLK COUNTY, FLORIDA; THENCE ALONG SAID EAST RIGHT-OF-WAY LINE, AND THEN CONTINUING ALONG THE EAST RIGHT-OF-WAY OF HOLLY Hill ROAD, PER D.R. BOOK 781, PAGE 715 PUBLIC RECORDS OF POLK COUNTY, FLORIDA N-00'29'26"-W,643.68 FEET TO A POINT ON THF. NORTH LINE OF SAID TRACT16; THENCE ALONG THE NORTH LINE OF SAID TRACTS 16, 15, 14, 13 AND 12, S-89'34'47"-E, 1626.84 FEET TO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS: 24.17 ACRES, MORE OR LESS,

-				-		
-				-		
Qennis	~~i;f1k.t.>	OfflCf:	(863)  940-20ffl	HOLLY HILL  ROAD  EAST -		
		FAX!	(863) 940-2011	COMMUNITY  DEVELOPMENT DISTRICT		
						
	1	Cfll:	(863) 662-0018			
Wood ifJ, \I:,,"'"			PARCELS  7,  8,  9  AND  10		
,,,_	:'{					
Engineering	1925 BARTOW ROAD	LEGAL  DESCRIPTION		
D--	u.c-	LAKELAND,  FL 338D1	(NOT A SURVEY)		
DENNIS WOOD,	PROFESSIONAL ENGINEER				
			EXHIBIT A CONSISTS OF TWO (2) PAGES,		
EMAIL:	dennlswoodengineering@gmall.com
AND IS  NOT COMPLETE WITHOUT BOTH PAGES

PAGE  1 OF 2

N

150  75	0	150	300

Scale:  I"  = 300'

	I	I		I		I		I						
EAST RIGHT-OF-WAY LINE	!	l		:	NORTII  1,-r:::.	:		I						
(0.1\. llOOK 781. PAGE715)··L;	NORTH  1,2	i		rg•~ii?i d~~6.s1· ./					
/c		TRACT  16		rnACT 15  "i---TRACTS 12-16..A		I	/"'			
			I		POINT 0~ BEGINNING			
fg			FLORIDA	I	FLORIDA	I		:	NORTHEAST CORNER			
	I~		DEVELOPMENT	:	DEVELOPMENT	:		1	TRACT 12	"'N		
~	•~		COMPANY TRACT, COMPANY TRACT	I		I		I		N-		
										:i: t:;		
~	~		PLAT SOOK 03,	:	PLAT BOOK 03,	1	TRACT  14	:	TRACT  13	,	TRACT  12			
,:	I..J		PAGES 60- 63	,	PAGES 60-63	1	FLORIDA	1	DE0~~i~~~NT	:	DE0~~g~~~NT	;  g		
fo	.;::!		_ ________	!	_ __________	:	DEVELOPMENT							
~	:~		\;\1Dri		\li\1Dr:	i c;i! ~rfJ: j	PAGES  60-63	:	PAGES  60-63	~ ~		
							6		COMPANY TRACT : COMPANY TRACT	;f !:\!		
												
									PLAT BOOK 03,	1	PLAT BOOK 03,	~ '.J		
2	,..J		DEVELOPMENT	:	DEVELOPMENT	:		I				I/		
"~ ~ COMPANY TRACT I	COMPANY TRACT	I	SOUTH LINE	:		\	SE  CORNER			
EAST_IUGHT·OF-WAYLINE_.. -~		PLAT SOOK 03,	:	PLAT BOOK ,0,3, y·TRACTS 12-16	I						
(O.R. BOOK 781, PAGE 713)	I		PAGES G0·63	:	PAGES  60-~ N89'20'55"W1628~.	:	TRACT 12~.			
I,

-	-

Den nis	<:J~~'>if.---,ti,·>·o,.r;,,~-i;J-:--,	cmCE:  (86Jl 940-2040	HOLLY  HILL ROAD  EAST -		
		FAX:	(86J) 940-2014	COMMUNITY  DEVELOPMENT DISTRICT		
,,,_		/~'<'~.;~)--.  -f:',(S::'	CUI.:	(86J) 662-0018			
	Wood 5ffe:> 1-   ,,u"e			PARCELS  7,  8,  9  AND  10		
	- Engineering					
		1925 BARTOW  ROAO	SKETCH  TO  ACCOMPANY  LEGAL		
	):,.-	lLC	LAKELAND,  FL  33801	DESCRIPTION		
DENNIS  WOOD,	PROFESSIONAL  ENGINEER				
EMAIL:  dennlswoodenglneerlng@gmall.com	(NOT A SURVEY)		
EXHIBIT A CONSISTS OF TWO (2) PAGES,
AND IS  NOT COMPLETE WITHOUT BOTH PAGES

PAGE 2 OF  2

LEGAL DESCRIPTION

HOLLY HILL ROAD EAST·COMMUNITY DEVELOPMENT DISTRICT

PARCELS 11, 12, & 13

TRACTS 13, 14, 15, 16, 17, 18, 19, 31, AND 32, IN THE SOUTHWEST¼ OF SECTION 04, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "FLORIDA DEVELOPMENT COMPANY TRACr' ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK03, PAGES 60-63 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF THE PROPERTY DESCRIBED IN THE EMINENT DOMAIN PROCEEDINGS EVIDENCED BY THE ORDER OF TAKING RECORDED IN O.R. BOOK 139, PAGE 596, AND THE FINAL JUDGEMENT RECORDED IN 0.R. BOOK 275, PAGE 369 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

TOGETHER WITH THE 15.00 FOOT WIDE PLATTED RIGHT-OF-WAY COINCIDENT WITH THE SOUTH LINE OF SAID TRACTS 13, 14, 15, AND 16, AND COINCIDENT WITH THE NORTH LINE OF SAID TRACTS 17, 18,

AND 19.

ALSO BEING DESCRIBED AS

BEGIN AT THE NORTHWEST CORNER OF SAID TRACT 16, AND RUN THENCE ALONG THE NORTH LINE OF SAID TRACTS 16, 15, 14, AND 13 N-89°43'00"-E,1309.54 FEETTO THE NORTHEAST CORNER OF SAID TRACT 13; THENCE ALONG THE EAST LINE OF SAID TRACT 13 AND THE SOUTHERLY PROJECTION THEREOF, S-00°47'35"·E,667.62 FEET TO A POINT ON THE SOUTH LINE OF THE NORTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG SAID SOUTH LINE N-89°38'02"-W,331.52 FEET; THENCE ALONG THE NORTHERLY PROJECTION OF THE EAST LINE OF SAID TRACT 19 AND THE EAST LINE OF SAID TRACT 19 S-00°48'45"-E, 667.55 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG THE SOUTH LINE OF SAID TRACT 19 S-89°30'27"-W,331.42 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 19, ALSO BEING THE NORTHEAST CORNER OF SAID TRACT 31; THENCE ALONG THE EAST LINE OF SAID TRACT 31 S-00°47'10"-E,628.70 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY LINE OF COUNTY ROAD 547 {80'RIGHT-OF-WAY WIDTH); THENCE ALONG SAID NORTH RIGHT-OF-WAY LINE 5-89°29'00". W, 647.50 FEET TO A POINT ON THE WEST LINE OF SAID TRACT 32; THENCE ALONG SAID WEST LINE THEREOF, AND ALONG THE WEST LINE OF SAID TRACT32 AND 17 AND THE NORTHERLY PROJECTION OF TRACT 17 THEREOF, N-00°46'25"-W,1298.68 FEET TO A POINT ON THE NORTH LINE OF THE SOUTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04, ALSO BEING THE SOUTH LINE OF THE NORTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG THE SOUTHERLY PROJECTION OF THE WEST LINE OF SAID TRACT 16, AND ALONG SAID WEST LINE N-00°45'52"-W,669.51 FEET TO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS: 44.47 ACRES, MORE OR LESS

-				-		
						
				-		
D   .	..,,,\Ji.,',	omcr: (863) 9!0-2040	HOLLY HILL ROAD  EAST -		
~_ennis	~]/,lf!t~'iii\~	FAX:	(863} 940-20«	COMMUNITY DEVELOPMENT DISTRICT		
':'\I ood :;;\,,}f"·'"' cru,	(86l) 662-001a	PARCELS  11,  12  &  13		
Engineering	1925 BARTOW RoAo	LEGAL  DESCRIPTION		
r.,,.~	LLC	LAKELAND,  FL  33801	{NOT A SURVEY)		
DENNIS WOOD,	PROFESSIONAL ENGINEER				
			EXHIBIT A CONSISTS OF TWO (2) PAGES,		
EMAIL:  dennlswoodenglneerlng@gmoll.com	AND 15 NOT COMPLETE WITHOUT BOTH  PAGES		

PAGE 1 OF 2

		I			I		I	'	,   ,		'	'	'		'	'	'			,			,			,•'						r--	-	·1 r· -  -		
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		1								1				-TRACT~ 13-16							TRACT  l3					ml			I			
		':  I				POINT OF BEGINNING				1																					"'		256			I			
			:;;	~		NORTHWEST CORNER				l																					..-iN		iS~~~		
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			;	;'.ii						F~ORIDA DEVELOPME~T COMPANY TRAC~													t-::;	.1.511	!iJ	J		
		1	= I-						1		PLAT BOOK 3, ,-AGES 60-63		1													~ ~		Ps&n.s	~			
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										1							,								;		1			19			1rol!;;z9~	1						
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N

150  75	0	150	300

Scale:  1"  "'"  300'

Dennis   aj_<\f;~~~	m:r'tJi=	HOLLY  HILL ROAD  EAST -		
		COMMUNITY DEVELOPMENT DISTRICT		
p,--Vjood(~~t1(~~~·	calJ  (863)6&2-0)8	PARCELS  11,  12  &  13		
				
Engineering   1125BARTOWROAD	SKETCH  TO ACCOMPANY LEGAL		
r,-	LLC   L..AXB..».0, R.. 3;3001	DESCRIPTION		
llEIN8 WOOD, Fl!OFEll8IONAL Bl<lN!EII			
EMAIL• derv,lswoodenglneerlngagmall.com	(NOT A SURVEY)		
EXHIBIT A CONSISTS OF lWO (2) PAGES,

AND 15  NOT COMPLETE WITHOUT BOTH PAGES

PAGE 2 OF 2

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			-		'l	o.							
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		------		6							

-Dennis   •=~·•,=--..
Wood,:,,·-
-"-
Engineering
-	u.c

OFFICE: (863) 940-2040

FAX:	{863) 940-2044
CEU.:	(!163) 662-00]8

1925 BARTOW ROAO

LAKELAND, FL 33801

EXHIBIT 3

HOLLY HILL ROAD EAST COD DISTRICT BOUNDARY MAP

DENNIS WOOD,  PROFESSIONAL ENGINEER	NO	
EMAIL: denniswoodengineering@gmail.com	SCALE	

N

NO SCALE

D  CDD  DISTRICT

Daven port Zoning	
AG A;no.,tn.i~		
TN-1	ia0!/0."la:	Neigt-:t:icmood	
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-	DSC	Dowritown	&.!!ii~ Oatrie:		

Qennis	~

Wood~~

-	,.r.,:._

Engineering
--	u.c

OFFICE: {863) 94Q.2040	
FAX:	(863}	940-2044	
CEil.:	(863)	662-0D18	
1,2s	BARTow	ROAD	
LAKELAND,	FL	33801	

EXHIBIT 4 HOLLY HILL ROAD EAST COD EXISTING LAND USE MAP CITY OF DAVENPORT

	Ri::-1		? .~tia! =s°.ll!ll		
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DENNIS WOOD, PROFESSIONAL ENGINEER		
EMAIL:	denniswoodengineering@gmail.com		

;	;·/~ Mr-1-1	Ml!tnUflQJr,td Ho'Tld (S1,1bdi\l!SJ011S)	
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		"'	Parcels		
ea					
		:;:,			
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cei			Davenport C,ty Lim ts		
Bl	I		Polk County'Future Land Use		
	NORT_!:( BLVD W				

I!

lg

Davenport Future Land Use

Residential Low (RL)

~ Residential Medium (RM)

0 Residential High (RH) li!l!lil Residential Park (RP)

B	Commerce Activity Center (CAC) Office Park (OP)

~ Mixed Use (MU)

fE:! Manufacturing/Warehouse (MW) :==i ndustna ND

=::J Government/Institutional (G )

Recreat on  REC) t,
Ci  Conseivation (CON)

Dennis
-	Wood.,

OFFICE: (863) 940-2040		EXHIBIT 5	N		
					
FAX:	{863) 940-2044	D  CDD  DISTRICT	HOLLY HILL ROAD  EAST COD			
CELI.:	iB63) 662-0018					

Engirreering
LLC	1925 BARTOW ROAC

2030  FUTURE  LAND  USE

LAKELAND, FL 33801

DENNLS WOOD, PROFESSIONAL ENGINEER
EMAIL:  denniswoodengineering@gmail.com

CITY OF  DAVENPORT

NO

SCALE

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n	-"-'"'"°'	____	.•••. _______		LEGEND																		

gmeermg

-	LLc   LAKELAND, FL 33801	-- (FM) -- EXISTING  FORCE  MAIN A5 NOTED	
DENNJS WOOD, PROFESSIONAL ENGCN.EER	H.C, - HAJNES CITY	
EMAIL:  denniswoodengineering@gmail.com	DAV • DAVENPORT	
		P,C - POLK COUN1i"	

COMPOSITE  EXHIBIT 6 HOLLY HILL ROAD  EAST COD WATER  & FORCE  MAINS

NO

SCALE

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Dennis-~--,- ·,,~	OFFJCE: (863) 940-2040			LEGEND									COMPOSITE  EXHIBIT 6						
..::,..-:	.s..·.																						
-		FAX:	(B53) 940-2044						FLOW  DIRECTION											
Wood {~	r""-'-~											HOLLY  HILL RD  EAST COD					
		CELL;	{B53) 662-0018														
									COD  DISTRICT									
																														
Engi~ering	1925 BARTow ROAD												DRAINAGE  FLOW  PATTERN  MAP			
-	LLC	lAKE!.ANO, FL 33801																											

DENNIS WOOD, PROFESSIONAL ENGINEER	NO	
EMAIL:  denniswoodengineering@gmail.com	SCALE	

Exhibit 7

Holly Hill Road East Community Development District

Summary of Probable Cost

											--								
				Infrastructure	Phase 1		Phase 2			Total			
Offsite lmprovementsl1115117>	$	120,000.00		$	150,000.00		$		270,000.00		
Stormwater Management 111211 311 51161!7)	$2,427,600.00		$2,368,100.00		$ 4,795,700.00		
Utilities (Water, Sewer, & Street lighting) <1H51!7H91	$1,142,400.00		$1,114,400.00		$ 2,256,800.00		
1	4	11	5	7		$	882,300.00		$	860,675.00		$ 1,742,975.00		
Roadway < 11			ll l										
Entry Feature	1	7		$		100,000.00		$	100,000.00		$		200,000.00		
	< H H•J													
				1	1	$	600,000.00		$	200,000.00		$		800,000.00		
Parks and Amenities < 11  1											
Contingency				,-  ,,   :•,~	~		200,000.00		~	250,000.00		$		450,000.00		
~'						--   - - ,, ,J1i - .  ' .i	:1&:~s1oiiaia,;srom~				1,	.·  "· ,.;_, .. .		
						%i?)Z:$5~47:'l3llordi'i)'	/,.	~ .,  . ,', l. .  J ,,T/Lo•-- •'•'"·,,		,-, ' ,,,,,.,$'fo1§i1:S'/47s''blf"'		
										t~;t::'..i'5:t,- _;	,,,_,	,-« ,,,.,		,.?N		
									,i,, .,'			C							

Notes:

1.	Infrastructure consists of roadway improvements, Stormwater management facilities, master

	sanitary sewer lift station and utilities, entry feature, landscaping and slgnage, and neighborhood parks.

2.	Excludes grading of each lot in conjunction with home construction, which will be provided by home builder.

3.	includes Stormwater pond excavation.

sub-grade,4.includes	base, asphalt paving, curbing, and civil/site engineering.

5.	Includes subdivision infrastructure and civil/site engineering.

6.	Stormwater does not include grading associated with building pads.

7.	Estimates are based on 2016 cost.

8.	Includes entry features, signage, hardscape, landscape, irrigation and fencing.

9.	CDD will enter into a Lighting Agreement with Duke Energy for the street light poles and lighting

service.

10.  Estimates based on 403 lots.

Exhibit 8

Holly Hill Road East Community Development District

Summary of Proposed District Facilities

-~--		·--  -- -				
District Infrastructure	Construction	Ownership	Capital Financing•	Operation and		
				Maintenance		
						
Entry Feature & Signage	District	District	District Bonds	District		
Stormwater Facilities	District	District	District Bonds	District		
				--		
Lift Stations/Water/Sewer	District	City of Davenport	District Bonds	City of Davenport		
Street Lighting/Conduit	District	District	District Bonds	District		
···--·-~-·						
Road Construction	District	District	District Bonds	District		
--------		-------				

*Costs not funded by bonds will be funded by the developer

f·IOlLYHU- ROhD fA51'- CO/V\MU"-lliY l?f\/fl.JJPMfNl t:Jt5fi~IC(
CITY Of D;\VB~lf'Orr

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;'"<XOWCHCOtC,O.lfONlaC.•<,:;S{)<ftJ'll1			

.--------- EXHIBITS  ------------.

FISHKIND
& ASSOCIATES

MASTER ASSESSMENT METHODOLOGY REPORT

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

September 20, 2017

Prepared for:

Members of the Board of Supervisors,

Holly Hill Road East Community Development District

Prepared by:

Fishkind & Associates, Inc.

12051 Corporate Boulevard

Orlando, Florida 32817

MASTER ASSESSMENT METHODOLOGY REPORT HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

September 20, 2017

1.0	Introduction

1.1	Purpose

	This "Master Assessment Methodology Report," dated September 20, 2017 ("Methodology") provides a system for the allocation of non-ad valorem special assessments securing the repayment of bond debt planned to be issued by the Holly Hill Road East Community Development District ("District") to fund beneficial public infrastructure improvements and facilities. The Methodology described herein has two goals: (1) quantifying the special benefits received by properties within the District as a result of the installation of the District'simprovements and facilities, and

(2)	equitably allocating the costs incurred by the District to provide these benefits to properties in the District. The District plans to implement a capital improvement program ("CIP") that will allow for the development of property within the District. The District plans to fund the majority of its CIP through bond debt financing. This bond debt will be repaid from the proceeds of non-ad valorem special assessments levied by the District's Board of Supervisors. These special assessments will serve as liens against properties within the boundary of the District that receive a special benefit from the CIP. This Methodology is designed to conform to the requirements of Chapters 170, 190, and 197 of the Florida Statutes with respect to special assessments and is consistent with our understanding of the case law on this subject.

1.2	Background

	The District includes approximately 97.22 gross acres of property within its boundaries. The District is generally located to the south of Forest Lake Drive and to the east of Holly Hill Road within the City of Davenport, Florida. At build-out, the District is expected to contain approximately 403 single-family lots, landscaping, common and recreation areas, and related

infrastructure. The land use plan for the District is found in Table 1 (all tables are found in the attached Appendix).

1.3	Special Benefits and General Benefits

	Improvements undertaken by the District create both special benefits and general benefits to property owners located within and surrounding the District. However, the general benefits to the public at large are incidental in nature and are readily distinguishable from the special benefits which accrue to property located within the District. It is the District'sGIP that enables properties within the District's boundaries to be developed. Without the District's GIP there would be no infrastructure to support development of land within the District. Without these improvements development of property in the District would be prohibited by law.

	There is no doubt that the general public and property owners outside the District will benefit from the provision of District infrastructure. However, these are incidental to the District'sGIP, which is designed solely to meet the needs of property owners within the District. Properties outside the District do not depend upon the District'sGIP to obtain, or to maintain, their development entitlements. This fact alone clearly distinguishes the special benefits which District properties receive compared to those properties lying outside of the District'sboundaries.

1.4	Requirements of a Valid Assessment Methodology

	For special assessments to be valid under Florida law, there are two requirements. First, the properties assessed must receive a special benefit from the improvements paid for via the assessments. Second, the assessments must be fairly and reasonably allocated to the properties being assessed.

