Holly Hill Road East Community Development District

12051 Corporate Boulevard, Orlando, FL 32817; 407-382-3256 1-11ww. hollyhillroadeastcdd. com
The following is the proposed agenda for the meeting of the Board of Supervisors for the Holly Hill Road East Community Development District, scheduled to be held Wednesday, January 16, 2019 at 10:00 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@fishkind.com or (407) 382-3256. As always, the personal attendance of three (3) Board Members will be required to constitute a quorum.
If you would like to attend the Board Meeting by phone, you may do so by dialing: Phone: 1-866-546-3377	Participant Code: 964985
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]
Consideration of the Minutes of the December 19, 2018 Board of Supervisors Meeting
Business Matters
Consideration of Resolution 2019-08, Designating District Manager, Assessment Consultant, and Financial Advisor (subject to District Counsel's review)
Ratification of Agreement between the District and Pro Playgrounds for Playground Equipment Installation Services
Ratification of Payment Authorization Nos. 55 - 56
5. Review of Monthly Financials
Other Business
Staff Reports District Counsel Interim Engineer District Manager
Supervisor Requests and Audience Comments Adjournment

Holly Hill Road East Community Development District

Minutes

MINUTES OF MEETING
HOLLYHILL ROAD EAST COMMUNITYDEVELOPMENT DISTRICT BOARD OF SUPERVISORS' MEETING
Wednesday December 19, 2018 at 10:04 a.m. Offices ofCassidy Homes
346 East Central Ave.,
Winter Haven, Florida 33880
Board Members present at roll call:

Rennie Heath Andrew Rhinehart John Mazuchowski Lauren Schwenk Scott Shapiro

Board Member Board Member Board Member Board Member Board Member

(via phone)

Also, Present:

Jane Gaarlandt Kevin Plenzler Sonali Patil Roy Van Wyk
Michelle Rigoni Dennis Wood Bob Gang Patrick Marone Drew White

FIRST ORDER OF BUSINESS

Fishkind & Associates, Inc.
Fishkind & Associates, Inc.	(via phone) Fishkind & Associates, Inc.
Hopping Green & Sams, P.A. Hopping Green & Sams, P.A.
Wood & Associates, LLC	(via phone) Greenberg Traurig	(via phone) Heath Construction and Management, LLC Cassidy Group

Call to Order and Roll Call

The meeting was called to order at 10:04 a.m. Those in attendance are outlined above.

SECOND ORDER OF BUSINESS
There were no public comments at this time.

THIRD ORDER OF BUSINESS

Public Comment Period

Consideration of the Minutes of the	October	11,	2018	Special
Meeting, October 17,  2018  Board

of	Supervisors	Meeting,	and November 7, 2018 Special Meeting

The Board reviewed the Minutes of the previous meetings.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the Minutes of the October 11, 2018 Special Meeting, October 17, 2018 Board of Supervisors Meeting, and November 7, 2018 Special Meeting.

FOURTH ORDER OF BUSINESS	Consideration of Resolution 2019-
04, Ratifying the Sale of the Series 2018 Bonds

Mr. Van Wyk presented the resolution ratifying the sale of the series 2018 Bonds.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board approved Resolution 2019-04, ratifying the Sale of the Series 2018 Bonds.

FIFTH ORDER OF BUSINESS		Consideration of Amended and Restated Disclosure of Public Financing

Mr. Van Wyk stated that Florida Statutes require that the District discloses all of their public financing as a result of the 2018 Bond issuance.

On MOTION by Ms. Schwenk, seconded by Mr. Rhinehart, with all in favor, the Board approved the Amended and Restated Disclosure of Public Financing.

SIXTH ORDER OF BUSINESS		Consideration of Notice of Lien of Special Assessments, Series 2018

Mr. Van Wyk explained that the Notice of Lien of Special Assessments needs to be recorded to give notice of the imposition of assessments.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the Notice of Lien of Special Assessments, Series 2018.

SEVENTH ORDER OF BUSINESS	Consideration of Notice of
Boundary Amendment

Mr. Van Wyk explained the Notice of Boundary Amendment.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the Notice of Boundary Amendment.

EIGHTH ORDER OF BUSINESS	Presentation of Second Amended
&	Restated	Assessment Methodology (Phase 4)

Mr. Plenzler presented the Second Amended and Restated Assessment Methodology noting that the assessments were found to be reasonably and equitably allocated and that the benefit received by each of the District's property owners from the District's CIP exceeds the cost of the related assessments.

Mr. Van Wyk asked Mr. Plenzler if he based his calculations on the Second Amended and Restated Engineer's Report. Mr. Plenzler replied that is correct. Mr. Van Wyk asked if Mr. Plenzler has heard of any changes or corrections to that report. Mr. Plenzler responded that he has not heard of any changes or corrections to the Engineer's Report. Mr. Van Wyk asked if the revision that Mr. Plenzler presented is consistent with the method's and procedures of the original report. Mr. Plenzler stated that is correct.

NINTH ORDER OF BUSINESS

Mr. Van Wyk presented the resolution to the Board.

Presentation of Resolution 2019- 07, Setting a Public Hearing on the District's Intent to Use the Uniform Method of Collection for the Expansion Area

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the Resolution 2019-07, Setting a Public Hearing on the District's Intent to Use the Uniform Method of Collection for the Expansion Area.

TENTH ORDER OF BUSINESS	Presentation of Second Amended
& Restated Engineer's Report (Phase 4)
Mr. Wood presented the Second Amended & Restated Engineer's Report. Mr. Van Wyk asked if there were any material changes to the report other than the inclusion of Phase 4 and the cost estimates to Phase 4. Mr. Wood replied no. Mr. Van Wyk asked Mr. Wood if it is his opinion that the cost is reasonable for the project. Mr. Wood replies yes. Mr. Van Wyk asked if there was any reason that the District would not be able to construct the project as outlined in the report for Phase 4. Mr. Wood replied no.
ELEVENTH ORDER OF BUSINESS	Consideration of Resolution 2019-
05, Declaring Special Assessments on Expansion Area

Mr. Van Wyk explained that Resolution 2019-05 adopts the adopts the Engineer's Report as revised and the Methodology Report as revised.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved Resolutions 2019-05, Declaring Special Assessments on Expansion Area.

TWELFTH ORDER OF BUSINESS	Consideration of Resolution 2019-
06, Setting a Public Hearing on the Imposition of Special Assessments on the Expansion Area

Ms. Gaarlandt suggested that the board hold the public hearing on February 20, 2019.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved Resolution 2019-06, Setting February 20, 2019 as the Public Hearing Date on the Imposition of Special Assessments on the Expansion Area.

THIRTEENTH ORDER OF BUSINESS	Consideration
Agreement Equipment

of Navitas Lease for	Playground

Ms. Gaarlandt presented the Navitas lease Agreement for the total amount of $79,447.00 to the Board. Mr. Shapiro had previously reviewed the agreement.

On MOTION by Ms. Schwenk, seconded by Mr. Heath, with all in favor, the Board approved the Navitas Lease Agreement for Playground Equipment.

FOURTEENTH ORDER OF BUSINESS	Consideration	of
Engagement Letter Auditing Services

the	CRI for FY 2018

Ms. Gaarlandt explained that the fee is $3,000.00, which is in accordance with the original proposals that CRI provided and it is well within the budgeted amount.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board approved the CRI Engagement Letter for FY 2018 Auditing Services.

FIFTEENTH ORDER OF BUSINESS	Consideration	of	Agreement
between the District and Danielle Fence Mfg. Co. Proposal for Perimeter Fence

Ms. Gaarlandt presented the proposal from Danielle Fence for perimeter fencing. Mr. Shapiro stated that this contract might get modified to a lesser amount.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board approved the Agreement between the District and Danielle Fence Mfg. Co. Proposal for Perimeter Fence in an amount not to exceed - -

SIXTEENTH ORDER OF BUSINESS

Consideration of Assignment of Engineering Services Agreement

Mr. Van Wyk explained that Mr. Wood is setting up a new company and this agreement assigns his current contract under the current company name to the new company name. It is the same agreement with no changes. Mr. Shapiro stated that Mr. Wood will need to have his insurance company re-issue new certificates of insurance under the new name. Mr. Wood responded that he will do so.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board approved Assignment of the Engineering Services Agreement.

SEVENTEENTH ORDER OF BUSINESS	Ratification	of	Henkelman
Construction, Inc. - Change Order No. 1 - Addition of Bond to Amenity Center Contract

Mr. Shapiro explained that this Change Order is for the additional cost of the Surety Bond requirement that the District has for payment of performance bonds.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board ratified Benkelman Construction, Inc. - Change Order No. 1 - Addition of Bond to Amenity Center Contract.

EIGHTEENTH ORDER OF BUSINESS	Ratification of Tucker paving Inc.
- Change Order No. 18-978 - Lift Station
Ms. Gaarlandt presented Change Order 18-978 to the Board.

On MOTION by Mr. Heath, seconded by Ms. Schwenk, with all in favor, the Board ratified Tucker paving Inc. - Change Order No. 18-978 - Lift Station

NINTEENTH ORDER OF BUSINESS	Ratification	of	Payment
Authorization Nos. 45 - 54

Ms. Gaarlandt stated that these have been previously approved and just need to be ratified by the Board.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board ratified Payment Authorization Nos. 45 - 54.

TWENTIETH ORDER OF BUSINESS	Review of Monthly Financials

Ms. Gaarlandt presented the monthly financials to the Board. There was no action required by the Board.

TWENTY-FIRST ORDER OF BUSINESS	Staff Reports
District Counsel -	No Report
District Engineer - Mr. Wood stated that he had a call this week about Citrus Isle. One of the sprinklers had broken on the big slope where the District installed trees and there was a washout on the slope. The person who reported it to him was supposed to send him pictures but he never received the pictures. He stated he will be in the area tomorrow and he will look at it.

Ms. Schwenk stated that CAS does sprinkler repairs and she will find out from Phillip.
District Manager -	No Report

TWENTY-SECOND ORDER OF BUSINESS	Supervisor Requests and Audience
Comments

There were no Supervisor requests or Audience comments.