	If these two characteristics of valid special assessments are adhered to, Florida law provides some latitude to legislative bodies, such as the District's Board of Supervisors, in approving special assessments. Indeed, Florida courts have found that the mathematical perfection of calculating special benefit is likely impossible. Only if the District'sBoard was to act in an arbitrary, capricious, or grossly unfair fashion would its assessment methods be overturned.

2

2.0	CIP Plan of Finance

2.1	Phased Infrastructure Installation

	The District will install its public infrastructure and improvements on a phased basis, as outlined in more detail in the "Holly Hill Road East Community Development District Engineer's Report for Capital Improvements", dated September 2017 ("Engineer'sReport"), as prepared by Dennis Wood Engineering, LLC ("District Engineer"). As outlined in the Engineer's Report, the District will install the infrastructure necessary to serve the lands within both Phases 1 and 2. Descriptions of these properties are found attached as Exhibits "A" (Phase 1) and "B" (Phase 2). The District infrastructure and improvements for Phase 1 are designed to serve and specially benefit the lands within Phase 1. Similarly, the District infrastructure and improvements for Phase 2 are designed to serve and specially benefit the lands within Phase 2. The estimated costs of the Phase 1 and 2 District infrastructure and improvements (and the estimated costs for the District'sentire GIP) are presented in Table 2.

2.3	Bond Requirements

	The District intends to finance the majority of its GIP by issuing bonds. These bonds will be issued in several series, as development progresses

within the District. The District'sfirst series of bonds is expected to be issued in theyear2017 calendar ("Series 2017 Bonds") and will help fund the costs of the Phase 1 District infrastructure and improvements. The Phase 1 District infrastructure and improvements will be assessed solely to properties located within Phase 1. Similarly, the Phase 2 District infrastructure and improvements will be assessed solely to properties located within Phase 2. A number of component funds comprise the total principal of the bonds to be issued by the District. These funds may include but are not limited to acquisition and construction, capitalized interest, a debt service reserve, underwriter's discount, and issuance costs.

An estimate of the initial bond issuances required to fund the Phase 1 and 2 District infrastructure and improvements is found in Table 3. As bonds are issued by the District over time, Fishkind will issue supplemental assessment methodology report(s) detailing the particulars of each specific bond issue. The supplemental report(s) will detail the terms,

3

interest rates, and costs associated with a specific series of bonds. The supplemental report(s) will also detail the specific bond debt service assessments for properties that have been assessed to secure each bond issuance.

3.0	Assessment Methodology

3.1	Assessment Foundation

	The assessment methodology associated with the allocation of the costs of the CIP is a four-step process. First, the District Engineer determines the costs for the District's infrastructure and related improvements. Second, an estimate of the amount of bonds required to finance the infrastructure improvements is calculated. Third, the District Engineer outlines which parcels benefit from the provision of each phase of infrastructure and improvements. Finally, the as-financed costs of the infrastructure and related improvements are allocated to the benefiting properties based on the approximate relative benefit each unit receives as expressed by that unit'sEquivalent Residential Unit ("ERU") Factor.

	In allocating special assessments to benefiting property, Florida governments have used a variety of methods including, but not limited to, front footage, area, trip rates, equivalent residential units, dwelling units, and acreage. Fishkind has determined that an assessment methodology based on equivalent residential unit ("ERU") values is appropriate. These ERU values equate the benefit received by a stated amount of such particular land use category to the benefit received by a typical single-family residence. The use of ERU values to estimate the benefit derived from infrastructure improvements is recognized as a simple, fair, and reasonable method for apportioning benefit. ERU values are a commonly accepted method for calculating special benefit assessments in Florida. Here, Fishkind has chosen to assign an ERU value of 1.0 to each single-family lot.

3.2	Allocation of Specific Assessments

	The CIP cost estimates are outlined in Table 2 and described in detail in the Engineer'sReport. The maximum amount of bonds required to fund the Phase 1 and 2 infrastructure costs has been calculated and is shown

4

in Table 3. The bonds principal and related annual debt service assessments assigned to Phase 1 and 2 will then be equally divided among the number of lots planned for each phase. The resulting bonds principal and related annual debt service assessments for Phase 1 and 2, and each lot planned for each of these phases, are shown in Table 4. Table 4 becomes important as the land within a phase is platted, as specific bond debt service assessments will be assigned to the individual Development Units within the relevant phases at this time.

3.3	Assignment of Specific Assessments

	Assessments securing bonds issued to fund Phase 1 properties will initially be assigned to Phase 1 properties on an equal per-acre basis. Similarly, assessments securing bonds issued to fund Phase 2 properties will initially be assigned to Phase 2 properties on an equal per-acre basis. The assessments for each phase will then be equally divided among the lots within that phase, as property is initially platted. The final assignment of bond debt to a specific lot does not take place until the land containing that lot is platted (a platted single-family lot will be referred to herein as a "Development Unit"). The specific bond debt assessment that is assigned to platted Development Units will be detailed in one or more future supplemental assessment reports, in accordance with the principles and allocations set forth in this Methodology.

3.4	True-Up Mechanism

	In order to ensure that the District'sbond debt will not build up on the unplatted land within each phase, the District shall periodically apply a "true-up" test. Initially, District bond debt shall be allocated to each phase as outlined in Table 3. This bonds debt shall, prior to platting, be allocated equally to each of the undeveloped developable acres within each phase. As property is platted, "true-up" or density reduction payments may become due based upon the amount of bond debt assessments initially assigned to phase. For example, as outlined in Table 3, it is estimated that $7,115,000 in bonds principal will be allocated to Phase 1 at the time of issuance. This $7,115,000 in bonds principal is expected to be

allocated equally to the 204 lots planned for Phase 1 at the time Phase 1 is platted. However, should it happen at the time of platting that only 203 lots have been identified in the plat, the owner of Phase 1 at the time of platting will be required to make a true-up payment to the District equal to

5

the bonds principal assessment assigned to one single-family residence. The bonds principal true-up test shall be applied at the completion of the platting of 50%, 75%, 90%, and 100% of the developable acreage within such phase. It is the responsibility of the landowner of record of the affected parcel to make or cause to be made any required true-up payments due. This true-up obligation runs with the land within the District. The District will not release any liens on property for which true-up payments are due until provision for such payment has been satisfactorily made. The true-up thresholds for the lands within Phases 1 and 2 are found in the table below.

Initial True-Up Thresholds

Category	50%	75%	90%	100%	
Ph. 1 Developed Acres	21.8	32.7	39.3	43.7	
Ph. 1 Undev. Acres	21.8	10.9	4.4	0.0	
Debt per Undev. Ph. 1 Acre	$162,964	$162,964	$162,964	$162,964	
--------------------------------------------------------
Ph. 2	Developed Acres	26.4	39.6	47.5	52.8	
Ph. 2	Undev. Acres	26.4	13.2	5.3	0.0	
Debt per Undev. Ph. 2 Acre	$133,188	$133,188	$133,188	$133,188	

In the event that additional land not currently subject to the assessments required to repay the debt associated with the GIP is developed in such a manner as to receive special benefit from the GIP, it is contemplated that this Methodology will be re-applied to include such new parcels. The additional land, as a result of applying this Methodology, will be allocated an appropriate share of the special assessments, while all then-assessed parcels will receive a relative adjustment in their assessment levels.

4.0	Contribution of District Infrastructure and/or Improvements

	The costs of the District'sGIP will likely be funded by two mechanisms. The first mechanism is the issuance of special assessment bonds. The second mechanism is the contribution of funds or GIP components to the District ("Contribution"). Property owners within the District will have the opportunity to make such a Contribution upon approval by the District.

6

A District property owner'sContribution will give rise to assessment credits that can be applied by the property owner to reduce or eliminate bond debt service assessments that would otherwise be assigned to lands within the District to fund the costs of the CIP. Prior to a property owner reducing or eliminating bond debt service assessments through a Contribution, it must be shown that the improvements funded or contributed by the property owner are a component of the CIP, as outlined in the Engineer'sReport. The property owner will be permitted to apply assessment credits equal to the value of the Contribution plus the costs of financing the improvement(s) that would otherwise have been incurred by the District if the District were required to issue bonds to fund or acquire the improvement(s) (such that the property would not be responsible for bond financing costs if the Contribution was made prior to the District's issuance of special assessment bonds). A property owner possessing assessment credits due to a Contribution will, in the District'sdiscretion, have the opportunity to use the assessment credits to adjust bond debt service assessment levels of Development Units.

5.0	Bond Assessment Roll

	The table below outlines the maximum bond principal assessment per developable acre for the lands within Phase 1 and 2.

[Bond assessment roll found on the following page.]

7

Bond Assessment Roll

			Max Bond	Max Bond	
Phase	Parcel ID	Acres	PrinciQal	Annual (1)	
1	272704722000040130	19.64	$3,200,609	$263,542	
1	272704722000040170	19.06	$3,106,090	$255,760	
1	272704722000040190	4.96	$808,301	$66,557	
	Subtotal, Phase 1	43.66	$7,115,000	$585,859	
2	272705725500010210	4.80	$639,303	$52,641	
2	272705725500010230	4.80	$639,303	$52,641	
2	272705725500010290	4.75	$632,644	$52,093	
2	272705725500010280	4.75	$632,644	$52,093	
2	272705725500010270	4.77	$635,308	$52,312	
2	272705725500010260	4.77	$635,308	$52,312	
2	272705726000020153	4.82	$641,967	$52,860	
2	272705726000020151	4.60	$612,666	$50,448	
2	272705726000020140	4.91	$653,954	$53,847	
2	272705726000020120	9.85	$1,311,904	$108,024	
	Subtotal, Phase 2	52.82	$7,035,000	$579,271	
	Grand Totals	96.48	$14,150,000	$1,165,130	

(1) Values include a 7.0% gross-up to account for the statutory early-payment discount and the fees and costs of collection charged by the county property appraiser and tax collector.

8

LEGAL

EXHIBIT "A"
DESCRIPTION OF

PHASE I

LEGAL DESCRIPTION

HOLLY HILL ROAD EAST-COMMUNITY DEVELOPMENT DISTRICT

PARCELS 11, 12, & 13

TRACTS 13, 14, 15, 16, 17, 18, 19, 31, AND 32, IN THE SOUTHWEST¼ OF SECTION 04, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "FLORIDA DEVELOPMENT COMPANY TRACT" ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 03, PAGES 60- 63 Of THE PUBLIC RECORDS OF POLI( COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF THE PROPERTY DESCRIBED IN THE EMINENT DOMAIN PROCEEDINGS EVIDENCED BY THE ORDER OF TAKING RECORDED IN O.R. BOOK 139, PAGE 596, AND THE FINAL JUDGEMENT RECORDED IN O.R. BOOK 275, PAGE 369 OF THE PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

TOGETHER WITH THE 15.00 FOOT WIDE PLATTED RIGHT-OF-WAY COINCIDENT WITH THE SOUTH LINE OF SAID TRACTS 13, 14, 15, AND 16, AND COINCIDENT WITH THE NORTH LINE OF SAID TRACTS 17, 18,

AND 19.

ALSO BEING DESCRIBED AS

BEGIN ATTHE NORTHWEST CORNER OF SAID TRACT 16, AND RUN THENCE ALONG THE NORTH LINE OF SAID TRACTS 16, 15, 14, AND 13 N-89'43'00"-E,1309.54 FEET TO THE NORTHEAST CORNER OF SAID TRACT 13; THENCE ALONG THE EAST LINE OF SAID TRACT 13 AND THE SOUTHERLY PROJECTION THEREOF, 5-00"47'35"-E,667.62 FEET TO A POINT ON THE SOUTH LINE OF THE NORTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG SAID SOUTH LINE N-89'38'02"-W,331.52 FEET; THENCE ALONG THE NORTHERLY PROJECTION OF THE EAST LINE OF SAID TRACT 19 AND THE EAST LINE OF SAID TRACT 19 5-00'48'45"-E,667.55 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG THE SOUTH LINE OF SAID TRACT 19 5-89'30'27"-W,331.42 FEET TO THE SOUTHWEST CORNER OF SAID TRACT 19, ALSO BEING THE NORTHEAST CORNER OF SAID TRACT 31; THENCE ALONG THE EAST LINE OF SAID TRACT 315-00'47'10"-E,628.70 FEET TO A POINT ON THE NORTH RIGHT-OF-WAY LINE OF COUNTY ROAD 547 (80'RIGHT-OF-WAY WIDTH); THENCE ALONG SAID NORTH RIGHT-OF-WAY LINE 5-89'29'00"-W, 647.50 FEET TO A POINT ON THE WEST LINE OF SAID TRACT 32; THENCE ALONG SAID WEST LINE THEREOF, AND ALONG THE WEST LINE OF SAID TRACT 32 AND 17 AND THE NORTHERLY PROJECTION OF TRACT 17 THEREOF, N-00'46'25"-W,1298.68 FEETTO A POINT ON THE NORTH LINE OF THE SOUTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04, ALSO BEING THE SOUTH LINE OF THE NORTHWEST¼ OF THE SOUTHWEST¼ OF SAID SECTION 04; THENCE ALONG THE SOUTHERLY PROJECTION OF THE WEST LINE OF SAID TRACT 16, AND ALONG SAID WEST LINE N-00'45'52"-W,669.51

FEET TO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS: 44.47 ACRES, MORE OR LESS

-

-

Dennis		omcE:  (863) 940-2040	HOLLY  HILL ROAD  EAST -		
		FAX:	(663) 940-2044	COMMUNITY  DEVELOPMENT DISTRICT		
~-    Wood	Clli:	(863) 662-0018			
			PARCELS  11,  12 &  13		
					
=-				LEGAL  DESCRIPTION		
	Engineering	1925  BARTOW  ROAD			
	..,_	LLC	LAKELAND,  FL  33801	(NOT A SURVEY)		
DENNIS	WOOD,	PROFESSIONAL ENGINEER				
				EXHIBIT A CONSISTS OF TWO (2) PAGES,		
EMAIL:	dennlswoodenglneering@gmall.com	AND IS  NOT COMPLETE WITHOUT BOTH PAGES		

PAGE  1 OF 2

EXHIBIT "B"

LEGAL DESCRIPTION OF PHASE II

LEGAL DESCRIPTION

HOLLY HILL ROAD EAST- COMMUNITY DEVELOPMENT DISTRICT

PARCELS 1, 2, 3, 4, 5 AND 6

TRACTS 21 AND 23 IN THE NORTHEAST¼ OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, OF "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10. PUBLIC RECORDS Of POLK COUNTY, FLORIDA, LESS MAINTAINED RIGHT-Of-WAY PER MAP BOOK 17, PAGES 100-108, PUBLIC RECORDS Of POLK COUNTY,

FLORIDA.

AND

TRACT 26 IN THE NORTHEAST¼ Of SECTION OS, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, Of "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS Of POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 709, PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 27 IN THE NORTHEAST¼ Of SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, Of "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS Of POLK COUNTY, FLORIDA, LESS RIGHT-Of-WAY PER O.R. BOOK 781, PAGE 667, PUBLIC RECORDS Of POLK COUNTY, FLORIDA.

AND

TRACTS 28 AND 29 IN THE NORTHEAST¼ Of SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY, FLORIDA, Of "HOLLY HILL GROVE AND FRUIT COMPANY", ACCORDING TO THE MAP OR PLAT THEREOF, AS RECORDED IN PLAT BOOK 22, PAGE 10, PUBLIC RECORDS Of POLK COUNTY, FLORIDA, LESS RIGHT-OF-WAY PER O.R. BOOK 781, PAGE 695, PUBLIC RECORDS Of POLK COUNTY, FLORIDA.

ALL, ALSO BEING DESCRIBED AS:

BEGIN AT THE NORTHWEST CORNER Of SAID TRACT 29, AND RUN THENCE ALONG THE NORTH LINE THEREOF S-89"S3'06"-E,326.18 FEET TO THE NORTHEAST CORNER THEREOF, SAID PONT ALSO BEING THE SOUTHWEST CORNER Of SAID TRACT 21; THENCE ALONG THE WEST LINE Of SAID TRACT 21 N-00"25'33"-W, 640.90 FEET TO A POINT ON THE SOUTH MAINTAINED RIGfff-Of-WAY LINE Of FOREST LAKE DRIVE ACCORDING TO THE MAP AS RECORDED IN MAP BOOK 17, PAGES 100-108,PUBLIC RECORDS Of POLK COUNTY, FLORIDA: THENCE ALONG SAID SOUTH MAINTAINED RIGHT-OF-WAY LINE THE FOLLOWING THREE (3) COURSES: 1) 5-89"49'04"-E,95.08 FEET; THENCE 2) 5-88"09'06"-E, 71.24 FEET; THENCE 3) S-89"58'57"-E,160.16 FEET TO A POINT ON THE EAST LINE Of SAID TRACT 21; THENCE DEPARTING SAID MAINTAINED RIGHT-Of-WAY LINE, AND ALONG THE EAST LINE OF SAID TRACT 21 S-00"23'18"-E,638.91 FEET TO THE SOUTHEAST CORNER THEREOF, SAID POINT ALSO BEING THE NORTHWEST CORNER Of SAID TRACT 27; THENCE ALONG THE NORTH LINE Of SAID TRACT 27 S-RQ"~'l'Ofi"-F'\JfiQR FFFT Tn THF NnRTHFA,T rnRNFR THFRFnF· THFNrF Al nNr. THF INF,T LINE OF
	SOUTHEAST CORNER THEREOF, SAID POINT ALSO BEING THE NORTHEAST CORNER OF SAID TRACT 26;	--Of-WAY		
	THENCE ALONG THE EAST LINE OF SAID TRACT 26 S-00"22'59"-E,635.38 FEETTO A POINT ON THE			
	NORTH RIGHT-OF-WAY LINE OF NORTH BOULEVARD WEST PER D.R. BOOK 781, PAGE 709 OF THE PUBLIC THE		
						69		
	RECORDS OF POLK COUNTY,FLORIDA: THENCE ALONG SAID NORTH RIGHT-OF WAY LINE PER D.R. BOOK  ·  FEET		
	781, PAGE 709, AND PER D.R. BOOK 781, PAGE 667, AND PER D.R. BOOK 781, PAGE 696, ALL IN THE	NED		
	PUBLIC RECORDS OF POLK COUNTY, FLORIDA, N-89"48'44"-W,1305.66 FEET TO A POINT ON THE WEST  ETTO THE		
	LINE OF SAID TRACT 29; THENCE ALONG THE WEST LINE OF SAID TRACT 29 N-00"26'06"-E,633.72 FEET			
-	TO THE POINT OF BEGINNING.				
	PROPERTY DESCRIBED CONTAINS 28.58 ACRES, MORE OR LESS.			
Dennis	-,.,	OFllCE:  (863) 940-2040	HOLLY  HILL ROAD  EAST -			
		FAX:	(663) 940-2044  COMMUNITY  DEVELOPMENT DISTRICT		
~	Wood-·	cm,	(663) 662-0018	PARCELS  1,  2,  3,  4,  5   AND  6			
	Engineering	192s BARTOW ROAD	LEGAL  DESCRIPTION			
	,_	u.c	LAKELAND,  FL  33801	(NOT A SURVEY)			
DENNIS  WOOD,	PROFESSIONAL ENGINEER		EXHIBIT A CONSISTS OF TWO (2)  PAGES,			

EMAIL:  dennlswoodengineering@gmall.com	AND IS NOT COMPLETE WITHOUT BOTH PAGES    PAGE  l  OF  2

LEGAL DESCRIPTION

HOLLY HILL ROAD EAST- COMMUNITY DEVELOPMENT DISTRICT

PARCELS 7, 8, 9, & 10

TRACTS 12 AND 13 IN THE SOUTHEAST¼  OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK

COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT

THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60- 63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

TRACT 14 IN THE SOUTHEAST¼  OF SECTION 05, TOWNSHIP 27 SOUTH, RANGE 27 EAST, POLK COUNTY,

FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING TO THE MAP OR PLAT THEREOF

AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

AND

THE SOUTH½  OF TRACTS 15 AND 16 IN THE SOUTHEAST¼  OF SECTION 05, TOWNSHIP 27 SOUTH,

RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANY TRACT," ACCORDING

TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGE 60-63 PUBLIC RECORDS OF POLK

COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF SAID PROPERTY CONVEYED TO POLK COUNTY,

FLORIDA BY THAT CERTAIN QUIT CLAIM DEED AS RECORDED IN O.R. BOOK 781, PAGE 713 PUBLIC

RECORDS OF POLK COUNTY, FLORIDA.