TWENTY-THIRD ORDER OF BUSINESS	Adjournment

There were no other questions or comments. Mr. Van Wyk requested a motion to adjourn.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Board adjourned the December 19, 2018 Board of Supervisors meeting for Holly Hill Road East.

Secretary / Assistant Secretary	Chaiiman / Vice Chai1man

Holly Hill Road East Community Development District

Resolution 2019-08
(subject to District Counsel's review)

RESOLUTION 2019-08
A RESOLUTION DESIGNATING FISHKIND & ASSOCIATES, INC., AS DISTRICT MANAGER OF AND ASSESSMENT CONSULTANT FOR AND FINANCIAL ADVISOR TO THE HOLLY HILL ROAD EAST COMMUNITY	DEVELOPMENT	DISTRICT, AUTHORIZING COMPENSATION, 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 189, Florida Statutes, being situated in the City of Davenport, Polk County, Florida; and
WHEREAS, the Board of Supervisors ("Board") of the District has previously appointed Fishkind & Associates, Inc. as District Manager and Assessment Consultant (hereinafter, collectively, the "District Manager") and Financial Advisor; and
WHEREAS, the Board of Supervisors and Fishkind & Associates, Inc. desire to enter into a revised District Management Agreement and Financial Advisor Agreement (collectively, the "Fishkind Agreement"), which shall be dated effective as of the date of this Resolution, the form(s) of which are attached hereto as Exhibit A; and
WHEREAS, pursuant to the terms of the Fishkind Agreement, Fishkind & Associates, Inc. may, upon notice to the District, assign its rights and obligations under such agreement to any subsidiary, affiliate, or successor in connection with the sale of all or substantially all of Fishkind & Associates, Inc.'s assets; and
WHEREAS, Fishkind & Associates, Inc. has recently  advised  the Board of Supervisors of the District of its intent to enter into a proposed transaction (the "Transaction") with PFM Financial Advisors LLC or PFM Consulting Services, LLC or its affiliate(s) (collectively, "PFM") whereby Fishkind will sell all or substantially all of its assets to PFM; and
WHEREAS, in connection with the Transaction and pursuant to the Fishkind Agreement, Fishkind & Associates, Inc. desires to assign it rights and obligations as District Manager and Financial Advisor under the Fishkind Agreement to PFM upon and after the date the Transaction is consummated, and the Board is amenable to such assignment upon the consummation of the Transaction.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT:
Fishkind & Associates, Inc. has previously been appointed the District Manager and Financial Advisor to the District.

Fishkind & Associates, Inc., shall be compensated for services in such capacity in the manner prescribed set forth in the Fishkind Agreement attached hereto as Exhibit A, which agreement is approved as to form and substance. Upon execution of the Fishkind Agreement(s) attached hereto as Exhibit A, all prior agreements relating to the services contemplated in the Fishkind Agreement attached hereto as Exhibit A are hereby rescinded by the parties and shall be of no further force and effect.
The assignment by Fishkind & Associates, Inc. of all of its rights and obligations as District Manager and Financial Advisor under the Fishkind Agreement to PFM is approved by the Board in connection with, and shall become effective upon, consummation of the Transaction referenced hereinabove.
This Resolution shall become effective immediately upon its adoption.
Adopted this 16th day of January, 2019.

ATTEST:

Secretary

Exhibit A: Fishkind Agreements

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

Chairperson/Vice Chairperson

2

Exhibit A: Fishkind Agreements

DISTRICT MANAGEMENT AND ASSESSMENT CONSULTANT AGREEMENT
This District Management Agreement (this "Agreement"), made and entered into this 16th day of January, 2019 (the "Effective Date") by and between Holly Hill Road East Community Development District ("DISTRICT") and Fishkind & Associates, Inc. (hereinafter called the "MANAGER") sets forth the terms and conditions under which MANAGER shall provide services.
WHEREAS, the DISTRICT desires to obtain the services of a MANAGER to provide District Management Services; and
WHEREAS, MANAGER is capable of providing the necessary services.
NOW, THEREFORE, in consideration of the above mentioned premises and intending to be legally bound hereby, the DISTRICT and MANAGER agree as follows:
SCOPE OF SERVICES
MANAGER shall provide District Management Services as set forth in Exhibit A to this Agreement. Any material changes in or additions to the scope of services described in Exhibit A shall be promptly reflected in a written supplement or amendment to this Agreement. Services provided by MANAGER which are not specifically referenced in the scope  of services set forth in Exhibit A of this Agreement shall be completed as agreed in writing in advance between the DISTRICT and MANAGER. Upon request of DISTRICT, MANAGER or an affiliate of MANAGER may agree to additional services to be provided by MANAGER or an affiliate of MANAGER, by a separate agreement between the DISTRICT and MANAGER or its respective affiliate.
WORK SCHEDULE
The services of MANAGER are to commence as soon as practicable after the  execution  of this Agreement and a request by the DISTRICT for such service.
COMPENSATION
For the services provided under this Agreement, MANAGER's professional fees shall be paid as provided in Exhibit B to this Agreement and DISTRICT shall pay expenses and fees for other services not set fo1ih in Exhibit A as provided below.
Reimbursable Expenses
In addition to fees for services, MANAGER will be reimbursed  for  necessary, reasonable, and documented out-of-pocket expenses incuned, including travel, meals, lodging, telephone, mail, and other ordinary cost and any actual extraordinary cost for graphics, printing, data processing and computer time which are incuned by MANAGER only as authorized by the DISTRICT's approved budget. Documentation of such expenses will be provided to the DISTRICT upon request.
Re,·..12.3.2018	1

Other Services
Any services which are not included in the scope of services set forth in Exhibit A of this Agreement will be subject to separate, mutually acceptable fee structures.
TERM AND TERMINATION
This Agreement shall be effective from the Effective Date and shall continue until terminated by either party as provided herein. The DISTRICT has the right to terminate this Agreement for "good cause" which shall include misfeasance, malfeasance, nonfeasance or dereliction of duties by the MANAGER which, in each case, the MANAGER fails to cure within 10 days of notice thereof. Termination for "good cause" shall be effected immediately by provision of written notice to MANAGER. Either party hereto shall have the right to terminate this Agreement, at any time and for any reason whatsoever, upon (i) the DISTRICT providing to the MANAGER a minimum of thirty (30) days advance written notice of its intention to terminate or (ii) the MANAGER providing to the DISTRICT a minimum of sixty (60) days advance written notice of its intention to terminate. All notices shall be mailed to the person and address specified for use in the giving of notice, in paragraph 10, hereof. Should the relationship be terminated, MANAGER will be paid for all services performed and costs and expenses incurred up to the termination date.
ASSIGNMENT
Neither party may assign this Agreement or its rights or obligations hereunder without the prior written consent of the other; provided, however, that MANAGER may, upon notice to the DISTRICT, assign MANAGER's rights and obligations under this Agreement to any subsidiary or affiliate of MANAGER or a successor of MANAGER in connection with the sale of all or substantially all of MANAGER's assets. Subject to the foregoing, this Agreement shall be binding on the paiiies hereto and their respective successors and assigns.
OWNERSHIP OF INFORMATION, REPORTS, AND DATA
All information, data, reports, and records in the possession of the DISTRICT or any third party necessary for can-ying out any services to be perfo1med under this Agreement ("Data") shall be furnished to MANAGER and the DISTRICT shall, and shall cause its agent(s) to, cooperate with MANAGER in its conduct of reasonable due diligence in performing the services, including with respect to the facts that are necessary in its recommendation(s) to the DISTRICT in connection with a transaction or financial product and/or relevant to a DISTRICT's determination whether to proceed with a course of action. To the extent DISTRICT requests that MANAGER provide advice with regard to any recommendation made by a third paiiy, DISTRICT will provide to MANAGER written direction to do so as well as any Data it has received from such third party relating to its recommendation. DISTRICT acknowledges and agrees that while MANAGER is relying on the Data in connection with its provision of the services under this Agreement, MANAGER makes no representation with respect to and shall not be responsible for the accuracy or completeness of such Data.
NOTICES

Rev..12.3.2018 	2

All notices given under this Agreement shall be in writing, sent by registered United States mail, with return receipt requested, addressed to the paiiy for whom it is intended, at the designated below. The paiiies designate the following as the respective places for giving notice, to-wit:

DISTRICT:
Holly Hill Road East Community Development Disttict 12051 Cotpotate Boulevatd
Otlando, Florida 32801 Attention: District Managet

With A Copy To:

Hopping Gteen & Sams, PA 119 S. Moruoe Street, Suite 300
Tallahassee, Flotida 32301 Attention: Roy Van Wyk

MANAGER:

Fishkind & Associates, Inc. 12051 Cotpotate Boulevatd
Otlando, FL 32801
Attention: Hank Fishkind, Ptesident

TITLE TRANSFER
All materials, except functioning or dynamic financial models, prepared by MANAGER pursuant exclusively to this Agreement shall be the prope1iy of the DISTRJCT. Subject to the foregoing exception, upon termination of this Agreement, at DISTRJCT's reasonable request no later than three (3) years after the termination of this Agreement MANAGER shall deliver to the DISTRJCT copies of any and all materials or documents prepared, kept or maintained in accordance with this Agreement.
MANAGER'S REPRESENTATIVES
Assignment of Named Individuals
The professional employees of MANAGER set fmih below will provide the services set fmih in this Agreement; provided that MANAGER may, from time to time, supplement or otherwise amend the team members set forth below.

Jane Gaarlandt
Sonali Patil
Changes in Staff Requested by the DISTRJCT

Rev. .12.3 .2018	3

The DISTRICT has the right to request, for any reason, MANAGER to replace any member of the MANAGER staff. Should the DISTRICT make such a request, MANAGER shall promptly suggest a substitute for approval by the DISTRICT.

INSURANCE
MANAGER shall maintain insurance coverage with policy limits not less than as stated in Exhibit C.