AND

THE NORTH½  OF TRACTS 15 AND 16 IN THE SOUTHEAST¼  OF SECTION OS, TOWNSHIP 27 SOUTH,

RANGE 27 EAST, POLK COUNTY, FLORIDA OF "FLORIDA DEVELOPMENT COMPANYTRACT," ACCORDING

TO THE MAP OR PLAT THEREOF AS RECORDED IN PLAT BOOK 03, PAGES 60-63 PUBLIC RECORDS OF

POLK COUNTY, FLORIDA, LESS AND EXCEPT THAT PORTION OF SAID PROPERTY CONVEYED TO POLK

COUNTY, FLORIDA BY THAT CERTAIN QUIT CLAIM DEED AS RECORDED IN 0.R. BOOK 781, PAGE 715

PUBLIC RECORDS OF POLK COUNTY, FLORIDA.

ALL, ALSO BEING DESCRIBED AS

BEGIN AT THE NORTHEAST CORNER OF SAID TRACT 12 AND RUN THENCE ALONG THE EAST LINE

THEREOF, S-00"39'44"-E,650.29 FEET TO THE SOUTHEAST CORNER THEREOF; THENCE ALONG THE

SOUTH LINE OF SAID TRACTS 12, 13, 14, 15 AND 16 N-89"20'55"-W,1628.90 FEET TO A POINT ON THE

EAST RIGHT-OF-WAY LINE OF HOLLY HILL ROAD, PER O.R. BOOK 781, PAGE 713 PUBLIC RECORDS OF

POLK COUNTY, FLORIDA; THENCE ALONG SAID EAST RIGHT-OF-WAY LINE, AND THEN CONTINUING

ALONG THE EASTRIGHT-OF-WAY OF HOLLY HILL ROAD, PER O.R, BOOK 781, PAGE 715 PUBLIC RECORDS

OF POLK COUNTY, FLORIDA N-00"29'26"-W,643.68 FEET TO A POINT ON THE NORTH LINE OF SAID

TRACT 16; THENCE ALONG THE NORTH LINE OF SAID TRACTS 16, 15, 14, 13 AND 12, S-89"34'47"-E,

1626.84 FEETTO THE POINT OF BEGINNING.

PROPERTY DESCRIBED CONTAINS: 24,17 ACRES, MORE OR LESS.

-					-		
							
Dennis	,//	omcE:  (863)  940-2040	HOLLY  HILL  ROAD  EAST -		
		fAX:	(863) 9!0-2044	COMMUNITY  DEVELOPMENT DISTRICT		
-    Wood	c~	(863) 662-0016			
			PARCELS  7,  B,  9  AND  10		
- Engineering	1925 BARTOW  ROA□	LEGAL  DESCRIPTION		
	o---	LLC	LAKELAND,  FL  33B01	(NOT A SURVEY)		
DENNIS	WOOD,	PROFESSIONAL ENGINEER				
				EXHIBIT A CONSISTS OF TWO (2)  PAGES,		
EMAIL:	denniswoodengineering@gmail.com	AND IS NOT COMPLETE WITHOUT BOTH  PAGES		

PAGE  I  OF 2

APPENDIX TABLES

9

l!APIPENDIX: T~BjLE 1   !      i   !	;	•	
'HO~LtfH!LL ROAD! EASTfDD	I	I	
D1S11RICT ILAND USE RLANI   ,  !      i	I		

MASljER ASSESSMENjr MET!:IOIPQLO~Y RE~ORT

		Estimated	Number of Single-	
Development Phase	Estimated Start Date	Completion Date	Family Lots	

Phase 1	2017	2018	204	
Phase 2	2018	2019	199	
Total			403	

Master Assessment Methodology	Fishkind and Associates, Inc.	Appendix Table 1

'!APPENDIXTAB'-E2   I   '    '	i	'	I	i		
!.Ho~Ltr H\LL ~c/.ADjEAS. Ti cop	[	l	I	I		
CIIP tOSTIESTliMATES	;		·	,		
MAS11ER AS$E$SMENjr IVIET~ODQLOGY . EPORT

	Estimated Costs,	Estimated Costs,	Total Estimated	
Infrastructure Component	Phase 1	Phase 2	Costs	

Offsite Improvements	$120,000	$150,000	$270,000	
Stormwater Management	$2,427,600	$2,368,100	$4,795,700	
Utilities (Water,Sewer, & Street Lighting)	$1,142,400	$1,114,400	$2,256,800	
Roadways	$882,300	$860,675	$1,742,975	
Entry Features & Signage	$100,000	$100,000	$200,000	
Parks and Amenities	$404,963	$395,037	$800,000	
Contingency	$200,000	$250,000	$450,000	
Total	$5,277,263	$5,238,212	$10,515,475	

Master Assessment Methodology	Fishkind and Associates, Inc.	Appendix Table 2

l!APfENDll< T~BILE 3   i  l   '	I	•	I	l	!	
HOLLY H!LL ~QAD! EA$TI CDD	I	i	!	.I	:	
ESTIMATED B0Nl!:>S DETAILS		,	i	
!iMA$]ER ASSE$SMEN]f METJ-IOPdLO~Y REPORT	I		

	Phase 1 Bonds	Phase 2 Bonds	Total Bonds {all	
Bond Fund	Value {1)	Value {1)	Phases) Value {1)	
Construction/Acquisition Fund	$5,277,263	$5,238,212	$10,515,475	
Debt Seivice Reseive	$544,849	$538,722	$1,083,571	
Capitalized Interest	$924,950	$914,550	$1,839,500	
Costs of Issuance (Including Underwriter'sFee)	$367,300	$340,700	$708,000	
Contingency	$639	$2,815	$3 454	
Total Bonds Principal	$7,115,000	$7,035,000	$14,150,000	
Bonds Details				
Average Annual Interest Rate:	6.50%	6.50%		
Term (Years):	30	30		
Capitalized Interest (Months):	24	24		
Net Annual Debt Seivice:	$544,849	$538,722		
Gross Annual Debt Seivice (2):	$585,859	$579,271		

(1)	The values shown are estimated and subject to change.

(2)	Values include a 7 . □% gross-up to account for the statutory early-payment discount and the fees and costs of collection charged by the county property appraiser and tax collector.

Master Assessment Methodology	Fishkind and Associates, Inc.	Appendix Table 3

,I.APPEfllDIX TAB!-E ".   I     l.I:	I.	•	•	I	..•.					
!HO!-L!I'H!LL RQAD.EAl',Tcob I	I	i	1	I	1					
l:MAX:IMUMI BONDS ASSESS!MENils•							
MASl7ERAS$ESSMENjl" METMODQLOGY REPO. T					
						Bonds Max	Bonds Max			
						Princi12al Assmt./	Princi12al Assmt./			
Phase			Planned Lots/ERUs	Category	Unit			
Phase 1					204	$7,115,000	$34,877			
Phase 2					199	$7,035,000	$35,352			
Total, all Phases					403	$14,150,000				
						Bonds Max Net	Bonds Max Net	Bonds Max Gross	Bonds Max	
						Annual Assmt./	Annual Assmt./	Annual Assmt./	Gross Annual	
Phase			Planned Lots/ERUs	Category	Unit	Categorv {1l	Assmt./ Unit {1l	
Phase 1					204	$544,849	$2,671	$585,859	$2,872	
Phase 2					199	$538,722	$2,707	$579,271	$2,911	
Total, all Phases					403	$1,083,571		$1,165,130		

(1) Values include a 7.0% gross-up to account for the statutory early-payment discount and the fees and costs of collection charged by the county property appraiser and tax collector.

Master Assessment Methodology	Fishkind and Associates, Inc.	Appendix Table 4

Holly Hill Road East

Community Development District

Resolution 2017-33

RESOLUTION 2017-33

A RESOLUTION OF THE BOARD OF SUPERVISORS OF HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT AUTHORIZING THE ISSUANCE OF ITS HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT SPECIAL ASSESSMENT BONDS, SERIES 2017 (THE "SERIES 2017 BONDS"); DETERMINING CERTAIN DETAILS OF THE SERIES 2017 BONDS AND

ESTABLISHING CERTAIN PARAMETERS FOR THE SALE THEREOF; APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF A FIRST SUPPLEMENTAL TRUST INDENTURE; AUTHORIZING THE NEGOTIATED SALE OF THE SERIES 2017 BONDS; APPROVING THE FORM OF AND

AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE CONTRACT WITH RESPECT TO THE SERIES 2017 BONDS AND AWARDING THE SERIES 2017 BONDS TO THE

UNDERWRITER NAMED THEREIN; APPROVING THE FORM OF AND AUTHORIZING THE DISTRIBUTION OF A PRELIMINARY LIMITED OFFERING MEMORANDUM RELATING TO THE SERIES 2017 BONDS AND ITS USE BY THE UNDERWRITER IN CONNECTION WITH THE OFFERING FOR SALE OF THE SERIES 2017 BONDS; APPROVING THE EXECUTION AND DELIVERY OF A

FINAL LIMITED OFFERING MEMORANDUM RELATING TO THE SERIES 2017 BONDS; APPROVING THE FORM OF AND

AUTHORIZING THE EXECUTION AND DELIVERY OF A CONTINUING DISCLOSURE AGREEMENT; PROVIDING FOR THE APPLICATION OF SERIES 2017 BOND PROCEEDS; AUTHORIZING

THE PROPER OFFICIALS TO DO ALL THINGS DEEMED NECESSARY IN CONNECTION WITH THE ISSUANCE, SALE AND DELIVERY OF THE SERIES 2017 BONDS; MAKING CERTAIN DECLARATIONS; PROVIDING AN EFFECTIVE DATE AND FOR OTHER PURPOSES.

WHEREAS, Holly Hill Road East Community Development District (the "District") is a local unit of special purpose government duly organized and existing under the provisions of the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes, as amended (the "Act") and created by Ordinance No. 814 enacted by the City Commission of the City of Davenport, Florida on July 10, 2017; and

WHEREAS, pursuant to the Act and Resolution No. 2017-25 duly adopted by the Board of Supervisors of the District on July 19, 2017 (the "Bond Resolution"), the Board of Supervisors has approved the form of a Master Trust Indenture (the "Master Indenture"),the between District and U.S. Bank National Association, as Trustee (the "Trustee"); and

WHEREAS, the District duly adopted Resolution No. 2017-23 on July 19, 2017, declaring the levy and collection of special assessments (the "Special Assessments") pursuant to the Act and Chapter 170, Florida Statues, indicating the location, nature and estimated cost of the

improvements which cost is to be defrayed by the Special Assessments, providing the manner in which the Special Assessments will be made, designating the lands upon which the Special Assessments will be levied, authorizing the preparation of a preliminary assessment roll and fixing the time and place of a public hearing; and

WHEREAS, the District duly adopted Resolution No. 2017-24 on July 19, 2017, setting a public hearing to be held on September 20, 2017, for the pmpose of hearing public comment on imposing the Special Assessments; and

WHEREAS, the District duly adopted Resolution No. 2017-31 on September 20, 2017, authorizing the unde1iaking of the Project, the first p01iion of which is to be financed with the proceeds of the Series 2017 Bonds (as hereinafter defined), as described more particularly in the Preliminary Engineer's Report dated June 2017 and summarized in Schedule I attached to this Resolution (the "Series 2017 Project"), and equalizing, approving, confoming and levying the Special Assessments on the property within the District benefited by the Series 201 7 Project; and

WHEREAS, the District has dete1mined it to be in the best interest of the landowners of the District, for the District to issue, and the District has determined to issue: (i) its Holly Hill Road East Community Development District Special Assessment Bonds, Series 2017 (the "Series 2017 Bonds") for the primary purpose of providing funds to pay all or a portion of the costs of the planning, financing, construction and/or acquisition of the Series 2017 Project; and

WHEREAS, the District has initiated proceedings in the Tenth Judicial Circuit CoUli in and for Polk County, Florida, to validate Bonds issued under the Indenture; and

WHEREAS, on July 19, 2017, the District approved a Preliminary Master Assessment Methodology Report, dated July 13, 2017 (the "Assessment Methodology Report"), prepared by the District's Methodology Consultant, Fishkind & Associates, Inc., setting forth the District's methodology for allocating debt to property within the District; and

WHEREAS, there has been submitted to this meeting with respect to the issuance and sale of the Series 2017 Bonds and submitted to the Board:

(i)	a f01m of First Supplemental Trust Indenture between the Trustee and the District attached hereto as Exhibit A (the "First Supplemental Indenture" and together with the Master Indenture, the "Indenture");

(ii)	a fonn of Bond Purchase Contract with respect to the Series 2017 Bonds between FMSbonds, Inc. (the "Underwriter") and the District attached hereto as Exhibit B (the "Bond Purchase Contract"), together with the form of a disclosure statement attached to the Bond Purchase Contract in accordance with Section

218.385, Florida Statutes; and

(iii) a form of Preliminary Limited Offering Memorandum relating to the Series 2017 Bonds attached hereto as Exhibit C (the "Preliminary Limited Offering Memorandum");

2

(iv) a form of Rule 15c2-12 Certificate of the District relating to the Preliminary Limited Offering Memorandum, attached hereto as Exhibit D (the "Rule 15c2-12 Certificate"); and

(v)	a  form  of  the  Continuing  Disclosure  Agreement  (the  "Continuing

Disclosure Agreement") to be entered into among the District, the dissemination

agent named therein (the "Dissemination Agent"), and any landowner constituting
an "Obligated Person" under the terms of the Continuing Disclosure Agreement,

attached hereto as Exhibit E;

NOW, THEREFORE, BE IT RESOLVED by the Board of Supervisors of Holly Hill

East  Road	Community Development District, as follows:

Section 1. Authorization of Issuance of Series 2017 Bonds. There are hereby authorized and directed to be issued:Hillthe Holly Road East Community Development District Special Assessment Bonds, Series 2017 (the "Series 2017 Bonds") in an aggregate principal amount not to exceed $[_], for the pmposes of (i) providing funds to pay all or a portion of the costs of the planning, financing, acquisition, construction, equipping and installation of the Series 2017 Project, (ii) making a deposit to the reserve account with respect of the Series 2017 Bonds, (iii) funding a portion of the interest coming due on the Series 2017 Bonds, and (iv) paying certain costs of issuance in respect of the Series 2017 Bonds. The Series 2017 Bonds shall be issued under and secured by the Indenture, the form of which by reference is hereby incorporated into this resolution as if set forth in full herein.

Section 2. Details of the Series 2017 Bonds. The District hereby determines that the Series 2017 Bonds shall mature in the amounts and at the times, shall bear interest at the rates, be redeemable at the redemption prices and in the manner as determined by the Chairperson of the Board of Supervisors of the District (the "Chairperson") or any member of the Board of Supervisors designated by the Chai1person (a "Designated Member"), prior to sale of said Series 2017 Bonds, all in a manner consistent with the requirements of the Bond Resolution and within the parameters set forth in Section 5 hereof.

Section 3. First Supplemental Indenture. The District hereby approves and authorizes the execution of the First Supplemental Indenture by the Chailperson or any Designated Member and the Secretary or any Assistant Secretary of the Board of Supervisors (the "Secretary") and the delivery of the First Supplemental Indenture in substantially the form thereof attached hereto as Exhibit A, with such changes therein as shall be approved by the Chai1person or Designated Member executing the same, with such execution to constitute conclusive evidence of such officer's approval and the District's approval of any changes therein from the fmm of First Supplemental Indenture attached hereto.

Section 4. Negotiated Sale. The Series 2017 Bonds shall be sold by a negotiated sale to the Underwriter. It is hereby determined by the District that a negotiated sale of the Series 2017 Bonds to the Underwriter effectuatewillbest the pmposes of the Act, is in the best interests of the District and is necessitated by, in general, the characteristics of the issues and prevailing market conditions and specifically, the following additional reasons:

3

(i) because of the complexity of the financing strncture of the Series 2017 Bonds, including the pledge of Special Assessments as security for the Series 2017 Bonds, it is desirable to sell the Series 2017 Bonds pursuant to a negotiated sale so as to have an underwriter involved from the outset of the financing to assist in these matters;

(ii)	because of changing market conditions for tax-exempt bonds and the necessity of

beingto able adjust the terms of the Series 2017 Bonds, it is in the best interests of the District to sell the Series 2017 Bonds by a negotiated sale;

(iii) the Underwriter has participated in structuring the issuance of the Series 2017 Bonds and can assist the District in attempting to obtain the most attractive financing for the District;

(iv)	the Series 2017 Bonds do not bear a credit rating and will be offered initially only to accredited investors within the meaning of Chapter 517, Florida Statutes, and the rules of the Florida Depaiiment of Financial Services promulgated thereunder; and

(v)	the District will not be adversely affected if the Series 2017 Bonds are not sold pursuant to a competitive sale.

Section 5. Bond Purchase Contract. The District hereby approves the form of the Bond Purchase Contract submitted by the Underwriter and attached as Exhibit B hereto, and the sale of the Series 2017 Bonds by the District upon the terms and conditions set forth in the Bond Purchase Contract is hereby approved. The Chai1person or a Designated Member are each hereby authorized, acting individually, to execute the Bond Purchase Contract and to deliver the Bond Purchase Contract to the Underwriter. The Bond Purchase Contract shall be in substantially the form of the Bond Purchase Contract attached hereto as Exhibit B with such changes, alllendments, modifications, omissions and additions as may be approved by the Chairperson or the Designated Member; provided, however,

(1)	The Series 2017 Bonds shall be subject to  optional redemption no earlier than
~	-- _, 20_] at a redemption price equal to their par value, plus accrued interest to the

redemption date;

(2) The interest rate on the Series 2017 Bonds shall not exceed an average net interest cost rate, which shall be computed by adding 300 basis points to The Bond Buyer "20 Bond Index" published immediately preceding the first day of the calendar month in which the bonds ai·e sold, as provided in Section 215.84(3), Florida Statutes, as amended;

(3)	The  aggregate  principal  alllount  of the  Series  2017  Bonds  shall  not  exceed

	$~[-~J;
(4)	The Series 2017 Bonds shall have a final maturity not later than ~-- 1, 20 _];

	and

(5)	The price at which the Series 2017 Bonds shall be sold to the Underwriter shall not be less than 97 .5% of the aggregate face alllount of the Series 2017 Bonds, exclusive of

original issue discount.

4

Execution by the Chairperson or a Designated Member of the Bond Purchase Contract shall be deemed to be conclusive evidence of approval of such changes.

Section 6. Preliminary Limited Offering Memorandum; Final Limited Offering Memorandum. The District hereby approves the fmm of the Preliminary Limited Offering Memorandum submitted to this meeting and attached hereto as Exhibit C and authorizes its distribution and use in connection with the limited offering for sale of the Series 20 I 7 Bonds. The preparation of a final Limited Offering Memorandum relating to the Series 2017 Bonds (the "Limited Offering Memorandum") is hereby approved and the Chairperson or any Designated Member is hereby authorized to execute such final Limited Offering Memorandum to be dated the date of the award of the Series 2017 Bonds and, upon such award, to deliver the same to the Underwriter for use by it in connection with the sale and distribution of the Series 2017 Bonds. The Limited Offering Memorandum shall be substantially in the form of the Preliminary Limited Offering Memorandum attached as Exhibit C hereto, with such changes as shall be approved by the Chairperson or Designated Member as necessary to conform the details of the Series 2017 Bonds and such other insertions, modifications and changes as may be approved by the Chairperson or Designated Member. The execution and delivery of the Limited Offering Memorandum by the Chairperson or Designated Member shall constitute evidence of the approval thereof. The District hereby authorizes the use of the Limited Offering Memorandum and the infmmation contained therein in connection with the offering and sale of the Series 2017 Bonds. The Chairperson is further authorized to deem the Preliminary Limited Offering Memorandum "final" within the meaning of Rule 15c2-12 of the Securities and Exchange Commission under the Securities Exchange Act of 1934, in the form as mailed, and in furtherance thereof to execute the Rule 15c2-12 Certificate evidencing the same substantially in the forms attached hereto as Exhibit D.

Section 7. Continuing Disclosure. The District hereby authorizes and approves the execution and delivery of the Continuing Disclosure Agreement by and among the District, the Dissemination Agent and any landowner constituting an "Obligated Person" under the Continuing Disclosure Agreement, by the Chairperson or a Designated Member substantially in the form presented to this meeting and attached hereto as Exhibit E, with such changes therein as shall be approved by the Chairperson or Designated Member executing the same, with such execution to constitute conclusive evidence of such officer's approval and the District's approval of any changes therein from the form of Continuing Disclosure Agreement attached hereto. The Continuing Disclosure Agreement is being executed by the District in order to assist the Underwriter in complying with Rule 15c2-12(b)(5) promulgated by the Securities Exchange Commission.

Section 8. Application of Bond Proceeds. The proceeds of the Series 2017 Bonds shall be applied in the manner required in the First Supplemental Indenture.

Section 9.	Further Official Action; Ratification  of Prior and  Subsequent Acts.

The Chairperson, the Secretary and each member of the Board of Supervisors of the District and any other proper official of the District are each hereby authorized and directed to execute and deliver any and all documents and instruments (including, without limitation, any documents required by the Trustee to evidence its rights and obligations with respect to the Series 20 I 7 Bonds, any documents required in connection with implementation of a book-entry system of

5

registration, and investment agreements relating to the investment of the proceeds of the Series 2017 Bonds and any agreements in connection with maintaining the exclusion of interest on the Series 2017 Bonds from gross income of the holders thereof) and to do and cause to be done any and all acts and things necessary or desirable for canying out the transactions contemplated by this Resolution. In the event that the Chairperson or the Secretary is unable to execute and deliver the documents herein contemplated, such documents shall be executed and delivered by the respective designee of such officer or ofiicial or any other duly authorized officer or official of the District. The Secretary or any Assistant Secretary is hereby authorized and directed to apply and attest the official seal of the District to any agreement or instrument authorized or approved herein that requires such a seal and attestation. The Chairperson or any Designated Member may, among other things, change the date of any document accompanying this Resolution as an exhibit. Execution by the Chairperson or a Designated Member of such document shall be deemed to be conclusive evidence of approval of such change of date. All of the acts and doings of such members of the Board, the officers of the District, and the agents and employees of the District, which are in conformity with the intent and purposes of this Resolution, whether heretofore or hereafter taken or done, shall be and are hereby ratified, confomed and approved.

Section 10. Severability. If any section, paragraph, clause or prov1s10n of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision.

Section 11. Inconsistent Proceedings. All resolutions or proceedings, or parts thereof, in conflict with the provisions hereof are to the extent of such conflict hereby repealed or amended to the extent of such inconsistency.

Section 12. Ratification of Prior Acts. All actions previously taken by or on behalf of the District in connection with the issuance of the Series 2017 Bonds are hereby authorized, ratified and confirmed.

Section 13. Pnblic Meetings. It is hereby found and determined that all fo1mal actions of the District concerning and relating to the adoption of this Resolution and the consUlllffiation of the transactions contemplated by this Resolution were adopted in open meetings of the District, and that all deliberations of the District that resulted in such formal action were in meetings open to the public, in compliance with all legal requirements.

6

Section 14. Effective Date. This Resolution shall take effect immediately upon its adoption.

PASSED in Public Session of the Board of Supervisors of Holly Hill Road East Community Development District, this 20th day of September, 2017.

HOLLY HILL ROAD EAST COMMUNITY

DEVELOPMENT DISTRICT

Attest:

Secretary,	Chairperson, Board of Supervisors

Board of Supervisors

7

SCHEDULE I

DESCRIPTION2017 OF SERIES	PROJECT

The Series 2017 Project includes, but is not limited to, the following improvements:

Infrastructure			Phase 1	Phase 2	Total		
Offsite ImprovementsC 1lC5lC7l		$	120,000	$  150,000	$  270,000		
Storn1water Management< 1)(2 )(3)(5l(6)(7)		2,427,600	2,368,100	4,795,700		
Utilities (Water, Sewer, & Street			I, 142,400	1,114,400	2,256,800		
Lighting)<l)(5)(7)(9)							
							
RoadwayCIJC4JC5lC7l			882,300	860,675	1,742,975		
Entry FeatureCIJC7JcsJ			100,000	100,000	200,000		
Parks and AmenitiesC 1lC7l			600,000	200,000	800,000		
Contingency			200,000	250,000	450,000		
TOTAL	.		$5,472,300	$5,043,175	$10,515,475		

Notes:
1.	Infrastructure consists of roadway improvements, Stormwater management facilities, master sanitary sewer lift station and utilities, entry feature, landscaping and signage, and neighborhood parks.

2.	Excludes grading of each lot in conjunction with home conshuction, which will be provided by home builder.

3.	Includes Stormwater pond excavation.

4.	Includes sub-grade, base, asphalt paving, curbing, and civil/site engineering.

5.	Includes subdivision infrastructure and civil/site engineering.

6.	Stormwater does not include grading associated with building pads.

7.	Estimates are based on 2016 cost.

8.	Includes entry features, signage, hardscape, landscape, irrigation and fencing.

9.	CDD will enter into a Lighting Agreement with Duke Energy for the street light poles and lighting service.

Estimates based on 403 lots.

Source:	Holly Hill Road East Community Development District Preliminary Engineer's Report dated June 2017, prepared by Dennis Wood Engineering, LLC.

Schedule I

A	EXHIBIT

FORM OF FIRST SUPPLEMENTAL INDENTURE

A-1

Holly Hill Road East

Community Development District

Interlocal Agreement
Highland Meadows II CDD

INTERLOCAL AGREEMENTHIGHLANDBETWEEN                MEADOWS II COMMUNITY DEVELOPMENT DISTRICT AND HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT REGARDING THE

USAGE OF AMENITY FACILITIES

THIS AGREEMENT is made by and between the HIGHLAND MEADOWS II COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government located in the City of Davenport, Polk County, Florida ("Highland Meadows II") and the

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT, a local unit of special pmpose government located in the City of Davenpo1t, Polk County, Florida ("Holly Hill") ( collectively referred to herein as the "Districts").

RECITALS

WHEREAS, Highland Meadows II and Holly Hill are local units of special purpose government located entirely within the City of Davenport (the "City"), Polk County, Florida; and

WHEREAS, pursuant to section 190.012(2), Florida Statutes, the City has previously granted consent to Highland Meadows II and Holly Hill to plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain additional systems and facilities for parks and facilities for indoor and outdoor recreational, cultural and educational uses; and

WHEREAS, the Districts have provided, and/or anticipate providing, certain recreational infrastructure improvements within their respective boundaries; and

WHEREAS, the PUD and development plan for each District is intended to provide certain recreational facilities which will be owned and maintained by the Districts; and

WHEREAS, Highland Meadows II presently operates various recreational facilities associated with the District; and

WHEREAS, Highland Meadows II has adopted the Amenity Facilities Policies (the "Policies"), attached hereto as Exhibit A, incorporated herein by this reference, that shall be applicableHighlandtoboth Meadows II and Holly Hill; and 1

WHEREAS, usage of Amenity Facilities of Highland Meadows II by Holly Hill will enhance the value of properties within Holly Hill and reduce the costs of operation and maintenance to the landowners located in Highland Meadows II until the completion of each District's facilities; and

WHEREAS, the Districts are empowered by section 190.012(l)(g), Florida Statutes, and section 163.01, Florida Statutes, to enter into inter-local agreements with each other; and

1 Unless otherwise defined in this Agreement, capitalized terms shall be as defined in the Amenity Facilities Policies.

1

WHEREAS, adopting a policy of usage together with the payment of shared costs by Holly Hill will reduce the administrative burden for each District and provide opportunities for cost sharing between the Districts.

NOW THEREFORE, in consideration of the recitals, agreements, and mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Districts, the Districts agree as follows:

SECTION 1

1.1. Recreation Usage Rights. Highland Meadows II hereby agrees to make available to those persons owning real property and residing within Holly Hill ("Resident Landowners"), the rights to use recreational facilities owned by Highland Meadows II, as such facilities are described generally in Exhibit B hereto (the "Amenity Facilities") to the same extent as Highland Meadow II prope1iy owners. Holly Hill shall pay to Highland Meadows II, the shared costs as set forth below. All usage shall be subject to the Policies, including the payment of any rental and security fees. For illustration purposes only, if a Resident Landowner of Holly Hill desires to hold a party at the Highland Meadows II Amenity Facility, such Resident Landowner would be required to pay the same rental fee imposed by Highland Meadows II on its property owners for such use.

1.2. Sharing of Costs. Highland Meadows II and Holly Hill agree that in recognition of the usage rights granted herein, certain costs associated with the maintenance, operation, upkeep, repair and replacement of Highland Meadows II recreational facilities should be shared ("Shared Costs"). The Amenity Facilities subject to such Shared Costs include all the Amenity Facilities shown on Exhibit A hereto. No later than October 1st of each year, Highland Meadows II shall provide to Holly Hill a statement which shall specifically identify the proposed Shared Costs per Resident Landowner for the ensuing fiscal year. Shared Costs applicable to those Holly Hill Resident Landowners existing at that time shall be aggregated and the Shared Cost shall be payable to Highland Meadows II by Holly Hill prior to use of the Amenity Facilities for such Resident Landowners. The Shared Costs per residential landowner in each District shall be dete1mined by dividing the total Shared Costs by the total number of platted lots ( or units for lands not platted, such as multi-family units) within Highland Meadows II together with the number of Resident Landowners within Holly Hill as of September 30, as detc1mined by reference to the official records of Polk County, Florida. Additional Resident Landowners subsequent to the September 30th of each year shall pay a prorated Shared Cost based on the number of months remaining in the fiscal year. (By way of example, if as of September 30, 2017, there have been 900 lots platted or units for all the lands within Highland Meadows II, and 100 Resident Landowners in Holly Hill, then Highland Meadows II would pay for 90% of the Shared Costs and Holy Hill would pay for 10% of the Shared Costs for the fiscal year commencing on October 1, of the following year).

1.3 Application of Shared Costs. Aggregated Shared Costs as determined above shall be paid by Holly Hill to Highland Meadows II no later than October 15th of the applicable fiscal year. Those persons that become Residential Landowners after September 30th of each year shall pay a prorated amount of the Shared Cost per Resident Landowner based on the number of

2

months remaining in the fiscal year. If, upon completion of the fiscal year, there remains a surplus of funds paid towards the Shared Cost, such funds shall be applied to the next fiscal year's Shared Costs. (By way of example, if as of September 30, of any year there is $10,000 of Shared Costs that did not accrue under the example above, such funds would be applied to the budget year beginning October 1, under the formula by which the Shared Costs were calculated and paid. Accordingly, Highland Meadows II would receive a credit of 90% and Holly Hill

would receive a credit of
SECTION2

Limitation on Usage Rights. Without the written consent of the other, neither Highland Meadows II or Holly Hill shall have the authority to pennit, or enter into an agreement with another entity expanding these usage rights for the benefit of persons or entities who are not Resident Landowners of either District.

SECTION3

3.1. Review of Agreement. Either District may request a joint public meeting of each District's Boards of Supervisors. If such a meeting is requested, the meeting shall be held with expediency. This joint meeting shall be noticed in the same manner as a regular board of supervisors meeting. The purpose of this joint meeting may include any matters relating to the use of Amenity Facilities, including; capacity, hours of operation, and other issues otherwise related to operations. The Districts agree to use good faith toward the resolution of any such JSsues.

3.2. Mediation. In the event the Districts are unable to resolve the any usage issues which are the subject of the joint, public meeting, the Districts shall submit their dispute to binding mediation to resolve such issues. The Districts agree to cooperate in the selection of a mediator, and agree to share equally in mediation expenses, including the fees of the mediator. However, each District shall be responsible for the fees of its counsel. This mediation shall be held within forty-five (45) days of the conclusion of the joint public meeting.

3.3 Mutual Termination. The Districts each shall have the option of terminating this Agreement only by entering into a written Termination Agreement upon 30 days' notice. Tennination of this Agreement shall not entitle Holly Hill or any Resident Landowner to any re-imbursement of Shared Costs.

SECTION 4

Controlling Law. This Agreement shall be construed and governed in accordance with the laws of the State of Florida. Venue shall be in Polk County.

SECTIONS

Severability. In the event any term or provision of this Agreement is dete,mined by appropriate judicial authority to be illegal or othe1wise invalid, such provision shall be constrned

3

or deleted as such authority determines, and the remainder of this Agreement shall be construed to be in full force and effect.

SECTION 6

No Violation of District Bond Covenants; No Impact on Public Facility. Nothing contained in this agreement shall operate to violate any of the Districts' bond covenants. Nothing herein shall be construed to affect the status of either District's recreational or other facilities or improvements as "public" facilities, under the terms and conditions established by the Districts. Nothing herein shall give either District the right or ability to amend or revise any operating policy, rule or procedure governing the other District's recreational facilities.

SECTION?

Amendment. This agreement shall not be modified or amended except by written agreement duly executed by the parties hereto.

SECTIONS

Entire Agreement. This Agreement constitutes the entire agreement and understanding between the DistTicts related to reciprocal usage rights.

SECTION9

No Third Party Beneficiaries. This Agreement is solely for the benefit of the paiiies herein and no right or cause of action shall accrue upon or by reason hereof to or for the benefit of any third party not a party hereto. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the parties hereto any right, remedy or claim under or by reason of this Agreement or any provisions or conditions hereof, and all of the provisions, representations, covenants and conditions herein contained shall inure to the sole benefit of and shall be binding upon the paiiies hereto and their respective representatives, successors and assigns.

SECTION 10

No Waiver of Immunity. Nothing in this Agreement shall be deemed as a waiver of immunity or limits of liability of the Districts, including their supervisors, officers, agents and employees, beyond any statutory limited waiver of immunity or limits of liability which may have been adopted by the Florida Legislature in Section 768.28, Florida Statutes or other statute, and nothing in this Agreement shall inure to the benefit of any third paiiy for the purpose of allowing any claim which would otherwise be baiTed under the Doctrine of Sovereign Immunity or by operation oflaw.

4

SECTION 11

Interpretation. This Agreement has been negotiated fully between the parties as an arms length transaction. Both Districts participated fully in the preparation of this Agreement. In the case ofthea dispute concerning interpretation of any provision of this Agreement, both Districts are deemed to have drafted, chosen and selected the language, and the doubtful language will not be inte1preted or construed against any Party.

SECTION 12

Notice. Each District shall furnish to the other such notice, as may be required from time to time, pursuant to the adminish·ation of this Agreement, in writing, posted in the U.S. mail or by overnight delivery service and addressed as follows ( or to any subsequent address provided by either party):

To Highland Meadows II:	Highland Meadows II Community Development	
	District	
	Fishkind & Associates, Inc.	
	12051 Corporate Boulevard	
	Orlando, Florida 32817	
	Attn: District Manager	
To Holly Hill:	Holly Hill Road East Community Development	
	District	
	Fishkind & Associates, Inc.	
	12051 Cmporate Boulevard	
	Orlando, Florida 32817	
	Attn: District Manager	

SECTION 13

Effective Date. This Interlocal Agreement and the rights conferred herein shall become effective upon execution by the last signing Dish·ict, regardless of the status of construction of the various facilities and shall be filed and/or recorded in accordance with Chapter 163, Florida

Statutes.
SECTION 14

Counterpmis. This instrument may be executed in any number of counte1parts, each of which, when executed and delivered, shall constitute an original, and such counte1parts together
shall constitute one and the same instrument. Signature and acknowledgment pages,	may

be detached from the counte1pmis and attached to a single copy of this document to physically form one document.

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IN  WITNESS  WHEREOF  the  undersigned  set  their  hands  as  of the  ___ day
______.,   2017.

HIGHLAND MEADOWS II

COMMUNITY DEVELOPMENT DISTRICT
By:  -----------
Chairperson

Witness:

Print Name

Witness:

Print Name

IN WITNESS WHEREOF the undersigned set their hands as of the_  . day of
------' 2017.

HOLLY HILL ROAD EAST

COMMUNITY DEVELOPMENT DISTRICT
By:  ----------
Chairperson

Witness:

Print Name

Witness:

Print Name

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A	EXHIBIT

Amenity Facilities Policies

7

Holly Hill Road East

Community Development District

Interlocal Agreement

North Boulevard CDD

This instrument was prepared by and	(This space reserved for Clerk)

upon recording should be returned to:

Roy Van Wyk, Esq.

HOPPING GREEN & SAMS, P.A.

119 South Monroe Street, Suite 300

Tallahassee, Florida 32301

INTERLOCAL AGREEMENT BETWEEN HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT AND NORTH BOULEVARD COMMUNITY DEVELOPMENT DISTRICT REGARDING MUTUAL COOPERATION FOR THE FINANCING, OPERATION AND MAINTENANCE OF CERTAIN AMENITIES TO BE ACQUIRED, AND/OR CONSTRUCTED

THIS AGREEMENT is made by and between the HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government located in the City of Davenport, Polk County, Florida ("HHECDD"), and the NORTH BOULEVARD COMMUNITY DEVELOPMENT DISTRICT, a local unit of special purpose government located in the City of Haines City, Polk County, Florida ("NBCDD") (collectively referred to herein as the "Districts") (this agreement hereinafter refe1Ted to as the "Interlocal Agreement").

RECITALS

WHEREAS, HHECDD and NBCDD are local units of special purpose government located entirely within Polk County, Florida that have been established for the purpose of planning, financing, constructing, installing, and/or acquiring certain improvements, facilities and services in conjunction with the development of the lands located within the Districts; and

WHEREAS, the Districts were created by and established pursuant to Chapter 190, Florida Statutes (the "Charter"); and

WHEREAS, the City of Haines City and the City of Davenport have each granted the Districts special powers under subsection 190.012(2)(a) to "plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain additional systems and facilities for: parks and facilities for indoor and outdoor recreational, cultural, and educational uses" pursuant to City of Haines City Ordinance 17-1555 and City of Davenport Ordinance 8-14; and

WHEREAS, HHR EAST, LLC ("Developer"), the developer of the lands within HHECDD, has approached the Districts expressing a desire for one or more of the Districts to acquire certain amenities, more specifically described in the attached Exhibit A (hereinafter, the "Amenities"); and

WHEREAS, the HHECDD Board of Supervisors ("HHECDD Board") and the NBCDD Board of Supervisors ("NBCDD Board," and together with the HHECDD Board, the ''Boards") would like to jointly acquire, and/or construct and operate the Amenities; and

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WHEREAS,  the  Districts  do  not  cmTently  have  sufficient  funds  to  acquire,  and/or

construct the Amenities; and

WHEREAS, each of the Boards believes that the most efficient and equitable manner in
to	which    fund acquisition, and/or construction of the Amenities is through the issuance of one or
more series of special assessment bonds ("Amenity Bonds"); and

WHEREAS, the Amenity Bonds of each District may be issued as part of one or more
series of special assessment bonds for additional public infrastructure to  be financed by each

District; and

WHEREAS, the Districts find it is not equitable, fair or efficient for each District to
acquire amenities within its respective boundary,  to  reserve use for  only its residents,  and to
allocate the  conesponding costs  of the acquisition,  ownership,  operation and maintenance  of

such amenities to only its residents; and

WHEREAS, the Districts desire for all landowners within the Districts to be able to use
the Amenities following the acquisition and/or construction; and

WHEREAS,  the  Charter  and  Section  163.01,  Florida  Statutes,  as  amended  (the
"Interlocal Cooperation Act"), permits local governmental units to make the most efficient use of
their powers by enabling them to cooperate with each other on a basis of mutual advantage and
to thereby provide services and facilities in a manner and pursuant to forms of governmental
organization that will  accord  best  with  geographic,  economic,  population,  and  other  factors

influencing the needs and development oflocal communities; and

WHEREAS,  under  the  Interlocal  Cooperation  Act,  the  Districts  may  enter  into  an

interlocal agreement in order to, among other things, facilitate issuance of the Amenity Bonds,
provide for the perpetual operation, maintenance, repair and replacement of the Amenities, and
ensure that all landowners within the Districts shall have continued use of the Amenities; and

WHEREAS,  the  Districts  wish  to  enter  into  an  agreement  to  jointly  exercise  their

Charter powers in a cost effective, equitable and rational manner; and

WHEREAS, the Districts are each empowered pursuant to City of Davenport Ordinance
8-14 and City of Haines City Ordinance 17-1555 to acquire, construct and operate and maintain
to	the Amenities    benefit the lands within and outside their boundaries; and

WHEREAS, the Districts find it mutually beneficial and in the best interests of their

landowners, current and future residents and the public at large that the Districts cooperate to
avoid conflicting, disjointed, duplicative, or multiple financing efforts as the Districts implement

the Chaiier for the lands within and outside their respective boundaries; and

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WHEREAS, Section 190.011, Florida Statutes, pe1mits community development districts to bonow money and issue bonds; levy special assessments; bonow money from a unit of local government for any district purposes and to enter into agreements required in connection therewith; and cooperate with, or contract with, other governmental agencies as may be necessary or convenient in connection with any of the powers, duties, or purposes authorized in the Chmier; and

WHEREAS, the Districts desire for the costs of the acquisition, and/or construction of the Amenities, to be fairly allocated among all landowners within both of the Districts; and

WHEREAS, to promote equity and fiscal efficiency, the Bomds desire for each of the Districts to issue a proportionate share the Amenity Bonds to fund acquisition, and/or construction of the Amenities; and

WHEREAS, approximately fifty five percent (55%) of the total residential units expected to be developed within the Districts me located within the boundmies of HHECDD and approximately forty five percent (45%) of the total residential units expected to be developed within the Districts are located within the boundmies ofNBCDD; and

WHEREAS, the Districts have accordingly determined that HHECDD is the appropriate location for the Amenities to be located, and that HHECDD shall hold title on behalf of the Districts; and

WHEREAS, the Districts wish to ensure the timely, efficient and cost effective issuance of the Amenity Bonds; and

WHEREAS, in order to issue the Amenity Bonds, it will be necessmy for each District to have validated such bonds under Chapter 75, Florida Statutes; and

WHEREAS, in order to secure the issuance of the Amenity Bonds, it will also be necessary for the Dish·icts to levy debt service special assessments (the "Amenity Debt Assessments") on the developed and developable lands within their respective boundaries; and

WHEREAS, such Amenity Debt Assessments may be levied as of debt service assessments securing special assessment bonds infrastructure financed by the Districts; and

pmi of a larger amount for additional public

WHEREAS, under Florida law, HHECDD can only levy special assessments on the lands within its boundaries and NBCDD can only levy assessments on the lands within its boundaries; and

WHEREAS, the Districts desire to develop a fair and consistent approach to the levy of Amenity Debt Assessments for the repayment of the Amenity Bonds; and

WHEREAS, following the acquisition, and/or construction of the Amenities it will be necessary for the Districts to operate, maintain, repair and replace the Amenities; and

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WHEREAS, the Districts desire to develop a fair and consistent approach to the levy of annual special assessments necessary to provide for the operation, maintenance, repair and replacement of the Amenities (the "Amenity O&M Assessments"); and

WHEREAS, the Amenity O&M Assessments may be levied as part of other annual special assessments for the operation, repair and replacement of additional public infrastructure financed by the Districts; and

WHEREAS, the Districts find this Interlocal Agreement to be necessary, proper and convenient to the exercise of their powers, duties and pmposes authorized by law; and

WHEREAS, the Districts hereby desire to enter into this Interlocal Agreement, which shall be filed as required by law with the Circuit Clerk of Polk County, Florida.