XIII.	GENERAL PROVISIONS
1. MANAGER Not to Paiiicipate as Underwriter
The MANAGER is precluded from being an underwriter of any debt obligations issued by the DISTRICT and shall not mai·ket or otherwise be responsible for the initial offering of the issuance of any of the DISTRICT's debt obligations.
Limitation of Liability
Except to the extent caused by willful misconduct, bad faith, gross negligence or reckless disregard of obligations or duties under this Agreement on the part of MANAGER or any of its associated persons, neither MANAGER nor any of its associated persons shall have liability to any person for (i) any act or omission in connection with the performance of its services hereunder, (ii) any error of judgment or mistake of law, or (iii) any loss ai·ising out of or any financial or other damages resulting from DISTRICT's election to act or not to act, as the case may be, contrary to or, absent negligence on the paii of MANAGER or any of its associated persons, upon any advice or recommendation provided by MANAGER to DISTRICT.
Disclaimer of MANAGER
The DISTRICT acknowledges that the MANAGER is not an attorney and may not render legal advice or opinions. Although the MANAGER may participate in accumulating information necessary for documents required by the DISTRICT to finalize any particular financing, such information shall be verified by the DISTRICT as to its correctness; provided, however, that the DISTRICT shall not be required to verify the correctness of any information originated by the MANAGER or the correctness of any information originated by the MANAGER which the MANAGER has used to formulate its opinions and advice given to the DISTRICT.
Attorney Fees and Governing Law
MANAGER and the DISTRICT agree that, should a disagreement arise as to the terms or enforcement of any provision of this Agreement, each party will in good faith attempt to resolve said disagreement prior to pursuing other action. This Agreement shall be construed, enforced, and administered in accordance with the laws of the State of Florida. In the event either party is required to take any action to enforce this Agreement, the substantially prevailing party shall be entitled to attorney's fees and costs, including fees and costs incurred in determining entitlement to and reasonableness of such fees and costs.

Rev..12.3.2018	4

Time of the Essence
The DISTRICT and the MANAGER agree that time is of the essence and that the services of the MANAGER shall be performed expeditiously.
Entire Agreement
This Agreement represents the entire agreement between DISTRICT and MANAGER for District Management Services contemplated hereby and supersedes all prior agreements, contracts, arrangements, or communications between the parties with respect to the subject matter addressed herein, whether oral or written. This Agreement may not be amended or modified except in writing signed by both pmiies. For the sake of  clarity,  any  separate  agreement between DISTRICT and MANAGER or any affiliate of MANAGER shall not in any way be deemed an amendment or modification of this Agreement. The invalidity in whole or in pmi of any provision of this Agreement shall not void or affect the validity of any  other provision.
Authority to Execute and Counterparts
Each party to this Agreement represents, warrants, and covenants to the other that the person or persons signing this Agreement on behalf of such pmiy is authorized and empowered to sign and deliver this Agreement for such party, that such pmiy has the lawful authority to enter into this relationship, and that the governing or managing body of each party has approved this relationship and has similm·ly authorized the execution of this Agreement. This Agreement may be signed in any number of counterparts, each of which shall be an original and all of which when taken together shall constitute one and the same document.
Public Records Disclosure
MANAGER understands and agrees that all documents of any kind provided to the DISTRICT in connection with this Agreement may be public records, and, accordingly, MANAGER agrees to comply with all applicable provisions of Florida law in handling such records, including but not limited to Section 119.0701, Florida Statutes. Consultant acknowledges that the designated public records custodian for the DISTRICT is Fishkind & Associates, Inc. ("Public Records Custodian"). Among other requirements and to the extent applicable by law, the MANAGER shall 1) keep and maintain public records required by the DISTRICT to perf01m the service; 2) upon request by the Public Records Custodian, provide the DISTRICT with the requested public records or allow the records to be inspected or copied within a reasonable time period at a cost  that does not exceed the cost provided in Chapter 119, Florida Statutes; 3) ensure that public records which are exempt or confidential, and exempt from public records disclosure requirements, are not disclosed except as authorized by law for the duration of the Agreement term and following the Agreement term if the MANAGER does not transfer the records to the Public Records Custodian of the DISTRICT; and 4) upon completion of the Agreement, transfer to the DISTRICT, at no cost, all public records in MANAGER's possession or, alternatively, keep, maintain and meet all applicable requirements for retaining public records pursuant to Florida laws. When such public records are transferred by the MANAGER, the MANAGER shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the DISTRICT in a f01mat that is compatible with Microsoft Word or Adobe PDF f01mats.
Rev. . 12.3.2018	5

IF THE MANAGER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS, FISHKIND & ASSOCIATES, INC., AT 407-382-3256, 12051 CORPORATE BLVD., ORLANDO, FLORIDA 32817.
Independent Contractor
MANAGER, its employees, officers and representatives at all times shall be independent contractors and shall not be deemed to be employees, agents, pminers, servants and/or joint venturers of DISTRICT by vi1iue of this Agreement or any actions or services rendered under this Agreement. Nothing in this Agreement is intended or shall be construed to give any person, other than the Parties hereto, their successors and permitted assigns, any legal or equitable rights, remedy or claim under or in respect of this Agreement or any provisions contained herein. In no event will MANAGER be liable for any act or omission of any third party or for any circumstances beyond MANAGER's reasonable control including, but not limited to, fire, flood, or other natural disaster, war, riot, strike, act of terrorism, act of civil or military authority, software and/or equipment failure, computer virus, or failure or interruption of electrical, telecommunications or other utility services.
In witness whereof, the parties hereto have executed this Agreement, in duplicate, as of the Effective Date above written.

Board of Supervisors:

Holly Hill Road East Community Development District Sign _	 	

Print Name --	------	-	-

Fishkind & Associates, Inc.

Hank Fishkind, Ph.D., President

Rev. .12 .3.2018	6

EXHIBIT A SCOPE OF SERVICES
General Management Services
General Consultation, Meetings, and DISTRICT Representation
The Manager shall organize the DISTRICT meetings. This includes, but is not limited to, providing the agenda and Board packages, scheduling, notification, publication and related matters. The service to be provided shall also include, but not be limited to planning, scheduling, production and quality control, coordination, and administration of various professional service elements.
The manager shall prepare and submit to the DISTRICT's Board of Supervisors a proposed annual budget and administer the adopted budget of the DISTRICT.
As the DISTRICT's Manager, we will consult with the DISTRICT Board of Supervisors and its designated representatives, and when necessary, participate in such meetings, discussions, project site visits, workshops, and hearings as may pertain to the administration, accomplishment and fulfillment of the professional services with regard to the projects and general interest of the DISTRICT.
The Manager shall consult with and advise the DISTRICT on matters related to the operation and maintenance of the DISTRICT and assist the DISTRICT to ensure compliance with all statutes and applicable law affecting the DISTRICT. The Manager will maintain the DISTRICT's website in compliance with applicable law and ensure an e-mail system is in place which provides a separate "CDD e-mail address" for all Board members with an archiving system which will allow the Manager to respond to public records requests and maintain e-mails in compliance with applicable records retention law.
Accounting Services
The Manager shall define and implement an integrated management reporting system which will allow the DISTRICT to represent fairly and with full disclosure the financial position of the DISTRICT. Monthly financial statements will be provided in addition to a year-end audited financial statement to be prepared by a certified public accounting firm selected by the DISTRICT. These services will be coordinated with the DISTRICT's auditors to assure  a  smooth and efficient audit of the DISTRICT's books.

Minutes and Records
The Manager shall define and implement a system of record management for the DISTRICT, including a concise and accurate record of the official actions of the Board of Supervisors and any appointed boards or committees, and shall oversee the maintenance and disclosure of DISTRICT's records pursuant to Florida law.

Rev..12.3 .2018 	7

Annual Assessments, Lien Book Maintenance and Dissemination Agent
The Manager will maintain the tax roll for the DISTRICT and coordinate and report to the Tax Assessor and Tax Collector for the jurisdiction in which the DISTRICT exists.
The Manager will administer the DISTRICT's assessment methodology during platting and maintain the DISTRICT's lien book and release of liens at closings.
The Manager will provide continuing disclosure filing coordination and assistance for DISTRICT debt issues on EMMA as required by the MSRB and other regulatory agencies.

Assessment Consulting Services
The Manager shall f01mulate the DISTRICT's special assessment methodology or similar security for debt issuance in consultation with the DISTRICT's counsel, consulting engineer, bond counsel, and other consultants and professionals, including the preparation of an assessment methodology repo1i.

Rev..1 2 .3.2018 	8

EXHIBIT B COMPENSATION FOR SERVICES

Type of District	Management		
Inactive Developer Control Resident Control	$5,000 
$20,000 
$60, 000		
Website	Set Up	Annual	
Minimum	$2 ,000	$1 ,000	
Standard	$3, 000	$2, 900	
Deluxe	$5, 000	$5,000	
Lien Book, Tax Roll, and	Amount		
Base Fee	$5, 000		
Fee per debt issue	$7,500		
Assessment Methodology
P reparation and Assessment Consulting Services		Fee to be negotiated per debt issuance	

The table below outlines the minimum management fees. The fees depend upon the type of district, the website selected, and the number of debt issues outstanding for the DISTRICT. Fees are reviewed and adjusted annually pursuant to the DISTRICT' s budget process. Our fees include the provision of the services described in Exhibit A, as well as the reimbursable expenses set f01th in Section III(l). 

Fee

Continuing Disclosu re Services

Rev. .12.3.2018	9

EXHIBIT C INSURANCE

MANAGER shall provide and maintain the following levels of insurance coverage at all times subsequent to the execution of this Agreement:
Worker's Compensation insurance to cover full liability under worker's compensation laws in effect in Florida.
General Liability insurance with limit of one million dollars ($1,000,000.00) per each occurrence.
Professional Liability insurance with limit of one million dollars ($1,000,000.00) per each occunence. Claims-made policies shall have at least a three-year reporting period.
Employment Practices Liability insurance with limit of two million dollars ($2,000,000.00) per each occurrence.
Commercial Crime insurance with limit of two million dollars ($2,000,000.00) per each occurrence.
Comprehensive Automobile Liability insurance for all hired and non-owned vehicles used by the Consultant's staffwith a combined single limit of one million dollars ($ 1,000,000.00).
The DISTRICT (and its staff, consultants, and supervisors as applicable) will be listed as additional insureds on the General Liability and Automobile insurance policies described above. The DISTRICT (and its staff, consultants, and supervisors as applicable) will be listed as a joint loss payee on the Commercial Crime insurance. None of the policies above may be canceled during the term of this Agreement (or otherwise cause the DISTRICT to not be named as an additional insured or joint loss payee where applicable) without sixty (60) days written notice to the DISTRICT. MANAGER will furnish the DISTRICT with a Certificate of Insurance evidencing compliance with this section prior to Agreement commencement and upon request.

Rev..12.3.2 018 	10 

FINANCIAL ADVISORY AGREEMENT

This agreement ("Agreement"), made and entered into this 16th day of January, 2019, (the "Effective Date") by and between Holly Hill Road East Community Development District ("DISTRICT") and Fishkind & Associates, Inc. (hereinafter called "FA"), sets forth the terms and conditions under which FA shall provide services.
WHEREAS, the DISTRICT desires to obtain the services of a financial advisor  to develop and assist in implementing the DISTRICT's strategies to meet its cunent and long-term operations, financial obligations, capital financing needs and render assistance in respect to debt transactions; and
WHEREAS, FA is capable of providing the necessary financial advisory services.
NOW, THEREFORE, in consideration of the above mentioned premises and intending to be legally bound hereby, DISTRICT and FA agree as follows:
SCOPE OF SERVICES
FA shall provide, upon request of the DISTRICT, services related to financial planning, budget and strategic advice and planning, policy development and services related to debt issuance, as applicable and set forth in Exhibit A to this Agreement. DISTRICT acknowledges and agrees that most tasks requested by DISTRICT will not require all services provided for in Exhibit A and as such the specific scope of services for such task shall be limited to just those services required to complete the task. Any material changes in or additions to the scope of services described in Exhibit A shall be promptly reflected in a written supplement or amendment to this Agreement. Services provided by FA which are not specifically referenced in the scope of services set forth in Exhibit A of this Agreement shall be completed as agreed in writing in advance between the DISTRICT and FA.
WORK SCHEDULE
The services of FA are to commence as soon as practicable after the execution of this Agreement and a request by the DISTRICT for such service.
REGISTERED MUNICIPAL ADVISOR; REQUIRED DISCLOSURES
FA is a registered municipal advisor with the Securities and Exchange Commission (the "SEC") and the Municipal Securities Rulemaking Board (the "MSRB"), pursuant to the Securities Exchange Act of 1934 Rule 15Bal -2. If DISTRICT has designated FA as  its independent registered municipal advisor  ("IRMA") for purposes of  SEC Rule  15Bal­    l (d)(3)(vi) (the "IRMA exemption"), then services provided pursuant to such designation shall be the services described in Exhibit A hereto, subject to any limitations provided herein. FA shall not be responsible for, or have any liability in connection with, verifying that FA is independent from any other party seeking to rely on the IRMA exemption (as such independent status is required pursuant to the IRMA exemption, as interpreted from time to time by the SEC). DISTRICT acknowledges and agrees that any reference to FA, its personnel and its role as

IRMA, including in the written representation of DISTRICT required under  SEC Rule  15Bal­ l (d)(3)(vi)(B) shall be subject to prior approval by FA. DISTRICT further agrees not to represent that FA is DISTRICT's IRMA with respect to any aspect of a municipal securities issuance or municipal financial product, outside of the scope of services without FA's prior written consent.
MSRB Rules require that municipal advisors make written disclosures to their DISTRICTs of all material conflicts of interest, certain legal or disciplinary events and certain regulatory requirements. Such disclosures are provided in FA's Disclosure Statement delivered to DISTRICT together with this Agreement.
FINANCIAL ADVISORY COMPENSATION
For the services provided under this Agreement, FA's professional fees shall be paid as provided in Exhibit B to this Agreement and DISTRICT shall pay expenses and fees for other services not set forth in Exhibit A as provided below.
Reimbursable Expenses
In addition to fees for services, FA will be reimbursed for necessary, reasonable, and documented out-of-pocket expenses incurred, including travel, meals, lodging, telephone, mail, and other ordinary cost and any actual extraordinary cost for graphics, printing, data processing and computer time which are incurred by FA subject to the limitations of Chapter 112.061, F.S. Upon request of DISTRICT, documentation of such expenses will be provided.
Other Services
Any services which are not included in the scope of services set forth in Exhibit A of this Agreement will be subject to separate, mutually acceptable fee structures.
TERMS AND TERMINATION
This Agreement shall be effective as of the Effective Date until January 16, 2020 (the "Initial Te1m") and shall automatically renew for additional one (1) year periods (each a "Renewal Term" and together with the Initial Term, the "Term"), unless terminated in writing by either party upon thirty (30) days written notice to the other party without cause, or immediately upon written notice for good cause. For purposes of this Agreement, the term "good cause" shall include misfeasance, malfeasance, nonfeasance or dereliction of duties by FA which,  in each  case, FA fails to cure within 10 days of notice thereof. Upon such termination, FA will be paid for all services performed and costs and expenses incurred up to the termination date.
ASSIGNMENT
Neither party may assign this Agreement or its rights or obligations hereunder without the prior written consent of the other party ; provided that upon notice to DISTRICT, (i) FA may assign this Agreement or any interests hereunder to a municipal advisor entity registered with the SEC that directly or indirectly controls, is controlled by, or is under common control with, FA, or
to any subsidiary or affiliate of FA or a successor of FA in connection with the sale of all or

Rev. 3 1.10.2018	-2 

substantially all of FA's assets. Subject to the foregoing, this Agreement shall be binding on the paiiies hereto and their respective successors and assigns.
INFORMATION TO BE FURNISHED TO FA
All info1mation, data, repo1is, and records in the possession of the DISTRICT or any third party necessary for carrying out any services to be performed under this Agreement ("Data") shall be fumished to FA and the DISTRICT shall, and shall cause its agent(s) to, cooperate with FA in its conduct of reasonable due diligence in performing the services,  including with respect to the facts that are necessary in its recommendation(s) to the DISTRICT in connection with a municipal securities transaction or municipal financial product and/or relevant to the DISTRICT's determination whether to proceed with a course of action. To the extent DISTRICT requests that FA provide advice with regard to any recommendation made by a third party, DISTRICT will provide to FA written direction to do so as well as any Data it has received from such third party relating to its recommendation. DISTRICT acknowledges and agrees that while FA is relying on the Data in connection with its provision of the services under this Agreement, FA makes no representation with respect to and shall not be responsible for the accuracy or completeness of such Data.
NOTICES
All notices given under this Agreement shall be in writing, sent by registered United States mail, with return receipt requested, addressed to the party for whom it is intended, at the designated below. The parties designate the following as the respective places for giving notice,  to wit:

DISTRICT:
Holly Hill Road East Community Development District 12051 Corporate Boulevard
Orlando, Florida 32801 Attention: District Manager
FA:

Fishkind & Associates, Inc. 12051 Corporate Boulevard
Orlando, FL 32801
Attention: Hank Fishkind, President
Copy To:

Hopping Green & Sams, PA
119 S. Monroe Street, Suite 300
Tallahassee, Florida 32301 Attention: Ron Van Wyk

Rev. 3 1.10.2018	- 3 -

TITLE TRANSFER
All materials, except functioning or dynamic financial models, prepared by FA pursuant exclusively to this Agreement shall be the property of the DISTRICT. Subject to the exception described above, upon te1mination of this Agreement, at DISTRICT's reasonable request no later than three (3) years after the termination of this Agreement FA shall deliver to the DISTRICT copies of any materials or documents pertaining to or prepared in accordance with this Agreement.
FA'S REPRESENTATIVES
Assignment of Named Individuals
Professional employees of FA will provide the services set forth in  this Agreement and FA may, from time to time, supplement or otherwise amend the team members. The individual listed below shall be the engagement manager for this Agreement.
Hank Fishkind
Kevin Plenzler
Changes in Staff Requested by the DISTRICT
The DISTRICT has the right to request, for any reason, FA to replace any member of the advisory team. Should the DISTRICT make such a request, FA shall promptly suggest a substitute for approval by the DISTRICT.
INSURANCE
FA shall maintain insurance coverage with policy limits not less than as stated in Exhibit
C.
LIMITATION OF LIABILITY
Except to the extent caused by willful misconduct, bad faith, gross negligence or reckless
disregard of obligations or duties under this Agreement on the part of FA or any of its associated persons, neither FA nor any of its associated persons shall have liability to any person for (i) any act or omission in connection with the performance of its services hereunder; (ii) any error of judgment or mistake of law; (iii) any loss arising out of any issuance of municipal securities, any municipal financial product or any other financial product, or (iv) any financial or other damages resulting from DISTRICT's election to act, or not to act, contrary to or upon any advice or recommendation provided by FA to DISTRICT.
INDEPENDENT CONTRACTOR;  NO THIRD-PARTY BENEFICIARY
FA, its employees, officers and representatives at all times shall be independent contractors and shall not be deemed to be employees, agents, partners, servants and/or joint venturers of DISTRICT by virtue of this Agreement or any actions or services rendered under this Agreement. Nothing in this Agreement is intended or shall be construed to give any person,

Rev. 31.10.2018	-4 

other than the Parties hereto, their successors and permitted assigns, any legal or equitable rights, remedy or claim under or in respect of this Agreement or any provisions contained herein. In no event will FA be liable for any act or omission of any third party or for any  circumstances beyond FA's reasonable control including, but not limited to, fire, flood, or other natural disaster, war, riot, strike, act of ten-orism, act of civil or military authority, software and/or equipment failure, computer virus, or failure or inten-uption of electrical, telecommunications or other utility services.
APPLICABLE LAW
This Agreement shall be construed, enforced, and administered according to the laws of the State of Florida. FA and the DISTRICT agree that, should a disagreement arise as to the terms or enforcement of any provision of this Agreement, each party will in good faith attempt to resolve said disagreement prior to pursuing other action.
ENTIRE AGREEMENT; SEVERABILITY
This Agreement represents the entire agreement between DISTRICT and FA and may not be amended or modified except in writing signed by both parties. For the sake of clarity, any separate agreement between DISTRICT and an affiliate of FA shall not in any way be deemed an amendment or modification of this Agreement. This Agreement supersedes all prior agreements, contracts, arrangements, or communications between the parties with respect to the subject matter addressed herein, whether oral or written. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision.
EXECUTION; COUNTERPARTS
Each party to this Agreement represents and warrants that the person or persons signing this Agreement on behalf of such paiiy is authorized and empowered to sign and deliver this Agreement for such party. This Agreement may be signed in any number of counterparts,  each of which shall be an original and all of which when taken together shall constitute one and the same document.