NOW, THEREFORE, in consideration of the recitals, agreements and mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which

acknowledgedarehereby	by the Districts, the Districts agree as follows:

SECTION 1. RECITALS AND AUTHORITY. The foregoing recitals are true and co1Tect and by this reference are incmporated as a material part of this Interlocal Agreement. This Interlocal Agreement is entered into pursuant to the provision of Florida law, including but not limited to Chapters 163, 189, and 190, Florida Statutes, and the Florida Constitution.

SECTION 2. APPROVAL OF JOINT ACQUISITION AGREEMENT BY HHECDD AND NBCDD; AUTHORIZATION TO CLOSE ON TRANSACTIONS SET FORTH IN THE JOINT ACQUISITION AGREEMENT. The Joint Acquisition Agreement between HHBCDD, NBCDD and Developer dated September 22, 2017 and attached hereto as Exhibit B (the "Joint Agreement"), is hereby approved by the Districts. Any proposed amendments to the Joint Agreement which have a material financial impact on the Amenities shall be submitted to each District's Board for approval prior to execution. Each District hereby authorizes the manager and engineer of the Districts to close on the transactions set fmih in the Joint Agreement in accordance with its terms, as may be amended from time to time, and each District agrees to execute any documents reasonably requested by the other to effectuate same (hereinafter, the "Acquisition").

SECTION 3. ISSUANCE OF AMENITY BONDS. Under the Chmier, the Districts m·e empowered to issue bonds, as such term is defined in the Charter. The Districts agree and covenant to cooperate on the issuanceseriesof its respective of Amenity Bonds. To that end, the Districts have each approved an Engineer's Repmi (the "Improvement Plan"), attached hereto as Composite Exhibit C, and a Special Assessment Methodology Report for the allocation of benefits and debt over all of the developed and developable residential lands within the Districts ("Methodology"), attached hereto as Composite Exhibit D.

3.1. Issuance of Bonds. HHECDD and NBCDD each agree to issue the Amenity Bonds in such amounts as necessary to provide its pro rata share of the costs of the construction and/or acquisition of the Amenities, under and pursuant to a respective Master

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Trust Indenture (the "Master Indenture"), from each District to U.S. Bank, National Association, as trustee (the "Trustee"), as supplemented for each series of bonds by a supplemental indenture (as so supplemented, an "Indenture"). The forms of the Master Indenture are attached hereto as Composite Exhibit E. The proceeds of the Amenity Bonds will: (i) provide funds for the acquisition and/or construction of the Amenities; (ii) pay certain costs associated with the issuance of the Amenity Bonds; (iii) make a deposit into the applicable series Reserve Account(s) for the benefit of the Amenity Bonds; and (iv) pay interest on the Amenity Bonds for a period not to exceed twelve (12) months.

by HHECDD AND NBCDD. The Districts agree to take all actions

reasonably necessary to assist the other in the issuance of the Amenity Bonds. If contemplated by the Indenture, HHECDD and NBCDDagree hereby to join in the Indenture and covenants of the other and agree to comply with each and every provision of the Indenture applicable to it, as if each and every such provision were expressly set forth herein and referenced.

3.3. Future Refinancing of the Amenity Bonds. Each District can make the unilateral decision to refinance its Amenity Bonds in the future so long as the refinancing does not raise the annual Amenity Debt Assessment payment required by the landowners within the other District, does not extend the original te1m of the Amenity Bonds, and does not increase the par amount of the total Amenity Debt Assessment. If the proposed refinancing would increase the annual Amenity Debt Assessment payment required by any landowners, extend the original term of the Amenity Bonds, or increase the par amount of the total Amenity Debt Assessment, then each District agrees to take all actions reasonably necessary to assist the other in effmis to refinance the Amenity Bonds.

SECTION 4.  ALLOCATION	OF	AMENITY	DEBT	ASSESSMENT

RESPONSIBILITIES; LEVY, COLLECTION AND TRANSMISSION OF AMENITY DEBT ASSESSMENTS; EXCESS FUNDS; CREDIT TO AMENITY DEBT ASSESSMENTS.

4.1 Allocation ofAmenity Debt Assessment Responsibilities Between Districts. The Districts agree that the Amenity Debt Assessments shall be levied on and collected from the assessable property within each of the District's boundaries in propmiion to the number of assessable units developed and to be developed within each District, and as set fmih in the Methodology. Specifically, the Amenity Debt Assessments shall be assigned to four hundred sixty nine (469) residential units within HHECDD and three hundred ninety-one (391) residential units within NBCDD in the amounts set fmih in the Methodology. On or before April 1 of each year, each District shall determine whether more residential units than set forth above have been developed within the District's boundaries. If more than four hundred sixty nine (469) residential units within HHECDD and three hundred ninety-one (391) units have been developed in NBCDD, the District containing the excess units shall assign a propmiionate share of the Amenity Debt Assessments to the excess units, and the assessment principal on the original eight hundred sixty (860) units shall be adjusted downward accordingly. If less than four hundred sixty nine (469) units are developed in HHECDD or less than three hundred ninety-one (3 91) units are developed in NBCDD, each

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District shall diligently pursue the collection of true respective District's assessment resolutions and true up Bonds and Amenity Debt Assessments.

up payments as required by the agreements related to the Amenity

4.2 Levy, Collection and Transmission of Amenity Debt Assessments. Each District iirnvocably pledges and agrees to take all actions necessary to budget, levy, impose, ce1iify for collection and enforce the Amenity Debt Assessments on lands located within each District in accordance with the Methodology, as said lands may be amended from time to time, benefitting from the acquisition, and/or construction and operation of the Amenities. Amenity Debt Assessments shall be imposed, levied and collected in accordance with the te1ms of the Cha:tier (which may be by direct collection, use of the Polk County tax roll, or any other method allowed under the Indenture and state law). Upon receipt of such assessments, each District agrees to deposit such Amenity Debt Assessment revenue in accordance with the Indenture.

Inthethe event levy or other action taken by either District relating to the Amenity Debt Assessments is found to be defective or in e1Tor, each District agrees to take all actions necessary to remedy any defect or error to perfect the levy, imposition, collection and enforcement of the Amenity Debt Assessments.

4.3 Excess Funds; Credits To Assessments. Upon the completion of the acquisition of the Amenities, if there are excess proceeds remaining in the Acquisition and Construction Account for the Amenity Bonds (as defined in the Indenture), such that Chapter 170, Florida Statutes, would require a credit to the assessments levied, such excess funds shall be allocated between HHECDD and NBCDD in proportion to their respective Amenity Debt Assessment responsibility for the Amenity Bonds outstanding.

SECTION 5. ACQUISITION AND/OR CONSTRUCTION OF AMENITIES. The Districts agree that the Amenities shall only be acquired and/or constructed as provided by this Agreement. Neither District shall have any obligation to issue Amenity Bonds with proceeds exceeding its proportionate share of the Costs of the Amenities. The Districts agree that the Amenities shall only be constructed and otherwise as provided by HHECDD. In order to ensure the efficient and timely acquisition, and/or construction of the Amenities and to avoid unnecessary duplication of costs, the Districts hereby agree that HHECDD shall hold title to the Amenities on behalf of the Districts and shall be responsible for providing for the design, pennitting, acquisition, and/or construction, including construction management, of any such portion or all of the Amenities, through final acceptance by any applicable governmental body or authority with jurisdiction ("Completion").

5.1 Contracts; Change Orders. All contracts for construction of the Amenities shall ensure that NBCDD is insured and indemnified to the sa:tne extent as HHECDD. HHECDD shall comply with all applicable laws regarding the procurement of goods, services or construction activities. Change orders during construction shall be processed and approved by HHECDD. If such costs associated with a change order do not cause the costs of the construction of the Amenities to exceed the amount available in the Acquisition and Construction Account for the Amenity Bonds, no action by NBCDD shall be required. If

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such change order would cause the costs of the construction and reconstruction of the Amenities to exceed the amount available in the Acquisition and Construction Account for the Amenity Bonds (either from bond proceeds or other sources), then the approval of NBCDD shall be required before HHECDD approves the change order and issues an invoice to NBCDD for its proportional shm·e of the change order.

5.2	Construction Administration; Permitting. In connection with the construction of the Amenities, HHECDD shall enter into such contracts and agreements for services and equipment as are necessm·y to provide for construction administration of all aspects of the

	construction and reconstruction contemplated herein. HHECDD shall be solely responsible for ensuring adequate construction administration for the Amenities. All contracts for

	construction administration shall ensure that NBCDD is insured and indemnified to the same extent as HHECDD. HHECDD shall be responsible for obtaining all necessary pennits, approvals and agreements to authorize construction. NBCDD agrees to cooperate with HHECDD in obtaining those permits, approvals and agreements.

5.3	Costs. All administrative fees and expenses ( e.g., engineering, legal, design, construction administration, consultant fees, permit fees, insurance) incurred by HHECDD

	and associated with the Amenities shall be funded out of the proceeds of the Amenity Bonds, unless voluntarily contributed by one of the Districts, Developer or a third party.

5.4. Conditions Precedent to Construction. Upon the issuance of the Amenity Bonds, any required regulatory permits or other approvals and the completion of any public procurement processes, if necessary, HHECDD shall commence acquisition, and/or construction of the Amenities and shall diligently proceed to their completion. HHECDD agrees to provide periodic construction updates to NBCDD.

SECTION 6. OPERATION, MAINTENANCE, REPAIR AND REPLACEMENT OF THE AMENITIES; INSURANCE. HHECDD shall be responsible for performing or arranging for the performance of the operation, maintenance, repair and replacement of the Amenities. HHECDD shall use its discretion in detennining which contracts for the operation, maintenance, repair and replacement of the Amenities shall include insurance and indemnification protections. Such contracts shall provide that NBCDD receives the same insurance and indemnity protections as HHECDD.

SECTION 7. AMENITY O&M BUDGET; LEVY, COLLECTION AND TRANSMISSION OF AMENITY O&M ASSESSMENTS.

7.1 Allocation of Amenity Budget Expenses between Districts. For each fiscal year or part thereof, HHECDD shall prepare a budget for the operation, maintenance, repair and replacement of the Amenities (the "Amenity Budget"). The Districts agree that the amounts to be contributed by each Dish-ict for the provision of the operation, maintenance, repair and replacement of the Amenities on an annual basis shall be based on four hundred sixty nine (469) residential units within HHECDD and three hundred ninety-one (391) residential units within NBCDD. Provided, however, if more than four hundred sixty nine (469) residential units are developed within HHECDD or more than three hundred ninety-one (391)

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residential units are developed within NBCDD, each excess unit shall be allocated Amenity O&M Assessments based on the total Amenity Budget and the percentages set f01ih below adjusted accordingly. In addition, if any true up payment of Amenity Debt Assessments is received by a District evidencing that less than the number of residential units stated above will be developed in that District, the percentages shall be adjusted accordingly. Based on the number of assessable units developed and to be developed within each District, each District's initial share of the Amenity Budget Expenses is approximated as follows:

HHECDD	55%	
NBCDD	45%.	

7.2Annuaf Budget.

a. Partial Fiscal Year 2017-2018. At least ninety (90) days prior to the date on which the Acquisition is anticipated to occur, HHECDD shall prepare a preliminary annual budget for the operation, maintenance, repair and replacement of the Amenities and present it to the NBCDD Board. The NBC DD Board may review the preliminary annual budget and provide comments or suggested changes to the preliminary annual budget to the HHECDD Board. The HHECDD Board shall consider the comments and suggested changes offered by the NBCDD Board prior to the time it approves its amendment to its Fiscal Year 2017-2018 general fund budget, into which the Amenity Budget shall be incorporated. The HHECDD Board shall not be obligated to incorporate any of the comments or changes suggested by the NBCDD Board, but both Districts agree to discuss the comments and suggested changes in good faith. Nothing herein shall operate to prevent HHECDD from approving its amendment to its Fiscal Year 2017-2018 budget in a timely manner. HHECDD shall include the line items constituting the entire Amenity Budget in its amended General Fund Budget as expenses. NBCDD shall include one line item in its amended General Fund Budget reflecting the obligation to HHECDD for NBCDD's share of the Amenity Expenses as an expense. HHECDD shall include the amount of Amenity O&M Assessments due from NBCDD in the amendment to its Fiscal Year 2017-2018 Budget as a revenue.

b. Fiscal Year 2018-2019 and Thereafier. HHECDD shall prepare a preliminary annual budget for the operation, maintenance, repair and replacement of the Amenities. On or before April 1, 2018, this preliminary annual budget shall be presented to the NBCDD Board. By May 15, 2018, the NBCDD Board may review the budget and provide comments or suggested changes to the preliminary budget to the HHECDD Board. The HHECDD Board shall consider the comments and suggested changes offered by the NBCDD Board when it adopts its general fund budget, in which the Amenity Budget shall be incorporated. The HHECDD Board shall not be obligated to incorporate any of the comments or suggested changes requested by the NBCDD Board, but both Districts agree to discuss the comments and suggested changes in good faith. Nothing herein shall operate to prevent HHECDD from adopting its final budget in a timely manner. HHECDD shall include the line items constituting the entire Amenity Budget in its General Fund Budget as expenses. NBCDD shall include one line item in its General Fund Budget reflecting the obligation to

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HHECDD for NBCDD's share of the Amenity Expenses as an expense. HHECDD shall include the amount of Amenity O&M Assessments due from NBCDD in its Fiscal Year 2018-2019 Budget as a revenue. The same process shall be followed for each fiscal year after Fiscal Year 2018-2019.

7.3 Levy of Annual Assessments for the Operation, Maintenance, Repair and Replacement of the Amenities.

a. Partial Fiscal Year 2017-2018. Within thi1iy (30) days of receipt of the preliminary annual budget described in section 7.2.a. above, HHECDD and NBCDD shall initiate the process to levy Amenity O&M Assessments for the period between the date of the Acquisition or Completion to September 30, 2018. The Amenity O&M Assessments levied by each District shall be equal to that District's percentage of the Amenities Budget as calculated in accordance with section 7.1 above. The Amenity O&M Assessments shall be ce1iified for direct collection by each District against all assessable land in that District in one installment due within thirty (30) days after the Acquisition. Provided, however, the Districts shall each have the option to allow the single annual instalhnent to be satisfied by landowners in equal monthly paymentsthe. On first of each month after the Acquisition or Completion until September 30, 2018, NBCDD shall calculate the amount of Amenity O&M Assessment revenue received by NBCDD, and pay such amount to HHECDD. Notwithstanding, NBCDD and HHECDD shall direct bill 100% of Amenity O&M Assessments for patiial Fiscal Year 2017-2018 on property owned by Developer and its affiliates to be due at Acquisition or Completion of the Amenities.

b. Fiscal Year 2018-2019 and Thereafter. In connection with the Fiscal Year 2017-2018 budget approval and adoption process, HHECDD and NBCDD shall initiate the process to levy Amenity O&M Assessments. The Amenity O&M Assessments levied by each District shall be equal to that District's percentage of the Amenities Budget as calculated in accordance with section 7.1 above. The Amenity O&M Assessments shall be certified for collection to the Polk County Tax Collector no later than the date required by the Polk County Property Appraiser and Polk County Tax Collector. If the Uniform Method is not available for collection of the Amenity O&M Assessments, the Districts agree to directly collect such assessments in accordance with Florida law. On the first (1 s~ and fifteenth (15 th) day of each month, NBCDD shall calculate the amount of Amenity O&M Assessment revenue received by NBCDD, and pay such amount to HHECDD on such date.

7.4 Budget Reconciliation. At the conclusion of each fiscal year, HHECDD shall compare the actual annual expenses for operation, maintenance and repair of the Amenities with the amount previously paid by NBCDD for that fiscal year. Based on this comparison, HHECDD shall determine whether the actual expenses incun-ed in the operation, maintenance and repair of the Amenities was higher or lower than budgeted. If the actual expenses were lower than budgeted, the budgeted funds not expended shall be deposited into a capital reserve account restricted for use on the Amenities. If the actual expenses were higher than budgeted, HHECDD shall provide NBCDD with an invoice for the amount of the underpayment. NBCDD shall pay such invoice within thirty (30) days from the date of the invoice.

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7 .5 Unbudgeted Expenses. It is contemplated by the Districts that unusual, unbudgeted maintenance or repair events (e.g. extreme weather or bug infestation, etc.) may occur. In such event, HHECDD shall perfo1m the extraordinary maintenance or repair of the Amenities. HHECDD shall then provide NBCDDan with invoice for the extraordinary maintenance or repair costs based on the percentages set forth in section 7. I above and such invoice shall be paid by NBCDD as soon as possible, but no later than thi1iy (30) days from the date of the invoice.

7.6 Inspection of Records; Payment Disputes. Upon request, HHECDD shall make available to NBCDD for review at a reasonable time and place, its books and records with respect to expenses associated with the operation, maintenance, repair and replacement of the Amenities. In the event of a dispute between the paities relating to the reimbursement of these expenses, NBCDD shall pay the amount requested by HHECDD in the time fraines set forth herein. NBCDD shall give written notice accompanying the payment stating it disputes the amount of the payment. Payment in this manner shall not waive the right of NBCDD to dispute the conect ainount of such required payment.

SECTION 8. USE OF AMENITIES. HHECDD and NBCDD hereby agree that their landowners and residents shall generally have rights to use the Amenities on an equal basis. Any such usage shall be subject to the rules, regulations, and policies applicable to the Amenities. Neither District shall have the authority to permit, or enter into an agreement with, another entity granting usage rights for the benefit of persons or entities who are not residents or landowners in the Districts except as provided in the Joint Agreement, or written ainendment to this Interlocal Agreement, or a non-resident user policy to be adopted by HHECDD in accordance with the Chaiter and regulations of the IRS governing tax-exempt special assessment bonds.