PUBLIC RECORDS DISCLOSURE.
FA understands and agrees that all documents of any kind provided to the DISTRICT in connection with this Agreement may be public records, and, accordingly, FA agrees to comply with all applicable provisions of Florida law in handling such records, including but not limited to Section 119.0701, Florida Statutes. Consultant acknowledges that the designated public records custodian for the DISTRICT is Fishkind & Associates, Inc. ("Public Records Custodian"). Among other requirements and to the extent applicable by law, the  FA shall  1) keep and maintain public records required by the DISTRICT to perform the service; 2) upon request by the Public Records Custodian, provide the DISTRICT with the requested public records or allow the records to be inspected or copied within a reasonable time period at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes; 3) ensure that public records which are exempt or confidential, and exempt from public records disclosure requirements, are not disclosed except as authorized by law for the duration of the Agreement

Rev. 31.10.2018	5

te1m and following the Agreement te1m if the FA does not transfer the records to the Public Records Custodian of the DISTRICT; and 4) upon completion of the Agreement, transfer to the DISTRICT, at no cost, all public records in FA's possession or, alternatively, keep, maintain and meet all applicable requirements for retaining public records pursuant to Florida laws. When such public records are transfe1Ted by the FA, the FA shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the DISTRICT in a format that is compatible with Microsoft Word or Adobe PDF formats.
IF THE FA HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119 , FLORIDA STATUTES, TO THE FA'S DUTY  TO  PROVIDE  PUBLIC  RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN  OF  PUBLIC RECORDS, FISHKIND  &  ASSOCIATES,  INC.,  AT  407-382-3256,  12051 CORPORATE BLVD., ORLANDO, FLORIDA 32817. 

[Signature Page Follows]

Rev. 3 1.10.2018	- 6 -

IN WITNESS THEREOF, the DISTRICT and FA have executed this Agreement as of the day and year herein above written.

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT DISTRICT

By:		­ Name:----------
Title: -----------

Date:	-	--------	-

FA

By:   	
Name: -	------	-
Title: President
Date: ----------	--

Rev. 3 1.10.2 018	- 7 -

EXHIBIT A SCOPE OF SERVICES

Services related to the Financial Planning and Policy Development upon request of the DISTRICT:
Assist with the formulation of the DISTRICT's special assessment methodology or similar security for debt issuance in consultation with the DISTRICT's counsel, consulting engineer, bond counsel, and other consultants and professionals; notwithstanding the foregoing, these services shall not include the preparation of an assessment methodology report.
Assist the DISTRICT in the formulation of Financial and Debt Policies and Administrative Procedures.

•

•
•
•

•

•

Rev. 31.10.2018 

Review current debt structure, identifying strengths and weaknesses of structure so that future debt issues can be designed to maximize ability to finance future capital needs. This will include, but not be limited to, reviewing existing debt for the possibility of refunding that debt to provide the DISTRICT with savings.
Analyze future debt capacity to determine the DISTRICT's ability to raise future debt capital.
Assist the DISTRICT in the development of the DISTRICT's Capital Improvement Program by identifying sources of capital funding.
Assist the DISTRICT with the development of the DISTRICT's financial planning efforts and process by assessing capital needs, identifying potential revenue sources, analyze financing alternatives such as pay-as-you-go, lease/purchasing, short-term vs. long-term financings, assessments, user fees, impact fees, developer contributions, public/private projects, and grants and provide analysis of each alternative as required as to the budgetary and financial impact.
Review the reports of accountants, independent engineers and other project feasibility consultants to ensure that such studies adequately address technical, economic, and financial risk factors affecting the marketability of any proposed revenue debt issues; provide bond market assumptions necessary for financial projections included in these studies; attend all relevant working sessions regarding the preparations, review and completion of such independent studies; and provide written comments and recommendations regarding assumptions, analytic methods, and conclusions contained therein.
Develop, manage and maintain computer models for long-term capital planning which provide for inputs regarding levels of non-ad valorem special assessment and other revenues growth rates by revenue and expenditure item, timing, magnitude and cost of debt issuance, and project operating and capital balances,

- 8 -

selected operating and debt ratios and other financial performance measures as may be determined by the DISTRICT.
Conduct strategic modeling and planning and related consulting.
Attend meetings with DISTRICT's staff, consultants and other professionals and the DISTRICT.
Undertake financial planning and policy development assignments made by the DISTRICT regarding financings, and financial policy including budget, tax, cash management issues and related fiscal policy and programs.
Assist the DISTRICT in preparing financial presentations for public hearings and/ or referendums.
Provide special financial services as requested by the DISTRICT.
Services Related to Debt Transactions (Includes short term financings, notes, loans, letters of credit, line of credit and bonds); provided that if the transaction is competitive, the services of the financial advisor will reflect that process. Upon the request of the DISTRICT:
Analyze financial and economic factors to determine if the issuance of bonds is appropriate.
Develop a financing plan in concert with DISTRICT's staff which would include recommendations as to the timing and number of series of bonds to be issued.
Assist the DISTRICT by recommending the best method of sale, either as a negotiated sale, private placement or a public sale. In a public sale, make recommendation as to the dete1mination of the best bid. In the event of a negotiated sale, assist in the solicitation, review and evaluation of any investment banking proposals, and provide advice and information necessary to aid in such selection.

•
•
•
•
•

Rev. 3 1.10.2018

Advise as to the various financing alternatives available to the DISTRICT.
Develop alternatives related to debt transaction including evaluation of revenues available, maturity schedule and cash flow requirements.
Evaluate benefits of bond insurance and/or security insurance for debt reserve fund.
If appropriate, develop credit rating presentation and coordinate with the DISTRICT the overall presentation to rating agencies.
Review underwriter's proposals and submit a written analysis of same to the DISTRICT.

- 9 -

Assist the DISTRICT in the procurement of other services relating to debt issuance such as printing, paying agent, registrar, etc.
Identify key bond  covenant  features and advise as to the financial consequences of provisions to be included in bond indentures, resolutions or other governing documents regarding security, creation of reserve funds, flow of funds, redemption provisions, additional parity debt tests, etc.; review and comment on successive drafts of bond governing documents.
Review the requirements and submit analysis to bond insurers, rating agencies and other professionals as they pe1iain to the DISTRICT's obligation.
Review the terms, conditions and structure of any proposed debt offering unde1iaken by the DISTRICT and provide suggestions, modifications and enhancements where appropriate and necessary to reflect the constraints or current financial policy and fiscal capability.
Coordinate with DISTRICT's staff and other advisors as respects the furnishing of data for offering documents, it being specifically understood that FA is not responsible for the inclusion or omission of any material in published offering documents.
As applicable, advise the DISTRICT on the condition of the bond market at the time of sale, including volume, timing considerations, competing offerings, and general economic considerations.
Assist and advise the DISTRICT in negotiations with investment banking groups regarding fees, pricing of the bonds and final terms of any security offering, and make recommendations regarding a proposed offering to obtain  the  most favorable financial terms based on existing market conditions.
Arrange for the closing of the transaction including, but not limited, to bond printing, signing and final delivery of the bonds.
Assist and advise the DISTRICT with investment of proceeds of debt offerings

3.

Special Services. Upon request of the DISTRICT:
FA may provide other services which shall include, but not be limited to, the following:
Impact fee financial analysis
Rate analysis
Management analysis
Referendum assistance
Legislative initiatives
Project assessment analysis
Implementation of revenue enhancement programs

Rev. 3 1. 10.2 018	10

Investment advisory services (services to be provided by an affiliate of FA under separate agreement between the DISTRICT and such affiliate))
Arbitrage and rebate services (services to be provided by an affiliate of FA under separate agreement between the DISTRICT and such affiliate)
Financial analysis of projects being developed by engineer/architect studies
Negotiate on behalf of the DISTRICT for proposed projects

Rev. 3 1.10.2018

- 11 -

Description

EXHIBIT B
COMPENSATION FOR SERVICES (NEGOTIABLE)

Unit Price

TRANSACTIONAL FEE SCHEDULE

A. Conventional Long-Term Fixed Rate Debt	Investment Grade	Grade	
Up to $25 Million	$1.00/ $ 1,000	$1.00/ $ 1,000	
$25 Million up to $50 Million	$0.85/ $1,000	$ 1.00/ $1,000	
Over $50 Million up to $75 Million	$0.75/ $1,000	$0.85/ $1,000	
Over $75 Million	$0.50/ $ 1,000	$0.75/ $1,000	

Non-investment

Above Fees Subject To: Minimum
Maximum

$20,000.00
$125,000.00

$25,000.00
$200,000.00

Additional Fee	Refunding Transaction

$ NIA (excluding escrow structuring if requested)

Notes, Including but not Limited to TANS and RANS $15,000.001
1Fee for investment grade, publicly offered issues; fee for private placement or non-investment grade public offering will be negotiated prior to the sale.
NON-TRANSACTIONAL FEE SCHEDULE
Professional Fees

Managing Director
Senior Managing Consultant (other senior staff) Senior Analyst (Analyst)
Administrative Staff
Out of Pocket Expenses
Not to Exceed

$300.00/ Hour
$250.00/ Hour
$150.00/ Hour

$0.00	I Hour

$2,000.00 per Issue*

Travel Lodging Meals Postage Telephone Copies Printing

Re,·. 3 1. 10.2 018

At Cost At Cost At Cost At Cost At Cost
10 Black & White; 0.50 for Color
0.10 Black & White; 0.50 for Color

- 12

*FA also offers a flat "overhead" fee of $ 1,500 per financing to cover all  typical  expenses (copies, printing, in state travel, etc). Both structures exclude New York and other out of state travel, which is billed at cost.
Other Services
In addition to advising on bond transactions, FA is often called upon to perfo1m many additional duties. These may include structuring and implementation of the refunding escrow, debt service reserve and debt service payment fund investment structuring, arbitrage rebate compliance, investment agreement and float contract bidding, investment liquidation, interest rate swap pricing and implementation, and other related services. These services would be provided via separate contract with the appropriate FA related entity such as FA Asset Management, LLC. If needed or required under this proposal, these services are subject to a separate fee to be negotiated in advance at the time of the service. FA fully discloses all fees related to any transaction.