SECTION 9. IMMUNITY. Nothing in this Interlocal Agreement shall be deemed as a waiver of inununity or limits of liability of either District, including their supervisors, officers, agents and employees and independent contractors, beyond any statutory limited waiver of immunity or limits of liability which may have been adopted by the Florida Legislature in Section 768.28, Florida Statutes, or other statute, and nothing in this Interlocal Agreement shall inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the Doctrine of Sovereign Immunity or by operation of law.

SECTION 10. DEFAULT; CONFLICT RESOLUTION.

A  default  by  either  of the  Distr·icts  under  this  lnterlocal

Agreement shall entitle the other District to all remedies available at law or in equity, which may include, but not be limited to, dainages, injunctive relief and specific pe1formance. Each of the parties hereto shall give the other party written notice of any defaults hereunder and shall allow the defaulting paity not less than fourteen ( 14) days from the date of receipt of such notice to cure monetary defaults and not less than thilty (30) days to cure other defaults.

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10.2.	Joint Meeting.

a.	In order to allow for members of the NBCDD Board to provide input regarding the Amenities, all meetings wherein the HHECDD Board takes action on any matters related to the Amenities, including the construction, acquisition, operation and/or maintenance thereof, shall occur at a joint public meeting of the Boards (hereinafter, the "Joint Meeting"); provided, however, that a Joint Meeting shall not be required for approval, authorization and/or ratification of invoices or expenditures that arc routine or are within the annual budgeted amount for such items. All Joint Meetings shall be noticed in the same manner as a regular board of supervisors meeting. The Districts agree to use good faith toward the resolution of any such issues or areas of concern relating to the Amenities.

b.	Notwithstanding the foregoing, despite the Districts' obligation to hold Joint Meetings to deal with matters relating to the Amenities, a Joint Meeting shall not be required to be held if such obligation is waived by the Chairman or Vice-Chairman of the NBCDD Board, as applicable, in writing in advance of the next scheduled Joint Meeting.

10.3.	Mediation. In the event the Districts are unable to resolve the issues which are the subject of the Joint Meeting, the Districts shall submit their dispute to mediation. The Districts agree to cooperate in the selection of a mediator, and agree to share equally in

mediation expenses, including the fees of the mediator. However, each of the Districts shall be responsible for the fees of its counsel. This mediation shall be held within forty-five (45) days of the conclusion of the joint public meeting.

SECTION 11. MERGER OF DISTRICTS; COVENANT TO MAINTAIN EXISTENCE. Upon the merger of the Districts pursuant to section 190.046, Florida Statutes, this Interlocal Agreement shall terminate; provided, however, HHECDD shall be entitled to levy and collect special assessments against lands formerly within NBCDD for any payments outstanding and due to the HHECDD or the Trustee pursuant to the Indenture. Except in the case of a merger pursuant to section 190.046, Florida Statutes, both HHECDD and NBCDD agree to do everything within their powers to maintain their existence until the Amenity Bonds are completely redeemed and defeased and all obligations set forth in the Indenture have been discharged by both HHECDD and NBCDD. Neither District will seek to dissolve and each District will actively oppose any effort to terminate the Districts, respectively.

SECTION 12. MUTUAL TERMINATION. The Districts shall have the option of te1minating this Agreement only by entering into a wTitten Te1mination Agreement which shall be filed with the Clerk of the Circuit Court of Polk County, Florida. Recognizing that this Interlocal Agreement is necessary to ensure the full amortization of the Amenity Bonds, and will be relied upon by the owners of the Amenity Bonds and the Trustee, in no event shall the effective date of termination set by such a Termination Agreement be sooner than the final repayment or legal defeasance of the Amenity Bonds and all obligations set forth in the Indenture have been discharged by both HHECDD and NBCDD.

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SECTION 13. CONTROLLING LAW; VENUE. and governed in accordance with the laws of the State of County, Florida.

This Agreement shall be construed Florida. Venue shall be in Polk

SECTION 14. SEVERABILITY. In the event any tenn or provision of this Agreement is determined by appropriate judicial authority to be illegal or otherwise invalid, such provision shall be construed or deleted as such authority dete1mines, and the remainder of this Agreement shall be construed to be in full force and effect.

SECTION 15. AMENDMENT. This Interlocal Agreement shall not be modified or amended except by written agreement of the Districts, which amendment shall be approved by each of the Boards, duly executed by an authorized representative of the parties hereto, and filed with the Clerk of the Circuit Court of Polk County, Florida.

SECTION 16. TIME OF THE ESSENCE. The Districts each agree that time is of the essence of this Interlocal Agreement

SECTION 17. NOTICE. Each of the Districts shall furnish to the other such notice, as may be required from time to time, pursuant to this Interlocal Agreement, in writing, posted in
the U.S. mail or by hand delivery,deliveryorby overnight	service and addressed as follows:	
ToHHECDD:	Holly Hill Road East Community Development District	
	12051 Corporate Blvd.	
	Orlando, Florida 32817	
	Attn: District Manager	
With a copy to:	Hopping Green & Sams, PA	
	119 South Momoe Street, Suite 300	
	Post Office Box 6526		
	Tallahassee, Florida 32314	
	Attn: District Counsel	
ToNBCDD:	North Boulevard Community Development District	
	12051 Co1porate Blvd.	
	Orlando, Florida 32817	
	Attn: District Manager	
With a copy to:	Hopping Green & Sams, PA	
	119 South Momoe Street, Suite 300	
	Post Office Box 6526		
	Tallahassee, Florida 32314	
	Attn: District Counsel	

Except as otherwise provided in this Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any

12

time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays, and legal holidays recognized by the United States government shall not be regarded as business days. Any party or other person to whom Notices are to be sent or copied may notify the other parties and addressees of any change in name or address to which Notices shall be sent by providing the same on five ( 5) days written notice to the parties and addressees set forth herein.

SECTION 18. EXECUTION IN COUNTERPARTS. This Agreement may be executed in several counterparts, each which shall be an original and all of which shall constitute but one and the same instrument.

SECTION 19. EFFECTIVE DATE. This Interlocal Agreement and the rights conferred herein shall become effective upon filing with the Clerk of the Circuit Court of Polk County, Florida, in accordance with the requirements of section 163.01(11), Florida Statutes. Notwithstanding the foregoing, this Interlocal agreement shall expire three (3) years from the effective date if on that date none of the Amenity Bonds have been issued by HHECDD as provided herein.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

13

IN WITNESS WHEREOF, the undersigned have executed this Interlocal Agreement as of the_ day of _______, 2017.

Witness:	HOLLY HILL ROAD EAST

COMMUNITY

DEVELOPMENT DISTRICT

Print Name

Chairperson, Board of Supervisors

Witness:

Print Name	Attest: -------------		
	Secretary		

Witness:	NORTH BOULEVARD COMMUNITY

DEVELOPMENT DISTRICT

Print Name
Chairperson, Board of Supervisors

Witness:

Attest:
-------------
Secretary

Print Name

14

I

Holly Hill Road East

Community Development District

Acquisition Agreement

AGREEMENT BETWEEN THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT, THE NORTH BOULEVARD COMMUNITY DEVELOPMENT DISTRICT AND HHR EAST, LLC, REGARDING THE JOINT ACQUISITION OF CERTAIN WORK PRODUCT, IMPROVEMENTS AND REAL PROPERTY

THIS JOINT ACQUISITION AGREEMENT ("Agreement") is made and entered into, by and between:

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT, a local unit of

special-purpose government established pursuant to Chapter 190, florida Statutes, and located in the City of Davenport, Polk County, Florida, with a mailing address of 1205 I Co1porate Blvd., Orlando, Florida 32817 ("HHECDD");

NORTH  BOULEVARD  COMMUNITY  DEVELOPMENT  DISTRICT,  a  local  unit  of
special-pUipose government established pursuant to ChapterStatutes,190,Florida

and located in City of Haines City, Polk County, Florida, with a mailing address of 12051 Corporate Blvd., Orlando, Florida 32817 ("NBCDD", together with HHECDD, refened to as the "Districts" and individually as a "District"); and

HHR EAST, LLC, a Florida limited liability company, primary Developer within the District, with a mailing address of 346 E. Central Avenue, Winter Haven, Florida 33880 ("Developer", collectively with the Districts refened to as the

''Parties").

RECITALS

WHEREAS, HHECDD and NBCDD are local units of special purpose government located entirely within Polk County, Florida that have been established for the purpose of planning, financing, constructing, installing, and/or acquiring certain improvements, facilities and services in conjunction with the development of the lands located within the Districts; and

WHEREAS,  the  Districts  were  created  by  and  established  pursuant to  Chapter  190, StatutesFlorida          pursuant to the Uniform Community Development District Act of 1980, Chapter 190, Florida Statutes,  as amended ("Act"), and are validly existing under the Constitution and
laws of the State of Florida; and

WHEREAS, the City of Davenport and the City of Haines City and have each granted the Districts special powers under subsection 190.012(2)(a) to "plan, establish, acquire, construct or reconstruct, enlarge or extend, equip, operate, and maintain additional systems and facilities for: parks and facilities for indoor and outdoor recreational, cultural, and educational uses" pursuant to City of Davenpo1t Ordinance 8-14 and City of Haines City Ordinance 17-1555, respectively; and

WHEREAS, HHR EAST, LLC, the developer of the lands within HHECDD, ("Developer"), has approached the Districts expressing a desire for one or more of the Districts

to acquire ce1iain amenities, more specifically described in the attached Exhibit A attached hereto and by reference incorporated herein (the "Amenities"); and

WHEREAS, the HHECDD Board of Supervisors ("HHECDD Board") and the NBCDD Board of Supervisors ("NBCDD Board," and together with the HHECDD Board, the "Boards" and individually as a "Board") would like to jointly acquire and/or construct and operate the Amenities; and

WHEREAS, the Act authorizes the Districts to issue bonds for the purpose, among others, of planning, financing, constructing or acquiring, operating and/or maintaining ce1iain infrastructure, including the Amenities, within or without the boundaries of the Districts; and

WHEREAS, approximately fifty five percent (55%) of the total residential units expected to be developed within the Districts are located within the boundaries of HECDD and approximately forty five percent ( 45%) of the total residential units expected to be developed within the Districts are located within the boundaries ofNBCDD; and

WHEREAS, the Districts have accordingly determined that HHECDD is the appropriate location for the Amenities to be located; and

WHEREAS, the Districts presently intend to finance the planning, design, acquisition, construction, and installation of the Amenities; and

WHEREAS, to promote equity and fiscal efficiency, the Boards pursuant to that certain Interlocal Agreement by and between the Districts dated as of September 22, 2017, desire for both of the Districts to issue a proportionate share the Bonds (hereinafter defined) to fund the acquisition and/or construction of the Amenities; and

WHEREAS, the Districts intend to finance all or a pmiion of the Amenities in an amount not to exceed [$1,000,000] through the use of proceeds from the anticipated issuance of one or more series of bonds (the "Bonds"); and

WHEREAS, the Districts have not had sufficient monies on hand to allow the Districts to contract directly for: (i) the preparation of the surveys, testing, reports, drawings, plans, permits, specifications, and related documents necessary to complete the Amenities ("Work Product"); or (ii) construction and/or installation of all of the improvements comprising the Amenities ("Improvements"); and

WHEREAS, the Districts acknowledge the Developer's need to commence or cause commencement of development of the lands within the Districts in order to maintain certain pennits and entitlements associated with the land within the Districts; and

WHEREAS, in order to avoid a delay in the commencement of the development of the Work Product and/or the Improvements, the Developer has advance funded certain of the Work Product and/or Improvements, and, pursuant to a Completion Agreement, being entered into between the HHECDD and Developer concmTent herewith, Developer may cause funds to be

2

advanced and/or the Improvements to be completed to the extent that the proceeds of the Bonds are insufficient to do so; and

WHEREAS, the Developer and the Districts are entering into this Agreement to set forth the process by which the Districts may acquire the Work Product, the Improvements, and any related real property interests ("Real Property") from Developer.

NOW, THEREFORE, based upon good and valuable consideration and the mutual covenants of the Parties, the receipt of which and sufficiency of which are hereby acknowledged, the Paiiies agree as follows:

1.	INCORPORATION OF RECITALS.  The recitals stated above  are true and
correct and by this reference are incorporated as a material part of this Agreement.

2. WORK PRODUCT AND IMPROVEMENTS. The Parties agree to cooperate and use good faith and best efforts to undertake and complete the acquisition process contemplated by this Agreement on such date or dates as the Parties may jointly agree upon ("Acquisition Date"). Subject to any applicable legal requirements (e.g., but not limited to, those laws governing the use of proceeds from tax exempt bonds), and the requirements of this Agreement, the Districts agree to acquire completed Work Product and Improvements comprising the Amenities.

a.	Request for Conveyance and Supporting Documentation - When Work Product or Improvements are ready for conveyance by or on behalf of the Developer to HHECD D on behalf of the Districts, the Developer shall notify

	the Districts in writing, describing the nature of the Work Product and/or Improvement and estimated cost. Additionally, Developer agrees to provide, at or prior to the Acquisition Date, the following: (i) documentation of actual

	costs paid, (ii) instruments of conveyance such as bills of sale or such other instruments as may be requested by the Districts, and (iii) any other releases, warranties, indemnifications or documentation as may be reasonably requested by the Districts.

b.	Costs - Subject to any applicable legal requirements (e.g., but not limited to, those laws governing the use of proceeds from tax exempt bonds), the availability of proceeds from the Bonds, and the requirements of this

	Agreement, the Districts shall pay the lesser of (i) the actual cost of creation/construction of the Work Product or Improvements, and (ii) the fair market value of the Work Product or Improvements not to exceed a total

	amount of $1,000,000 (One Million Dollars). The Developer shall provide copies of any and all invoices, bills, receipts, or other evidence of costs incurred by the Developer for any Work Product and/or Improvements. Each

District's District Engineer shall review all evidence of cost and shall certify to both District Boards whether the cost being paid is the lesser of (i) the actual cost of creation/construction of the Work Product or Improvements, and (ii) the fair market value of the Work Product or Improvements. The

3

opinion of cost of each District's District Engineer shall be set forth in a Joint Engineer's Certificate which shall accompany the requisition for funds from each District's trustee for the Bonds ("Trustee").

c.	Conveyances 011 "As Is" Basis - Unless otherwise agreed, all conveyances of Work Product and/or Improvements shall be on an "as is" basis. In addition,

	the Developer agrees to assign, transfer and convey to HHECDD on behalf of the Districts any and all rights against any and all firms or entities which may have caused any latent or patent defects, including, but not limited to, any and all wananties and other forms of indemnification.

d.	Right to Rely on Work Product and Releases - The Developer agrees to release to HHECDD on behalf of the Districts all right, title, and interest which the Developer may have in and to any Work Product conveyed

	hereunder, as well as all common law, statutory, and other reserved rights, including all copyrights in the Work Product and extensions and renewals

	thereof under United States law and throughout the world, and all publication rights and all subsidiary rights and other rights in and to the Work Product in all fmms, mediums, and media, now known or hereinafter devised; provided

	that Developer may make such release on a non-exclusive basis to the extent that Developer reasonably determines that Developer requires such rights in connection with the ownership or operation of the lands owned by Developer

within the Districts and/or the future sale of lots within the Districts. To the extent dete1mined necessary by the Districts, the Developer shall reasonably obtain all releasesprovidingfromany professional services in connection with the Work Product to enable the Districts to use and rely upon the Work Product. The Districts agree to allow the Developer access to and use of the Work Product without the payment of any fee by the Developer. However, to the extent the Developer's access to and use of the Work Product causes the Districts to incur any cost or expense, such as copying costs, the Developer agrees to pay such cost or expense.

e.	Transfers  to  Third Party  Governments  -  If any  item  acquired  is  to  be

	conveyed to a third party governmental body, then the Developer agrees to cooperate and provide such certifications, documents, bonds, wananties, and/or fmms of security as may be required by that governmental body, if any.

f.	Permits -  The  Developer  agrees  to  cooperate  fully  in the  transfer  of any

	permits to HHECDD on behalf of the Districts or a governmental entity with maintenance obligations for any Improvements conveyed pursuant to this Agreement, provided that HHECDD on behalf of the Districts or such governmental entity accepts the associated operation and maintenance obligations.

4

g.	Engineer's  Certification  -  HHECDD  shall  accept  any  completed  Work

	Product and/or Improvements following each District's District Engineer (or other consulting engineer reasonably acceptable to the Districts), in his/her

	professional opinion, is able to certify that, in addition to any other requirements of law: (i) the Work Product and/or Improvements are pmi of the Amenities; (ii) the price for such Work Product and/or Improvements does

	not exceed the lesser of the cost of the Work Product and/or Improvements or the fair market value of the Work Product and/or Improvements; (iii) as to

	Work Product, the Work Product is capable of being used for the purposes intended by the Districts, and, as to any Improvements, the Improvements were installed in accordance with their specifications, and are capable of

	perfo1ming the functions for which they were intended; and (iv) as to any Improvements, all !mown plans, permits and specifications necessary for the

	operation and maintenance of the Improvements are complete and on file with the Districts, and have been transferred, or m-e capable of being transfened, to the Districts for operations and maintenance responsibilities.

3.	CONVEYANCE OF REAL PROPERTY.  The Developer agrees that it will

	convey to HHECDD on behalf of the Districts at or prior to the Acquisition Date, as determined solely by the Districts, by a special wananty deed or other instrument acceptable to the

	HHECDD Board together with a metes and bounds or other description, the Real Property upon which any Improvements are constructed or which m-e necessary for the operation and maintenance of, and access to, the Improvements.

a.	Cost. The Pmiies agree that all Real Prope1iy shall be provided to the Districts at no cost, unless (i) the costs for the Real Property are included as part of the Amenities, and (ii) the purchase price for the Real Property is less

	than or equal to the appraised value of the Real Property, based on an appraisal obtained by the District for this purpose. The parties agree that the

	purchase price shall not include mnounts attributable to the value of Improvements on the Real Property and other Improvements serving the Real Property that have been, or will be, funded by the Districts.

b.	Fee Title and Other Interests - The Districts may determine in their reasonable discretion that fee title for Real Property is not necessary and in

	such cases HHECDD shall accept such other interest in the lands upon which the Improvements m-e constructed as the Districts deem acceptable, such as non-exclusive easement interests.

c.	Developer Reservation - Any conveyance of Real Property hereunder by special wananty deed or other instrument shall be subject to a reservation by

	Developer of its right and privilege to use the area conveyed to enable the construction by third pmiies of any Improvements and any future

	improvements to such area for any related purposes (including, but not limited to, construction vehicle ingress and egress relating to the Development) not inconsistent with the Districts' use, occupation or enjoyment thereof.

5

d.	Fees, Taxes, Title Insurance - The Developer shall pay the cost for recording fees and documentary stamps required, if any, for the conveyance of the Real Property upon which the Improvements are constructed. The Developer shall

	be responsible for all taxes and assessments levied on the Real Property upon which the Improvements are constructed until such time as the Developer

	conveys all said lands to HHECDD. At the time of conveyance, the Developer shall provide, at its expense, an owner's title insurance policy or other evidence of title in a form satisfactory to the Districts.

e.	Bounda,y  Adjustments  -  Developer  and  the  Districts  agree  that  future

	boundary adjustments may be made as deemed reasonably necessary by all parties in order to accurately describe the Real Prope1ty conveyed to the

	Districts and lands which remain in Developer's ownership. The pmties agree that any Real Property transfers made to accommodate such adjustments shall be accomplished by donation. However, the party requesting such adjustment

	shall pay any transaction costs resulting from the adjustment, including but not limited to taxes, title insurance, recording fees or other costs. Developer

	agrees that if a court or other governmental entity determines that a re-platting of the Real Property within the Districts is necessary, Developer shall pay or cause a third party to pay all costs and expenses associated with such actions.

4.	TAXES, ASSESSMENTS, AND COSTS.

	a. Taxes and Assessments on Property Being Acquired. The Districts are exempt governmental units acquiring property pursuant to this Agreement for use exclusively for public purposes. Accordingly, in accordance with Florida

	law, the Developer agrees to place in escrow with the County tax collector an amount equal to the cmTent ad valorem taxes and non-ad valorem assessments

	(with the exception of those ad valorem taxes and non-ad valorem assessments levied by the Districts) prorated to the date of transfer of title, based upon the expected assessment and millage rates giving effect to the greatest discount available for early payment.

i.	If, and only to the extent the property acquired by HHECDD is subject

to ad valorem taxes or non-ad valorem assessments, the Developer agrees to reimburse HHECDD for payment, or pay on its behalf, any and all ad valorem taxes and non-ad valorem assessments imposed during the calendar yearwhichin each parcel of property is conveyed.

ii.	Nothing in this Agreement shall prevent the Districts from asserting any rights to challenge any taxes or assessments imposed, if any, on any property of the Districts.

b.	Notice. The Pmties agree to provide notice to the other within thirty (30) calendar days of receipt of any notice of potential or actual taxes, assessments,

6

or costs, as a result of any transaction pursuant to this Agreement, or notice of any other taxes, assessments, or costs imposed on the property acquired by the Districts as described in subsection a. above. The Developer covenants to make any payments due hereunder in a timely manner in accordance with Florida law. In the event that the Developer fails to make timely payment of any such taxes, assessments, or costs, the Developer acknowledges the Districts' right to make such payment. If the Districts make such payment, the Developer agrees to reimburse the Districts within thirty (30) calendar days of receiving notice of such payment, and to include in such reimbursement any fees, costs, penalties, or other expenses which accrued to the Districts as a result of making such a payment, including interest at the maximum rate allowed by law from the date of the payment made by the District.

c.	Tax liability not created. Nothing herein is intended to create or shall create any new or additional tax liability on behalf of the Developer or the Districts. Furthermore, the parties reserve all respective rights to challenge, pay under

	protest,  contest or litigate the imposition of any tax,	assessment, or cost in	
	good faith they  believe is unlawfully  or inequitably	imposed  and  agree to	
	cooperatefaithin good	in the challenge of any such imposition.	
5.	ACQUISITIONS AND BOND PROCEEDS.  The Districts shall in good faith	

pursue the issuance of Bonds to finance their respective pmiions of the Amenities and may in the future, and in their sole discretion, elect to issue additional bonds ("Future Bonds") that may be used to finance portions of work acquired hereunder that are not financed with the Bonds. In the event that the Districts issue the Bonds (or any Future Bonds) and have bond proceeds available to pay for any pmiion of the Amenities acquired by HHECDD on their behalf, and subject to the terms of the applicable documents relating to the Bonds ( or any Future Bonds, as applicable), then the Districts shall promptly make payment for any such acquired Work Product, Improvements or Real Property pursuant to the terms of this Agreement; provided, however, that in the event the Districts' bond counsel determines that any such acquisitions are not properly compensable for any reason, including, but not limited to federal tax restrictions imposed on tax-exempt financing, the Districts shall not be obligated to make payment for such acquisitions. Interest shall not accrue on any amounts owed for any prior acquisitions. In the event the Districts do not or cannot issue sufficient bonds within five (5) years from the date of this Agreement to pay for all acquisitions hereunder, and, thus do not make payment to the Developer for any unfunded acquisitions, then the Paiiies agree that the Districts shall have no payment or reimbursement obligation whatsoever for those unfunded acquisitions. The Developer acknowledges that the Districts may convey some or all of the Work Product and/or Improvements to a general purpose unit of local government (e.g., the County) and consents to the Districts' conveyance of such Work Product and/or Improvements prior to any payment being made by the Districts.

6. DEFAULT. A default by any paiiy under this Agreement shall entitle the others to all remedies available at law or in equity, which may include, but not be limited to, the right of damages and/or specific performance.

7

7.	ATTORNEYS' FEES AND COSTS. In the event that any party is required to enforce this Agreement by comt proceedings or otherwise, then the Parties agree that the prevailing party shall be entitled to recover from the other all fees and costs incuued, including reasonable attorneys' fees and costs for trial, alternative dispute resolution, or appellate proceedings.

8.	AMENDMENTS.  Amendments to  and waivers of the provisions contained in

Agreementthis	may be made only by an instrument in writing which is executed by each District	
and the Developer.  Additionally,	this Agreement may not be amended without the prior written	
consent	of the  Trustee  acting  at	the  direction  of the  bondholders  owning  a  majority  of the	

aggregate principal amount of the Bonds then outstanding, which consent shall not be unreasonably withheld.

9.	AUTHORIZATION. The execution of this Agreement has been duly authorized by the appropriate body or official of each District and the Developer; the Districts and the Developer have complied with all the requirements of law; and the Districts and the Developer have full power and authority to comply with the te1ms and provisions of this instrument.

10.	NOTICES. All notices, requests, consents and other communications under this Agreement ("Notices") shall be in writing and shall be delivered, mailed by First Class Mail,

postage prepaid, or overnight delivery service, to the parties, as follows:

A.	lfto HHECDD:Holly Hill Road East Community Development District

12051 Corporate Blvd.

Orlando, Florida 32817

Attn:  District Manager

With a copy to:	Hopping Green & Sams, PA

119 South Monroe Street, Suite 3 00 Post Office Box 6526

Tallahassee, Florida 32314 Attn: District Counsel

B.	lfto NBCDD:North Boulevard Community Development District

12051 Corporate Blvd.

Orlando, Florida 32817

Attn:	District Manager

With a copy to:	Hopping Green & Sams, PA

119 South Monroe Street, Suite 300 Post Office Box 6526

Tallahassee, Florida 32314 Attn: District Counsel

8

C.	If to Developer:	HHR EAST, LLC

346 E. Central Avenue

Winter Haven, FL 33880

Attn: Scott Shapiro

With a copy to:	Straughn & Twner, P.A

255 Magnolia Avenue, S.W.

Winter Haven, Florida 33880

Attn: Richard Straughn

Except as otherwise provided in this Agreement, any Notice shall be deemed received only upon actual delivery at the address set forth above. Notices delivered after 5:00 p.m. (at the place of delivery) or on a non-business day, shall be deemed received on the next business day. If any time for giving Notice contained in this Agreement would otherwise expire on a non-business day, the Notice period shall be extended to the next succeeding business day. Saturdays, Sundays, and legal holidays recognized by the United States govermnent shall not be regarded as business days. Counsel for the Districts and counsel for the Developer may deliver Notice on behalf of the Districts and the Developer, respectively. Any party or other person to whom Notices are to be sent or copied may notify the other parties and addressees of any change in name or address to which Notices shall be sent by providing the same on five (5) days written notice to the paities and addressees set forth herein.

11.	ARM'S LENGTH TRANSACTION. This Agreement has been negotiated fully between HHECDD, NBCDD and the Developer as an arm's length transaction. All parties participated fully in the preparation of this Agreement and received the advice of counsel. In the case of a dispute concerning the interpretation of any provision of this Agreement, all parties are deemed to have drafted, chosen, and selected the language, and the doubtful language will not be interpreted or construed against either of the Districts or the Developer.

12.	THIRD PARTY BENEFICIARIES.  This Agreement is solely for the benefit of

the Districts and the Developer and no right or cause of action shall accrue upon or by reason, to or for the benefit of any third paity not a formal paity to this Agreement. Nothing in this Agreement expressed or implied is intended or shall be construed to confer upon any person or corporation other than the Districts and the Developer any right, remedy, or claim under or by reason of this Agreement or any of the provisions or conditions of this Agreement; and all of the provisions, representations, covenants, and conditions contained in this Agreement shall inure to the sole benefit of and shall be binding upon the Districts ai1d the Developer and their respective representatives, successors, and assigns. Notwithstanding anything in this Agreement to the contrary, the Trustee for the Bonds shall be a direct third party beneficiary of the terms and conditions of this Agreement and, acting at the direction of and on behalf of the bondholders owning a majority of the aggregate principal amount of the Bonds outstanding, shall be entitled to cause the Districts to enforce the Developer's obligations hereunder. The Trustee shall not be deemed to have assumed any obligations under this Agreement.

13. ASSIGNMENT. No Party to this Agreement may assign this Agreement or any monies to become due hereunder without the prior written approval of each of the other Parties

9

hereto, and if Bonds are outstanding, of the Trustee, who may only be required to act as directed by bondholders owning a majority of the aggregate principal amount of each series of Bonds outstanding.

14.	APPLICABLE  LAW  AND  VENUE.   This  Agreement  and  the  prov1s10ns

contained herein shall be construed, inte1preted and controlled according to the laws of the State of Florida. Each pmiy consents that the venue for any litigation arising out of or related to this Agreement shall be in Polk County, Florida.

15. PUBLIC RECORDS. The Developer understands and agrees that all documents of any kind provided to the Districts in connection with this Agreement may be public records and treated as such in accordance with Florida law.

16. SEVERABILITY. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of the remaining po1iions of this Agreement, or any part of this Agreement not held to be invalid or unenforceable.

17.	LIMITATIONS ON GOVERNMENTAL LIABILITY. Nothing in this Agreement shall be deemed as a waiver of immunity or limits ofliability of the Districts beyond any statutory limited waiver of immunity or limits of liability which may have been adopted by the Florida Legislature in Section 768.28, Florida Statutes, or other law, and nothing in this Agreement shall inure to the benefit of any third pmiy for the purpose of allowing any claim which would otherwise be bmTed by sovereign immunity or by other operation of law.

18.	HEADINGS FOR CONVENIENCE ONLY. The descriptive headings in this Agreement are for convenience only and shall not control nor affect the meaning or construction

of any of the provisions of this Agreement.

19.	COUNTERPARTS. This Agreement may be executed in any number of counte1parts, each of which when executed and delivered shall be an original; however, all such counterparts together shall constitute, but one and the same instrument. Signature and acknowledgment pages, if any, may be detached from the counterpmis and attached to a single copy of this document to physically fmm one document.

20.	EFFECTIVE DATE.  This Agreement shall be effective September 22, 2017.

[SIGNATURE PAGE FOLLOWS]

10

WHEREFORE, the Parties below execute the Acquisition Agreement.
Witness:	HOLLY HILL ROAD EAST COMMUNITY

DEVELOPMENT DISTRICT

Print Name
Chairperson, Board of Supervisors

Witness:

Print Name

Witness:

Print Name

Witness:

Print Name

Witness:

Print Name

Witness:

Attest: ______________

Secretary

NORTH BOULEVARD COMMUNITY

DEVELOPMENT DISTRICT

Chairperson, Board of Supervisors

Attest: ______________

Secretary

IJHREAST,LLC

By: Landmark Investment Services, LLC

Its: Manager

By:  ------------~
Its:

Print Name

11

EXHIBIT A

AMENITIES

12

Holly Hill Road East

Community Development District

Payment Authorization Nos. 2-3

HOLLY HILL ROAD EAST
COMMUNITY  DEVELOPMENT  DISTRICT

Payment Authorization No. 002

8/11/2017

Item	Vendor

No.

1	Florida Department of Economic Opportunity

	J=Y2017 Annual Fee

2	The Ledger

	Legal Advertising on 07/10/2017 Legal Advertising on 07/11/2017
	Legal Advertising on 07/25/2017 & 08/01/2017

3	Supervisor Fees• 07/19/2017 Meeting

	Scott Shapiro Lauren Schwenk Phillip Allende Andrew Rhinehart

Invoice	General

Number	Fund

64490	$	75,00

L060GOl3QA	$	290.50

L060GOl3S0	$	290.50

L060GOl4BN	$	954.34

$ 200,00 $ 200.00 $ 200.00 $ 200.00

TOTAL	$  2,410.34

Board Member

Please Return To:

Holly HIii Road East CDD

c/o Flshklnd & Associates
12051 Corporate Boulevard	RECEIVED SEP O5 2017		
			
Orlando, FL 32817			

Florida Department of Economic Opportunity, Special District Accountability Program
FY 2016/2017 Special District Fee Invoice and Update Form
Required by Sections 189.064189.and018,	Florida Statutes, and Chapter 73C-24, Florida Administrative Code

Invoice No.: 64490			Date Invoiced: 07/31/2017		
		Received: $0.00	Total Due  Postmarked b  09/29/2017: $75.00		
Annual Fee:  75.00	Late Fee:   0.00				

STEP 1: Review the following Information, mal<e changes directly on the form, and sign and date:

1. Special District'sName, Registered Agent's Name, and Registered Office Address:

	FLORIDA DEPARTMENT,/	
Holly Hill Road East Community Development District	ECONOMIC OPPORTUNITY	

Mr. Roy Van Wyl<

Hopping Green and Sams, P.A.

119 South Monroe Street, Suite 300

Tallahassee, FL 32301

2, Telephone:

3.	Fax:

4.	Email:

5.	Status:

6.	Governing Body:

7 . Website Address:

8. County(les):

9 . Funcllon(s):

10.	Boundary Map on File:

11.	Creation Document on File:

12.	Date Established:

13.	Creation Method:

14.	Local Governing Authority:

15.	Creation Document(s):

16, Statutory Authority:

STEP 2: Pay the annual fee or ~e

(850) 222-7500

(850) 224-8551

RoyV@hgslaw.com

Independent

Elected

hollyhillroadeastcdd.com

Poll<

Community Development 07/31/2017 07/31/2017 07/10/2017

Local Ordinance

City of Davenport

city Ordinance 814

Chapter 190, Florida Statutes

Yes

Assessments

07/31/2017

a. Pay the Annual Fee: Pay the annual fee online by following the Instructions at www.Floridajobs.org/SpecialDistrlctFee or by check payable to the Department of Economic Opportunity.
b. or, Certify Ellglblllty for the Zero Fee: By Initialing each of the following items, I, the above signed registered agent, do hereby certify that to the best of my knowledge and belief, ALL of the following statements contained herein and on any attachments hereto are true, correct, complete, and made In good faith as of this date.understandI that any Information I give may be verified.

1._ _ This special district and Its Certified Public Accountant determined the special district Is not a component unit of a local general-purpose government.
2._  _  This special district Is in compliance with the reporting requirements of the Department of Financial Services.

3.__ This special district reported $3,000 or less in annual revenues to the Department of Financial Services on its Fiscal Year 2015/2016 Annual Financial Report (if created since then, attach an Income statement verifying $3,000 or less In revenues).
Department Use Only: Approved: _  _ Denied: _  _  Reason:___________  ___  _  ____  ______  _

STEP 3: Mal<e a copy of this form for your records.

STEP 4: Mail this form and payment (If paying by check) to the Department of Economic Opportunity, Bureau of Budget Management, 107 E. Madison Street, MSC 120, Tallahassee, FL 32399-4124. Direct any questions to (850) 717-8430.

RECEIVCD AUG  O7 2017

I

THE LEDGER LEGAL ADVERTISING

FEDERAL ID# 47 2464860

BILLED ACCOUNT NAME AND ADDRESS JANE GARLANDT HOLLY HILL ROAD EAST COD

12051 CORPORATE BLVD ORLANDO, FL 32817

INVOICE NUMBER

L060G0l2KD

BILLED ACCOUNT NUMBER

754041 REMITTANCE ADDRESS

LAl<ELAND LEDGER PUBLISHING

PO BOX 913004

ORLANDO, FL 32891

DATE

13-Jun

PLEASE RETURN THIS INVOICE ALONG WTH YOUR REMITTANCE				
NEWSPAPER	DescripUon	Size	PAID	NET AMOUNT		
REFERENCE						

L060GOl2KD	NOTICE OF ORGANIZATION	1 X60		$  290.50		

BILL

ED

AC

C

OUNT

NUMBER:

754041

TOTAL AMOUNT DUE $290.50

THE

LEDG

ER,

LEGAL

ADVERTISING,

PO

BOX

408,

LAKELAND,

FL

33801

RECEIVED

/\UGo't

2011

I

THE LEDGER		
LEGAL ADVERTISING			
FEDERAL ID# 47 2464860		
BILLEO ACCOUNT NAME AND ADDRESS		
JANE GARLANDT			
HOLLY HILL ROAD EAST COD		
12051 CORPORATE	BLVD		
			
ORLANDO, FL 32817		

INVOICE NUMBER

L060G0l3ZA

BILLED ACCOUNT NUMBER 754041 REMITTANCE ADDRESS

LAKELAND LEDGER PUBLISHING

PO BOX 913004

ORLANDO, FL 32891

DATE

10-Jul

PLEASE RETURN THIS INVOICE ALONG WTH YOUR REMITTANCE		
NEWSPAPER	Oesctlptlon	Size		
REFERENCE				

L060G0l3QA   HOLY HILL ROAD	EAST JULY 19 MEETING	1 X60		
				
ORDERED BY VICOTORIA			

PAID

NET AMOUNT

$	290.50	

BILLED ACCOUNT NUMBER:

754041

TOTAL AMOUNT DUE $290.50

THE LEDGER, LEGAL ADVERTISING, PO BOX 408,

LAKELAND,

FL

33801

RECE

IVED

AUG

O,,

201	1	

I

THE LEDGER LEGAL ADVERTISING

FEDERAL ID# 47 2464860

BILLED ACCOUNT NAME AND ADDRESS JANE GARLANDT HOLLY HILL ROAD EAST COD

12051 CORPORATE BLVD ORLANDO, FL 32817

INVOICE NUMBER	
L060GOl3S9	
BILLED ACCOUNT NUMBER	
75	4041	
REMITTANCE ADDRESS	
LAKELAND LEDGER PUBLISHING	
PO BOX 913004	
ORLANDO, FL 32891	

DATE

11-Jul

PLEASE RETURN THIS INVOICE ALONG WTH YOUR REMITTANCE		
NEWSPAPER	DescrlpUon	Size		
REFERENCE				

L060GOl3S0HOLLY HILL	1 X60		
			
REVISED AD			
ORDERED BY VICTORIA			

PAID

NET AMOUNT

$	290.50	

BILLED ACCOUNT NUMBER:	754041	
TOTAL

AMOUNT

DUE

$290.50

THE

LEDGER, LEGAL ADVERTISING,

PO

BOX

408, LAKELAND,

FL

33801

RECE

IV

ED

AUG

O4

2017

I

THE LEDGER LEGAL ADVERTISING

FEDERAL ID # 47 2464860

BlllEO ACCOUNT NAME AND ADDRESS JANE GARLANDT HOLLY HILL ROAD EAST COD 12051 CORPORATE BLVD ORLANDO, FL 32817

INVOICE NUMBER

L060G0l4BN

BILLED ACCOUNT NUMBER 754041 REMITTANCE ADDRESS

LAKELAND LEDGER PUBLISHING

PO BOX 913004

ORLANDO, FL 32891

DATE

PLEASE RETURN THIS INVOICE ALONG WTH YOUR	REMITTANCE		
			
NEWSPAPER	Description	Size		
REFERENCE				

PAID

NET

AMOUNT

25-Jul	L060G0l4BN	FIRST PRINT	
8/1/2017	L060G0l4BN	SECOND PRINT	
		LANDOWNERS MEETING AND ELECTION	
		NOTICE	

1 X 1 X

100 100

$ $

477.17 477.17

BILLED ACCOUNT NUMBER:

754041

TOTAL AMOUNT DUE $954.34

THE

LEDGER,

LEGAL

ADVERTISING,

PO

BOX 408,

LAl<ELAND,

FL

33801

RECEIVED

AUG

U1t

20

17

AFFIDAVIT OF PUBLICATION		
				THE	LEDGER											
Lakeland, Polk County, Florida			
STATE OF FLORIDA)																
COUNTY OF POLK)																	
Before  the		undersigned	authority	personally  appeared  Leslie		
Colon,  who	on	oath says that	she	is	an Account	Executive for		
						published	at		
			a		daily	newspaper				
Advertising	at	The	Ledger,								
												copy	of		
Lakeland  in  Polk  County,  Florida;  that  the  attached					
							
advertisement, being a																				
				PUBLIC NOTICE													
in the matter		of LANDOWNERS	MEETING											
																	
Concerning	HOLLY	HILL ROAD EAST CDD										
																					
was published in said newspaper	in the issues of										
																
				7-25, 8-1; 2017																
Affiant further says that said	The Ledger is a newspaper	published		
			the  said		
	County,  Florida,	and  that				
at  Lakeland,		in	said	Polle						
						puhlished	in  said		
newspaper  has	heretofore  been	continuously				
										class		
Polk County, Florida, daily, and has been entered as second			
				
matter at the post office in Lakeland, in said Polk County,	Florida,		
		of	the		
for a period	of one	year next preceding the first publication				
							
							and affiant further says that she		
attached copy	of advertisement;			
							or corporation any		
has neither paid nor promised any person, finn			
				of	securing		
discount, rebate, commission or refund for the purpose				
	.							
this advertisement for pu	ication in the said newspaper								
									
								..............	~			
																				
					Leslie Colon																
					Advertising Account Executive										
					Who is personally known to me.										
Sworn to	and	subscribed	before me this  1st day	of	August		
												
An!?																									
			.																			
~~																						
Notary Public																			
(Seal)																									

																				·-.-.		
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	NOT(CE:OF. LA,NOOWNEfUi;l'				l'.)f:--=.				
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		L~g~r;~;t~.t;:·~~			.,	_Joi;i_Miu;:L_il._ren		
					-01s1ilct Manager"		
												-r-			

Holly Hill Road East Community Development District

Date of Meeting:  July 19, 2017

Board Members:	Attendance	Fee	
1.	Rennie Heath		$0	
2.	Scott Shapiro	X (p)	$200	
3.	Lauren Schwenk	X	$200	
4.	Phillip Allende	X	$200	
6.	Andrew Rhinehart	X	$200	
			$800	

Approved For Payment:
x~ C _____,I~  -    ~
M~~
'b / '-, ; ,,
Date	I

RECEIVED AUG n11   20f7

HOLLY HILL ROAD EAST
COMMUNITY  DEVELOPMENT  DISTRICT

Payment Authorization No. 003

9/1/2017

Item	Vendor

No.