ReY. 3 1.10.2018	- 13 -

EXHIBIT C INSURANCE

Fishkind & Associates, Inc. ("FA") has a complete insurance program, including property, casualty, comprehensive general liability, automobile liability and workers compensation. FA maintains professional liability and fidelity bond coverages which total $30 million and $ 10 million, respectively. FA also can"ies a $ 10 million cyber liability policy.
Our Professional Liability policy is a "claims made" policy and our General Liability policy claims would be made by occurrence.
Deductibles/SIR:
Automobile $250 comprehensive & $500 collision Cyber Liability $50,000
General Liability $0
Professional Liability (E&O) $ 1,000,000 Financial Institution Bond $75,000
Insurance Company & AM Best Rating
Professional Liability (E&O)	Endurance American Specialty Insurance; (A+; XV)
XL Specialty Insurance Company; (A; XV) Continental Casualty Company; (A; XV)
Starr Indemnity & Liability Company; (A; XIV)

Financial Institution Bond Cyber Liability
General Liability Automobile Liability Excess /Umbrella Liability Workers Compensation
& Employers Liability

Rev.  3 1.10.2018

Federal Insurance Company; (A++; XV) Indian Harbor Insurance Company (A; XV)
Great Northern Insurance Company; (A++; XV) Federal Insurance Company; (A++;  XV) Federal Insurance Company; (A++; XV)
Great Northern Insurance Company; (A++; XV)

14

Holly Hill Road East Community Development District

Agreement between the District and Pro Playgrounds for Playground Equipment Installation Services

c,.,,a,,,11,j""':,'*'

Legacy Construction Services Group Inc
OBA Pro Playgrounds

The PIBy & Recre,uton Experts

1563 Capital Circle SE, #144
Tallahassee,  FL 32301

D.B.A Pro Playgrounds

CONTRACTOR:	Legacy Construction Services Group Inc	EIN:	27_1850232
ADDRESS: 1563 Capital Circle SE,# 144 CITY, STATE & ZIP CODE: Tallahassee, FL 32301 CONTACT:      Paul Adrianse	PHONE#: 800-573-7529 FAX#: (850) 254-7150 TOTAL CONTRACT AMOUNT: $79,447.00

PROJECT NAME:	Holly l fill Road East Community
Development Disb·ict

AGREEMENT#:

4666

PROJECT ADDRESS:	0 Holly Hill Road, Davenport FL 33837

l lolly Hill Road East Community
OWNER:	Development District 1205 1 Corporate Blvd
Orlando FL 328 17 

THIS AGREEMENT made and entered into on this the 3rd day of January, 20 19, by and between Legacy Construction Services Group Inc D.B.A Pro Playgrounds, a Florida Corporation hereinafter referred to as "Contractor" and Hol ly Hill Road East Community Developmcnl District , identified above hereinafter referred to as ''Owner". Owner includes the individual or entity listed above, as well as agents autho rized to act on their behalf, Owner may be the actual Owner of said property, Prime Contractor, or other Contractee.
WITNESSETH
WHEREAS Owner desires to:

rurnish engineered sealed drawings and permit for two custom quad sail shades at 30'x30'x8' • 4 columns with 4 triangle sails. lnstallation or the two permitted custom quad sail shades, Imperial Spi-ings playsystem and single bay with one cantilever swingset. Safely surfacing installation to
include 8" border timbers & 1/2 ADA ramp with weed barrier and 14 super sacks of uncoated
rubber mulch at 611  depth.  Installation ofx2 pet waste stations w/receptacles & sign. xi  4 hymg bike rack, x2 8' portable picnic tables (both are ADA compliant), x2 6' backed bench (one is ADA compliant) and x2 trash receptacles.

at the address known as O Holy Ilill Road, Davenport FL 33837, herei nafter referred to as "Property"
AND WHEREAS Contractor warrants being qualified and capable of performing and completing the Work specified herein,

Contractor Initial 		Page 1 of 10	Owner Initial  	
1-800-573-7529 I www.proplaygrounds.com

1:i¥)C•••iijf,111i14

1	1
Th e Play & Rt1crtu,t/on Experts

Legacy Construction Services  Group Inc
OBA Pro Playgrounds 1S63 Capital Circle SE, #144 Tallahassee, FL 32301

NOW THEREFORE, in consideration of the mutual promises and premises herein contained, Owner and Contractor agree to meet and satisfy all terms and conditions in this contract as follows:
ARTICLE1 - SCOPE OF WORK

1 .1

Contractor does hereby promise that it will, for and in consideration of the payments hereinafter specified, furnish all manpower, labor, supervision, tools, equipment, materials,
and all other things necessary or required to Furnish engineered sealed drawings and permit for two customquad sail shades at 30'x30'x8' - 4 columns with 4 triangle sails. Installation ofthe two permitted custom quad sail shades, lmperial Springs playsystcm and single bay with one cantilever swing set. Safety surfacing installation to include 8" border timbers & 1 /2 ADA ramp with weed barrier and 14 super sacks of uncoated rubber mulch at 6" depth. Installation of x2 pet waste stations w/receptacles & sign, xl 4 hump bike rack. x2 8' portable pic1,ic tables (both are ADA compliant).x2 6' backed
bench (one is ADA compliant) and x2 trash receptacles. ; hereinafter referred to as the
''Work" all in strict accordance with the drawings, plans, estimates, proposals and other documents which are attached hereto as Exhibit(s) and expressly incorporated herein by reference and made a part hereof and hereinafter referred to as the "Contract Documents". Contract documents include:

2 D/3D Site Plans.
Estimates.
Insurance Certificates.
Manufactures Warranties.

1 .2		Contractor shall not be responsible or held liable for any Work or complications that arise by items or conditions outside of the scope of this Agreement, This includes but is not limited to drainage issues, unforeseen conditions, grading and erosion problems, and any and all things outside of the scope of this Agreement.
Contractor shall complete an excavation permit known as an 811 permit in advance of starting Work as required by law. This service is provided by the utility companies to mark out utility lines on the property. On private property, the free 811  services may not be able or be willing to locate all buried utilities. In this instance, Owner may at its discretion and expense choose to hire and utilize a private company for the purpose of locating buried utilities or hazards not detected by the free 81 1 service and is encouraged to do so.

1 .4		Owner acl<nowledges Contractor shall not be responsible for any damage to unrnarl<ed buried utilities, nor shall Contractor repair or pay for the repair of damaged utilities that have not been marked. The term utilities mean any buried object including but not limited to: irrigation lines, water lines, gas lines, electrical lines, data and communication lines, sewer lines, septic tank$, fuel storage tanks or any other buried objects. The term marked means that the entire path of the object has been  marked clearly and accurately within 24''  of the object on the ground via fluorescent marking paint or flags.

Contractor Initial 		Page 2 of 10	Owner Initial  	
1-800-573-7529 I www.proplaygrounds.com

ifii)c,••,?!tiii&i

1
The PIAy & Recreation expt!rts

Legacy Construction Services Group Inc
OBA Pro Playgrounds 1563 Capita I Circle SE, #144
Tallahassee, FL 32301

ARTICLE2- PROSECUTION OFTHEWORI<
Due to the nature of the Scope, Contractor is at the mercy of its suppliers and manufacturer(s), Work cannot begin on any portion of the job until all material and equipment deliveries have been scheduled and confirmed. The items to complete the Work must be furnished and available to do so. Contractor will be in communication with Owner regarding the scheduling and delivery of materials as well as the prosecution of the Work on a regular basis.
The Contractor expressly understands that time is of the essence of this Agreement and therefore agrees to procure and prepare its materials and manufactured products in a timely manner so as to be ready to begin Work as soon as possible. Contractor shall perform all Work required under this Agreement in � diligent and prompt manner and shall proceed and operate in such ways to ensure the continued progression of the project and make all attempts to remain on schedule.
The Work is tentatively scheduled to be completed by Friday, ApriI 5,20 1 8. This date is subject to materials and equipment being manufactured in a timely fashion that will allow Contractor to complete installation by said date. This date is subject to change based on these conditions. The estimated duration of the Work from start to finish is 8- 14 days.
2.4		Not all Work will require a permit, for Work that does require a permit, the permitting process and responsibilities of Contractor and Owner shall be determined as follows:
[81	Contractor shall be responsiple for acquiring necessary permits for this project.
D		Owner, Prime/General Contractor or other third party shall be responsible for acquiring necessary permits for this project.
D		Owner shall be responsible for the costs of all permits and related drawings and requirements.
D		Contractor shall be responsible for the costs of all permits and related drawings and requirements.

AfHICLE3- WORKMANSHIP
Work shall be executed in accordance with this Agreement and/or the Contract Documents. All Work shall be done in a good and Workmanlike manner. All materials shall be furnished in sufficient quantities to facilitate the prog ress of the Work and shall be new unless otherwise stated in this Agreeme,,t and/or the Contract Documents. The Contractor warrants that all materials furnished 1hereunder meet the requirements of this Agreement and/or the Contract Documents and implicitly warra nts that they are both merchantable and for the purposes for which they are intended to be used.
Should any items, Work or portions thereof be delayed, damaged or altered by anyone other than Contractor, its employees or subcontractors, hereinafter referred to as "Others";

Contractor Initial 	_	Page 3 of 10	Owner Initial 	_ 1-800-573-7529 I www. proplaygrounds.com

Legacy Construction Services Group Inc
OBA Pro Playgrounds 1563 Capital Circle SE, #144- Tallahassee, FL 32301

Owner shall hold those parties accountable for a ny loss or damages incu rred as a result.
Contractor shall not be held liable for any damages or costs incu rred by Owner as a result of Others, and may hold Others liable for its own costs or lost shall the be incurred.
Contractor agrees that it and its employees and subcontractors will maintain a profess ional appearance and conduct themselves in a professional manner at all times when Working.