1	Business Observer

	Legal Advertising

2	Egis Insurance & Risk Advisors

	Insurance

3	Fishkind & Associates

	OM Fee & Reimbursables: August 2017

4	Hopping Green & Sams

	General Counsel Through 07/31/2017

Invoice	General

Number	Fund

17-01396K	$	80.75

P-2017-08-002055	$  1,137.00

21105	$  2,030.25

95486	$  9,365.25

TOTAL	$12,613.25

Board Member

Please Return To:
Holly Hill Road East COD RECEIVED SEP O~ 201'l c/o Flshklnd & Associates

12051 Corporate Boulevard Orlando, FL 32817

	Business Observer		
	1970 Main Street		
	3rd Floor		
INVOICE	Sarasota, FL 34236		
	,  941-362-4848 x309		
Legal Advertising			
Invoice# 17-013961(	Date 08/18/2017		
	RECEIVED AUG 2 1 2017		

Attn:
Fishl<ind & Associates, Inc.
12051 CORPORATE BLVD.
ORLANDO  FL 32817

Please make checks payable to: (Please note Invoice # on check) Business Observer

1970 Main Street 3rd Floor
Sarasota, FL 34236

Description
Seri'alIi 17-01396K
!Notice of District's Intent To Use The Uniform Method of
iCollections of Non-Ad Valorem Special Assessments
1RE: Holly Hill Road East Community Development District
!Published: 8/18/2017, 8/25/2017, 9/1/2017, 9/8/2017
I

.
Important Message	Paid I
Total j_

Amount

$80.75

()

--$80.75

Attention: If you are a government agency and you believe that you qualtry for a 15% discount to the second Insertion of your notice per F.S. revision 50.061, please Inform Kristen Boothroyd directly at 941-906-9386 x323.

NOTICE
The Business Observer makes every effort to ensure thatpublicits	notice advertising is accurate and in full compliance with all applicable s tatutes and ordinances and
that its information is correct. Nevertheless, we ask that our advertisers scrutinize published ads carefully and alert us immediately to any errors so that we may correct them as soon as possible. We cannot accept responsi bility for mistakes beyond bearing the cost of republishing adverti sements that contain errors.

'-

INVOICE

Legal Advertising

Business Observer 1970 Main Street 3rd Floor Sarasota, FL 34236 , 941-362-4848 x309

HOLLYHILLROADEASTCOMMUNITYDEVELOPMENTDISTRICT

NOTICE OF THE DISTRICT'S OF COLLECTION OF NON-

INTENT TO USE THE UNIFORM	METHOD		
			
AD VALOREM SPECIAL ASSESSMENTS		

Notice is hereby gi\'en thnt tl1e Holly Hill Community	Development District	
''Disttict") intends to use	the nniform method	of collecting non-nd valorem	

(the spe-

cinl assessments

to

be

levied

by

the

Distiict

pursuant

to

Section 197.3632, Florida

Statutes.  The Borud of Supenisors of the District will r.onduct a public he11ring	on		
September 20	1	2017	Rt 11:00 n.m. at	The Cassid}' omces, 346 East Central AvenuP:,		
Winter Hnven, Florida 33880.														
The purpose	oflhe public hemfag is to consider the adoption ofn resolution au-		
thorizing the District to use the uniform method of collecting non-nd vnlorem	spe-		
cial nssessments (the "Uniform Method") to be levied by the	District on	propcrti('.S		
located on lnnd	Included in, orto be	added	to, the District.	fot· the purpose of fi.		
The Distdct	may	fovy non-ad valorem .special asscs.smeut.s			
na1wing, acquhing,	m11i11taining	nnd/or opernting community development	facili-		
								
ties, services nnd improvements	within and ,,~thout the houndnries of the Disllict,		
to consist of, among otherthings, recreation fucilities, earthwork, \Ynte1;	.sewe1;	nnd		
sto111nvater nuUingement systems,	l'Oildwny improvements, landscape,	inigntion,		
signage and lighting improvements,	nmeni!J• and presel'\'e. improvements, and	,my		
other lawflll improvements orsen.1CE's of the Dishict.										
Owners of the properties to be nssessed	and other interested parties may appear		
nt the public henring nnd be henrd	regm·ding the use	of the Uniform Method. This		
hearing ill open to the public ancl	will he	conducted	in nccord:mce with the pro-		
visions of Florida law, The public henring may he continued to n date,	time,	nnd		
}oration to be	specified on the record at the hearing.  There may be occnsions when		
Supervisors ol' District St aft' may	patticipate by speak.el' telephone.							
Pursuant to	})l'O\isions of the A.tnc1ir11ns	with Disabilities Act, any person requir-		
ing special accommodations at this meeting because	of a disability or physical	im-		
poi11nent should contact the District Office	at(407) 362-3256 at least 40 hours	prior		
to tl1e	meeting.	If you nre henring 01· speerh impaired, Illense contuct the Florida		
Relay	Ser\1ice	by dialing 7+1, or 1-800-H55-8771 (Tn')/	1-800-955-8770 (Voice),		
for nid in contncting the District	Office.			the meeting with respect		
A person who decides to nppe;il	any decision made at			
to nny matter considered nt the meeting is	ndvised that person will nc>.ed	n record of		
the proceedings nnd	that nccordingly, the person may need to ensure thnt	a ve.rhatim		
rl!cord of the pl'OCC'eding-s is made, including the testimony and evidence upon which		

such

nppenl

is

to

be

bnsed,
Joe

MncLaren

District Manager

August

18,

25;

September

1, 8,

2017

17-0139GK

Attention:

If you your

are a government agency and you believe	that you qualify for a 15%	discount to the second Insertion of		
notice per F.S. revision 50.061,	please Inform Kristen Boothroyd directly at 941-906-9386 x323.		

The that

NOTICE	compliance	with all	applicable statutes and ordinances	and		
Business Observer makes every effort to ensure that its public notice advertising is Accurate and in full						
					to :my errors so lhat we may correct		
its information is correct. Nevertheless, we ask that our advertisers scrutinize published ads carefully and alert us immediately			
				
fhem as soon as possible. We cannot accept responsibility for mistakes beyond bearing the cost of republishing	advertisements that contain errors.			

Date:	August 10, 2017

Holly Hill Road East Community Development District

c/o Fishkind & Associates, Inc.			
12051 Corporate Blvp.	RECFIVED AUG 2 U2017		
Orlando, FL 32817			

Mgis
W  l1m11311~~ t, Ri;k J\clvisots

Payment lnforrilaticm

lnvolc~ Summary:	$1 ,137.00	
Due Date:	Upon Receipt	
Invoice Number"	P-2017-08-002055	

Please note new payment remittal details below

lnvofoe	Effective

P-2055	July 10, 2017

Transaction	Amount	
Florida Insurance Alliance	$1,137.00	
Package Polley		
Premium Effective: 07/10/2017 to 10/01/2017		

Total

Premium Due Upon Receipt	$1,137.00	

Please Make Check Payable To:

EGIS INSURANCE ADVISORS LLC

LOCKBOX: 234021

PO BQX 84021
Chicago, IL 60689-4002

Prlnl Dale: August 10, 2017

Florida
Insurance
Alliance··

PREMIUM SUMMARY

Holly Hill Road East Community Development District c/o Fishkind & Associates, Inc,

12051 Corporate Blvd. Orlando, FL 32817

Term: July 10, 2017 to October 1, 1017

Quote Number: 100116314

PREMIUM BREAKDOWN

Property (Including Scheduled Inland Marine)	Not Included		
			
Crime	Not Included		
			
Automobile Liability	Not Included		
			
Hired Non-Owned Auto	Included		
			
Auto Physical Damage	Not Included		
			
General Liability	$625		
			
Public Officials and Employment Practices Liability	$512		
			
TOTAL PREMIUM DUE	$1,137		

IMPORTANT NOTE
Defense Cost-Outside of Limit, Does Not Erode the Limit for Ge·neral Liability, Publ,ic Officials Liability, and

Employment related Practices Liability.

Deductible does not apply to defense cost. Self-Insured Retention does apply to defense cost.

Additional Notes:

Annual Premium: $5,000

Binding is subject to the receipt of a currently dated <1nd signed no known loss letter.

Page I 6

Fishkind	& Associates,	Inc.	
12051	Corporate Blvd.	
Orlando, FL 32817		

FISHKIND & ASSOCIATES

Holly Hill Road East COD	Inc.		
c/o Fishl<ind	& Associates,			

12051 Corporate Blvd			
Orlando, FL	32817			

Invoice

Invoice#:  j21105

8/11/2017

	AUG	1 1	2017		
RECEIVED		1			
					
File: HollyHillRoadEastCDD

Services:

District Management Fee: Aug 2017

UPS

Copies

H OIIV HI'II	R oad East	
Amount	
	1,666.67	
	33.58	
	330.00	

Please include the invoice	
number on your remittance	
and submit to:	
Fishkind & Assoc	iates, Inc.	
12051 Corporate Blvd.	
Orlando, FL 32817	
Ph: 407-382-3256	
Fax:407-382-3254	
www.fishkind.com	

Balance Due	$2,030.25	

UPS No: 121Y9R281391222908	Shipper			
Pickup Date	06/01/2017	FISHKIND & ASSOCIATES			
Service Level	Next Day Air Saver	12051 CORPORATE BLVD			
Weight	1 lb	ORLANDO			
Zone	133	FL 32817			
Payer	Shipper				
		JOE MACLAREN			
Bil! Re'ference:Holt  Hill Road East Dist	. [..		
		Holly Hill Road East Dist			

CF

Receiver	IFreight	40.06	32.05		
HOPPING GREEN & SAMS	Fuel Surcharge	1.91	1.53		
119 SOUTH MONROE STREET					
300					
TALLAHASSEE					
FL 32301					
AMY D. HEMBRY	Total	41.97	33.58		
					
1 count	Sub Total	41,97	33.56		

Page 4 of 6

Copy Count

Account:

t~oi\"--1

H\

\\

Amount of	Copies:		
			
Total$:			

@ld,QQ		
I	. oD		
r:336			

Month

JULY

~opping Green & Sams

Altorneys and Counselors

119 S. Monroe Slreet, Ste. 300
P.O. Box 6526	RFCF..IVED AUG 2 8 201/		
Tallahassee, FL 32314			
850.222.7500				
=== ===================== =========   STATEMENT=================================		
August 25, 2017	Bill Number	95486		
Holly Hill Road East COD				
c/o Fishkind & Associates	Billed through	07/31/2017		

12051 Corporate Blvd.

Orlando, FL 32817

General Counsel/Monthly Meeting

HHECDD	00001	RVW

FOR PROFESSIONAL SERVICES RENDERED

06/08/17	RVW

06/08/17	SSW

06/12/17	JBC

06/13/17	SSW

Confer with staff regarding notice of organizational meeting.	0.30	hrs	
Confer with Gaarlandt regarding organizational meeting; prepare notice	0.60	hrs	
regarding same.			
Prepare organizational and meeting documents.	6.00	hrs	
Confer with Gaarlandt regarding organizational meeting notice; review city	0.60	hrs	
commission meeting schedule; review potential publication dates regarding new			
public hearing.			

06/20/17	SSW

06/26/17	RVW

06/21/17	RVW

06/27/17	SSW

06/28/17	RVW

06/28/17	SSW

06/29/17	SSW

07/05/17	RVW

07/07/17	AHJ

07/10/17	SSW

07/10/17	AHJ

07/11/17	AHJ

Confer with Gaarlandt regarding rescheduled organizational meeting date and	0.30 hrs	
notice; prepare correspondence to proposed supervisors regarding same.			
Review and edit organizational documents.	3.60 hrs	
Review and edit organizational documents.	1.60	hrs	
Research agenda Items and financing schedule.	0.40	hrs	
Confer with staff regarding organizational meeting and documents.	1.10	hrs	
Attend conference call with working group regarding organizational and	1.10 hrs	
financing schedules.			
Prepare correspondence to working group regarding organizational and	0.40	hrs	
financing schedules.			
Prepare agreements for agenda; confer with staff.	1.30 hrs	
Confer with Evans regarding distribution of bond resolution.	0.10 hrs	
Follow-up regarding organizational meeting notice and agenda.	0.30 hrs	
Prepare updates and revisions to organizational meeting documents.	1.10 hrs	
Prepare notice of establishment; confer with Castillo regarding certified copy of	1. 90 hrs	
ordinance; prepare updates and revisions to organizational meeting documents;			

General Counsel/Monthly Meetin	Bill No.  95486	Page  2	
========-================================================================-----	·---=======	

07 /12/17	SSW

07/12/17	RVW

07 /12/17	AHJ

transmit same to Gaarlandt.			
Confer with Gaarlandt regarding agenda items; review engineer'sreport;	0.90 hrs	
follow-up regarding delegation resolution.			
Prepare documents regarding organizational board meeting.	1.40	hrs	
Finalize and transmit organizational meeting documents to Gaarlandt; prepare	1.30	hrs	
update to district file regarding adopted ordinance establishing district; confer			
with Castillo regarding same; prepare revisions to bond financing funding			
agreement.			

07/17/17	JBC

07/18/17	RVW

07 /18/17	AHJ

Anayze master trust indenture.	4.00	hrs	
Travel to organizational board meeting.	2.30	hrs	
Confer with Gaarlandt regarding fee agreement and retainer letter; prepare	0.70 hrs	
updates to acquisition, construction funding and construction easement			
agreements.			

07/19/17	RVW

07/19/17	JBC

07/20/17	SSW

07/20/17	AHJ

07/21/17	AHJ

07/24/17	AHJ

07/25/17	AHJ

07/31/17	JBC

07/31/17	AHJ

Attend organizational board meeting.	3.60 hrs	
Prepare resolution regarding electronic record retention.	0.70 hrs	
Conduct meeting follow-up.	0.60 hrs	
Prepare notice of hearing regarding landowners'election and board meeting.	0.40 hrs	
Confer with Allende regarding notice of establishment; review invoice regarding	0.30 hrs	
court reporting services,			
Research recording fees regarding notice of establishment; prepare	0.50 hrs	
correspondence to clerk of court regarding same.			
Finalize correspondence to clerk of court regarding recording of notice of	0.50	hrs	
establishment; prepare overnight package regarding same.			
Analyze records retention rules update; prepare memorandum regarding same.	0.10	hrs	
Confer with Gaskins regarding copies of ordinance, location map, and resolution	0.60	hrs	
designating registered agent; calendar dates of public hearings.			

Total fees for this matter				$9,341.00	
DISBURSEMENTS					
Document Reproduction				24.25	
Total disbursements for this matter				$24.25	
MATTER SUMMARY					
Jaskolski, Amy H. - Paralegal	7.40	hrs	125 /hr	$925.00	
Cooksey, Jennings B.	10.80 hrs	225 /hr	$2,430.00	
Van Wyk, Roy	15.20	hrs	310  /hr	$4,712.00	

General Counsel/Monthly Meetin	Bill No.  95486	Page  3

Warren, Sarah S.	5.20 hrs	245	/hr	$1,274.00	
TOTAL FEES					$9,341.00	
TOTAL DISBURSEMENTS					$24.25	
TOTAL CHARGES FOR THIS MATTER					$9,365.25	
BILLING SUMMARY						
Jaskolski, Amy H. - Paralegal	7.40	hrs	125	/hr	$925.00	
Cooksey, Jennings B.	10.80	hrs	225	/hr	$2,430.00	
Van Wyk, Roy	15.20	hrs	310	/hr	$4,712.00	
Warren, Sarah S.	5.20	hrs	245	/hr	$1,274.00	
TOTAL FEES					$9,341.00	
TOTAL DISBURSEMENTS					$24.25	
TOTAL CHARGES FOR THIS BILL					$9,36S.2S	

Please include the bill number on vour check.

Holly

Hill

Road

East

Community Development District

Monthly

Financials

Holly Hill Road East CDD

Statement

As

of of

Financial Position 8/31/2017 ·

General Fund

Current Assets

General Checking Account

Total Current Assets

Total Assets

Liabilities and Net Assets

Current Liabilities

Accounts Payable

Total Current Liabilities

Total Liabilities

Net Assets

Current Year Net Assets - General Government

Total Net Assets

Total Liabilities and Net Assets

$7,650.00 $7,650.00

$7,650.00

$875,00 $875.00

$875.00

6,775.00 $6,775.00

$7,650.00

Holly Hill RoadCDD East

Statement of Activities

As of 8/31/2017

	General	
	Fund	
Revenues		
Developer Contributions	$7,650.00	
Total Revenues	$7,650.00	
Expenses		
Supervisor Fees	$800.00	
Dues, Licenses, and Fees	75.00	
Total Expenses	$875.00	
Other Revenues (Expenses) & Gains (Losses)		
Total Other Revenues (Expenses) & Gains (Losses)	$0.00	
Change In Net Assets	$6,775.00	
Net Assets At Beginning Of Year	$0.00	
Net Assets Al End Of Year	$6,775.00	

Holly Hill Road East CDD					
	Budget to Actual							
the For	Month Ending 8/31/2017					
		YTD Actual		YTD Budget	YTD Variance		FY 2017	
								Budget	
Revenues									
Developer Contributions	$	7,650.00	$	44,000.00	$	(36,350.00)	$	48,000.00	
Net Revenues	$	7,650.00	$	44,000.00	$	(36,350.00)	$	48,000.00	
General & Administrative Ex12enses									
Supervisor Fees	$	800.00	$	1,375.00	$	(575.00)	$	1,500.00	
D&O Insurance				1,375.00		(1,375.00)		1,500.00	
Trustee Services				1,375.00		(1,375.00)		1,500.00	
Management				4,583.37		(4,583.37)		5,000.00	
Engineering				3,437.50		(3,437.50)		3,750.00	
Dissemination Agent				1,145.87		(1,145.87)		1,250.00	
District Counsel				5,729.13		(5,729.13)		6,250.00	
Audit				1,375.00		(1,375.00)		1,500.00	
Travel and Per Diem				114.62		(114.62)		125.00	
Telephone				45.87		(45.87)		50.00	
Postage & Shipping				68.75		(68.75)		75.00	
Copies				114.62		(114.62)		125.00	
Legal Advertising				1,833.37		(1,833.37)		2,000.00	
Bank Fees				57.31		(57.31)		62.50	
Miscellaneous				458.04		(458.04)		500.00	
Web Site Maintenance				3,208.37		(3,208.37)		3,500.00	
Dues, Licenses, and Fees		75.00		57.31		17.69		62.50	
Lake Maintenance				2,750.00		(2,750.00)		3,000.00	
Landscaping Maintenance & Material				14,895.87		(14,895.87)		16,250.00	
Total General & Administrative Expenses	$	875.00	$	44,000.00	$	(43,125.00)	$	' 48,000.00	
Total Expenses	$	875.00	$	44,000.00	$	!43, 125.00}	$	48,000.00	
Net Income (Loss)	$	6,775.00	$		$	6,775.00	$