	The Contractor agrees it shall be responsible for the prevention of accidents to itself, its employees and applicable subcontractors engaged upon or in the vicinity of the Work.
ARTICLE4- PREMISES
Contractor ag rees to keep the premises and other project areas reasonably clean of debris and trash resulting from the performance of Contractor's Work. Contractor will also make efforts to highl ight and block off potentially hazardous areas or obstacles present on the premises durin9 the construction process in compliance with regulations.

Owner has the right at any time to visits the premises to check on progress or for pu rposes of communication; however, Contractor must  be  notified  of such  visits to ensure the safety of the visitor(s), also these visits must not severely interfere with the progress of Work.

Contractor agrees to make all  efforts to prevent damage to existing  property on  the premises. Should Owner suspect that Contractor or its employees or subcontractors have caused damage to Owners property; Owner sha ll notify Contractor of those damages in writing and request curing of said damages within 48 hours of their occurrence. Contractor agrees to rectify, repair or pay for the repair of any property damage for which it or its employees  or  subcontractors  are   directly  responsible   for.   Contractor   shall   not   be res ponsible for any event outside of Contractor's control that results in damage to Owners property including inclement weather, acts of God, theft, vandalism,  damage  by  Others, etc.
ARTICLE 5 - INSURANCE AND BONDING
Contractor warrants that it maintains insurance(s) that will protect Contractor and its employees and in some instances Owner from claims under Workers compensation acts and for claims from damages that may result from or arise out of Contractor's operations during construction; whether such operations be by Contractor or anyone directly or indirectly employed by Contractor. Contractor warrants that  it  currently carries the following insurance(s) and stated insurance(s) and coverage(s) are documented in the Contract Documents:
181 Comprehensive General Liability Insurance with the following limits:
Bodily Injury and Death - $2,000,000/occurrence;
$2,000,000/aggregate
Property Damage - $2,000,000/occurrence;
$2,000,000/aggregate

Contractor Initial 		Page 4 of 10	Owner Initial  	
1 -800-573-7529 I www.proplaygrounds.com

1C•••iQttiili i1Uiit)

1
The Pl�y & Recre.Jtlon Experts

Legacy Construction Services Group Inc
DBA Pro Playgrounds 1563 Capital Circle SE, #144
Tallahassee, FL 32301

[:gj Worker's Compensation & Employers Liability with the following limits:
Each Accident - $1 ,000,000
b) Disease - $1 00,000/employee; $500,000/policy limit
D State of Florida Workers Compensation Exemption
[:gj Commercial Automobile Insurance with the following limits:
Bodily Injury - $1,000,000/person; $1,000,000/accldent
Property Damage - $1 ,000,000/accident
Personal Injury Protection (PIP) - $1 0,000/person

Contractor shall not provide any form of bonding for this Work. Should Owner request any form of borid from Contractor that is not included in this Agreement or the Contract Documents, Owner shall pay the cost of those bonds in full.
ARTICLE 6 - CHANG ES IN THE WORI<
Both Owner and Contractor, without having invalidated this Agreement, may request changes to the Worl< scheduled to be performed as stated in this Agreement and/or within the Contract Documents consisting of additions, deletions or other revisions, hereinafter referred to as a "Change Order". Request(s) by either Owner or Contractor to make change(s) to the Work scheduled to be performed shall be subject to the other parties discretion and acceptance.
All Change Orders shall be made using AIAG701-2001 Change Order or similar form.
Change Order(s), whether requested and completed by Contractor or Owner must be acknowledged by both Owner and Contractor, agreed upon by both Owner and Contractor and signed by both Owner and Contractor to be valid. Change Order(s) can only be signed by Contractor and Owner. Any Change Order(s) signed by individuals or representatives other than Contractor or Owner, unless specifically named in this Agreement and/or the Contract Documents will be invalid.
Approved Change Orders(s) will be considered as an amendment and/or revision to this Agreement and/ or the Contract Documents, but shall not invalidate this Agreement. Approved Change Order(s) may alter the total contract sum of this Agreement and/or the Contract Documents either as an increase or a decrease in cost depending upon the nature of the revision. Contractor agrees to provide documentation of this alteration to the total contract sum and bill accordingly. Owner agrees to verify documentation of all alterations to the total contract sum to its satisfaction and pay accordingly. All payments for change orders are subject to the payment terms in Article 9 of this document.
Generally, all items that have been furnished to the Property for the purpose of completing the Work are non-retu rnable and nonrefundable unless the request arises as a result of an error by the Contractor. Return po licies for items are at the discretion of the manu'facturers

Contractor Initial 		Page 5 of 10	Owner Initial 	_
1 -800-573-7529 I www.proplaygrounds.com

Legacy Construction Services Group Inc
DBA Pro Playgrounds 1563 Capital Circle SE, #144 Talla hassee, FL 32301

and suppliers and not the Contractor. Should Owner wish to return items it has purchased that have been furnished, ordered or are in production, and  should  manufacture or supplier allow Owner to do so, Owner shall bear the burden and all costs associated with doing so as set forth by the supplier or manufacturer. Such costs may include return shipping, restocking fees or a ny other fees or charges determined by the manufactut·e or supplier.

ArnE7	DEPOSITS
Contractor does hereby promise that it will, for and in consideration of the payments hereinafter specified, furnish all manpower, labor, supervision, tools, equipment, materials, and all other things necessary or required to complete all Work described and contained in this Agreement and/or the Contract Documents.

Contractor warrants that monies received for the performance of this contract, be they in the form of deposits or progress payments shall be used for labor, materials and procurement thereof entering i nto this Work and said monies shall not be diverted to satisfy obligations of the Contractor on other contracts or other financial obligations not related to the terms and conditions specific to this Agreement and/or the Contract Documents.

Owner shall provide Contractor with the following necessary deposit(s) to procure all required manpower, labor, supervision, tools, equipment, materials, permits and all other things necessary or required to complete all Work described and contained in this Agreement and/or the Contract Documents. Contractor shall provide Owner with a written request for such deposits and such requests shall serve as records if fulfilled. If Owner is obligated to provide Contractor with a deposit for services or goods, no Work shall be scheduled and no goods shall be ordered until time at which said deposit has been received unless otherwise specified in this Agreement.

[81 Owner shall p rovide Contractor with a deposit for 100% of the cost of all goods and materials required to complete all Work described and contained in this Agreement and/or within the Contract Documents.
0		Owner shall provide Contractor with a deposit for 50% of the cost of all goods and materials to complete all Work described and contained in this Agreement and/or
within the Contract Documents.
0		Owner shall provide Contractor with  a  deposit in  the amount of $	of the cost of all goods and materials required to complete all Work described and contained
in this Agreement and/or within the Contract Documents.

ARTICLE 8 - OWNER INSPECTION AND ACCEPTANCE
As the Work or portions thereof are completed  in accordance with  this Agreement and/or in the Contract Documents; Owner shall at its earliest convenience inspect the Worl< completed by Contractor and confirm that it conforms to descriptions and promises contained in this Agreement and/or the Contract Documents. Owner shall promptly make
Contractor In itia l 	_	Page 6 of 10	Owner Initial  	
1-800-573-7529 I www.proplaygr0L111ds.com

C• •AMfiijiJWiHit

1
rhe Play & Recreation t?xperts

Legacy Construction Services Group Inc
OBA Pro Playgrounds 1563 Capital Circle SE, lt144 Tallahassee, FL 32301

arrangements to pay Contractor for completed Work that is in compliance per the terms and conditions of Article 9 of this Agreement.
If Owner inspects Contractor's completed Work or portions thereof and bel ieves that the Work completed is not in conformance to this Agreement or the Contract Documents, Owner shall notify Contractor in writing of the alleged non-conforming Work within 10 days of the Work being completed.
Owner agrees it will provide Contractor with photos of the claimed deficiencies, a itemized written list of the alleged non-conforming Work and what actions it believes are necessary to bring those items into compliance.
Upon receipt of the list and photos of the alleged non-conforming Work; Contractor shall have thirty (30) days to dispute, provide a plan to cure or repair and rectify the non• conforming Work at Contractor's expense should the claims be valid. Contractor shall document all efforts to cure all non·conforming Work via photographical evidence and written documentation and provide this documentation to the Owner in a timely manner.
8.5		All completed Work or portions thereof that are not in dispute for compliance shall be subject to the payment terms of Article 9 of this Agreement. Owner shall not withhold payment for any portion of the Work, or percentage thereof that is compliant as a means of insurance, security or as a cure to other portions of the Work that are noncompliant or under dispute thereof.
ARTICLE 9 · PAYMENT
As Work is completed in compliance with this Agreement and the representations contained herein; Owner shall make necessary preparations for payments due 10 Contractor in accordance with this Agreement; Change of Work Order(s) and/or the Contract Documents.
Contractor shall submit draw/payment requests to Owner as Work commences and is completed. All draw requests shall be submitted to Owner on AIAG702-1992, Application and Certificate for Payment, and AIAG703-1 992 Continuation Sheet, which lists contract sums, Work completed and schedule of values or via other traditional invoicing methods.
All outstanding and undisputed balances for goods and materials, Change of Work Order(s), labor or any other premise described in this Agreement, or the Contract Documents is due to Contractor within 30 days of invoicing. Failure by Owner to make payment to Contractor for any and all outstanding balances owed as stated and agreed upon in this Agreement, any outsta nding Change Orders and/or the Contract Documents shall result in all outstanding balances being su bject to pena lty interest, that sha ll accrue at the maximum legal rate per month, beginning 30 days after first late payment or nonpayment. Contractor reserves the right to lien on any and all real property where materials or labor are furnished in the event o'f nonpayment or underpayment.

Owner shall not withhold any retainage from Contractor for undisputed Work or portions thereof.

Contractor Initial 		Page 7 of 10	Owner Initial  	
1·800-573-7529 I www.proplaygrounds.com

Legacy  Construction Services Group Inc
OBA Pro Playgrounds 1563 Capital Circle SE, t/144 Tallahassee, FL 32301

If, through no fault of its own, Contractor is unable to continue Work, the schedule is changed, or Work is delayed or because of Owner or other individuals acting for or on behalf of Owner, then Owner shall promptly pay Contractor in full within 30 days of receiving invoice from Contractor for any Work completed, labor and materials furnished on the project, subject to the payment terms and conditions in Article 9 of this Agreement.

ARTICLE 10 - RELEASE OF LIENS
10.1	Co1"1trt1etor reservesti,e rightto fieri or, ell Ieelr,roi,e,1:·y 'vv·here m6te1iels endlorleborere
�i-s+ted in reletior, to H,is Af!reernel'lt tlfH:liorthe Contract Documer,ts in tne C'v'ent of eeleved i,eymer,t, "onr,a·ymer,t er underpe'9'1"fler1t.
10,2		Contractor shall supply Owner with a partial lien wavier for all deposits and progress payments made to Contractor by Owner.

10.3	Contractor agrees to provide Owner with a final and full lien waiver within ten (10) days of receiving final payment from Owner.

ARTICLE 11- WARRANTIES
Contractor warrants and guarantees its Work to the full extent as required by the Contract Documents or anywhere in this Agreement. Contractor shall at its expense make good any faulty, defective, improper or non-conforming portions of the Work discovered within one
year of the date of completion of the project or within such longer period as may be provided for in the Contract Documents or anywhere in  this Agreement. The extension  of this warranty does not include issues that would arise as a result ofacts outside of Contractor's control such as inclement weather, acts of God, vandalism, theft, normal wear and tear, Owner alterations, damage by others, etc.

11 .2		Warranty claims for rubber surfacing shall not be honored or enforceable if damage is a result of corrosive materials contaminating the surfacing, including but not limitod to: sand, debris, dirt, bleach, chlorine, fuels, caustics.

11 .3		If any portion of the Work was completed by Others then Contractor shall not be required to warranty those portions of the Work. As such, should a deficiency in the Work of Others create a deficiency in the Work of Contractor, then Others shall be held liable by the Owner and Contractor for the deficiency.

11 .4		Some warranty claims may be the  responsibility of a  manufacturer(s) or supplier(s) and not a result of Contractor's actions - such as u ndetected manufacturing defects  or equipment that develops defects as a  result of normal use during a specific time period.  Contractor shall furnish Owner with all manufacturer(s) and supplier(s) written guarantees and warranties covering equipment and materials furnished in  this Agreement and/or the Contract Documents and shall assist  Owner in  the  process of any warranty claims related to such equipment.

11 .5	All warranties become null and void ifthe project is not paid for in fu ll. 

Contractor Initial 		Page 8 of 10	Owner Initial  	
1-800-573-7529 I www.proplaygrounds.com

I               •      •     •              •                ��
rhe Play & Recreation l:xperts

Legacy Construction Services Group Inc
OBA Pro Playgrounds 1563 Capital Circle SE, #144
Tallahassee, FL 32301

ARTICLE 12- DISPUTE RESOLUTION
All disputes between Contractor and Owner arising out of or relating to this Agreement and/or the Contract Documents; or perceived breach th ereof, shall be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association. The arbitration shall take place in Leon County, FL and shall be governed by the laws of the State of Florida. The award and/or decision by the arbitrators shall be final and judgment may be entered upon it in accordance with applicable law in any court having jurisdiction thereof.
Both Contractor and Owner ag ree that the non-prevailing party in an arbitration proceeding shall be required to pay any reasonable and necessary fees associated with the arbitration process of the prevailing party. If there is no prevailing party as a result of a decision from an arbitration proceeding, then both Owner and Contractor will be responsible for their own expenses incurred as a result of the arbitration process.
ARTICLE 13 -SEVERABIUTY
1 3.1		The invalidity or unenforceabllity of any provision of this Agreement shall not affect the validity or enforceability of any other provision. Any invalid or unenforceable provision shall be deemed severed from this Agreement to the extent of its invalidity or unenforceabil ity, and this Agreement shall be construed and enforced as if the Agreement did not contain that particular provision to the extent of its invalidity or unenforceability.
ARTICLE14 -MISCELLANEOUS ADDITIONSANDPROVISIONS
11. 1		In addition to the terms and conditions set forth in this Agreement and/or in the Contract Documents, Contractor also warrants, agrees to and/or acknowledges the following:
1. 
2.
3.

11 .2		In addition to the terms and conditions set forth in this Agreement and/or in the Co ntract Documents, Owner also warrants, agrees to and/or acknowledges the following:
I 00% of the project was paid in foll on December 28, 2018. 
2. 
3.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this the 3rd day of January, 20 19.

CONTRACTOR:	Legacy Construction
Services Grou Inc.

Contractor Initial  	

OWNER:	I lolly ! Jill Road East COO

Page 9 of 10	Owner Initial  	

1-800-573-7529 I www.proplaygrounds.com

Legacy Construction Services Group Inc
OBA Pro Playgrounds 1563 Capital Circle SE, #144
Tallahassee, FL 32301

		
(Sionature of Owner)	

Name/Title:	
Rennie Heath, Chairperson	
Address of Owner:
1205 1 Corporate Blvd
Orlando FL 328 l 7	

(Signature of Contractor)

Name/Title:	Paul Adrianse, President
Address oT Contractor:
Legacy Construction Services Group Inc. 1563 Capital Circle SE, #144
Tallahassee, FL 32301

Contractor I nitial

Page 10 of 10	Owner Initial _ 	_ 1 -800-573-7529 I www. proplaygrounds.com

Holly Hill Road East Community Development District

Payment Authorization No. 55 - 56

HOLLY HILL ROAD EAST
C O M M U N I TY	D E V E L O P M E N T	D I S T R I C T 

Payment Authorization No. 055 12/21/2018
item No.

Duke Energy

Vendor

Invoice	General
Number	Fund

Acct: 66949 31127 ; Service 11 /1 9/2018 - 12/20/2018

Flshklnd & Associates
OM Fee & Reimbursables: December 201 8

Please Return To:
Holly HIii Road Eesl COD c/o Flshklnd & Associates 12051 Corporate Boulevard
Orlando, FL 32817

$	33.96

23886	$ 2,038.74

TOTAL	$ 2,072.70

J

/r--t.. DUKE

FOR CUSTOMER SERVICE OR PAYMENT LOCATIONS CALL: 1-877-372-8477
WEB SITE: www.duke-energy.com TO REPORT A POWER OUTAGE:
1-800-228-8485

;	ENERGY�

STATEMENT OF ELECTRIC SERVICE

TOTAL AMOUNT DUE
33.96
DEPOSIT AMOUNT ON ACCOUNT
240.00

DUE DATE JAN 10 2019
NEXT READ DATE ON OR

FL 32817

12051 CORPORATE BLVD

ORLANOO

ATTN1 JOE MCCLAREN

HOLLY HILL ROAD EAST COD

DECEMBER 2018 

JAN 22 2019

ABOUT

FL 33837

290 CITRUS ISLE LOOP LIFT

DAVENPORT

SERVICE ADDRESS

PIN: 568174431
METER READINGS

PAYMENTS RECEIVED AS OF DEC 05 2018	33.33 THANK YOU
BGISL-L1ING PER0I6000 .G. 1E1N-E19R-A1L8  TSOER1V2-I2C0E-18-  NO3N1 DEDAMYASND  SEC

000624

HETER NO.	000161865
PREESVIEONUTS  (ES( ATCITMUAATLE)) 	000498

CUSTOMER CHARGE
ENERGY CHARGE	126 K�IH iil  7 .59400¢
FUEL CHARGE	126 KWH iil 4 . 13200¢ ASSET SECURITIZATION CHARGE	126 KWH iil  0. 20600¢

11 . 67
9.57
5.21
0. 26

PDRIFEFSEERNETNOCENPEAK

0000012061

MTOTAL ELECTRIC COST

26 .,6781

000025

PREVIOUS 0NPEAK	000076
DTOIFTAFLERKEWNHCE  ONPEAK 	126

GROSS RECEIPTS TAX MUNICIPAL FRANCHISE FEE
MUNICIPAL UTILITY TAX

1, 76
2. 48
2. 33

ON PEAK KWH
PRESENT KW(ESTIHATEJ PRESENT PEAK KW

0003.4285
0001.830

STATE ANO OTHER TAXES ON ELECTRIC
TOTAL CURRENT BILL

33.96

OBNAS•PEEAKWK  KW 	2
LOAD FACTOR	5 • 6X

7

!	:

0

�	3
�	2
�	1
o...__���--.. ......,.....,....,.L1191  ___.

4O  KWH/DAY

USE ONE YEAR AGO

DAILY AVG. USE · ·

D J F M A M J J A S O N D

ENERGY USE ----

MDAILY AVG, ELECTRIC COST ·	$. 86

TOTAL DUE THIS STATEMENT

ayment o	s statement w t  n	ays rom t ,e I ng ate w avoid a 1 % late charge being applied to this account.
Duke Energy wlll be closed on December 24 and 25, 2018 and January 1, 2019. You may visit duke-energy.com for self-service options. To
report an outage, please call our outage line al 1-800-228-8485.

RECEIVED DEC 1 9 2018

DETACH ANO RETURN THIS SECTION	E872 002117◄

$33.96

Make checks payable to: Duke Energy ACCOUNT NUMBER · 66949 31127

HOLLY HILL ROAD EAST COD ATTN: JOE MCCLAREN
12051 CORPORATE BLVD
ORLANDO	FL 32817 • 1450

P.O. BOX 1004 CHARLOTTE, NC 28201-1004

 	JAN 1 0 2019	

I

PLEASE ENTER AMOUNT PAIO

669493112720000000339690000000000000000000339690100000000009 

Fishkind & Associates, Inc.
1 2051  Corporate Blvd. Orlando, FL 32817 

Holly Hill Road East COD
c/o Fishkind & Associates, Inc.
1 2051 Corporate Blvd
Orlando, FL 32817 

File: HollyHillRoadEastCDD 

RECEIVED DEC 1 l:, 2018

FISHKIND

I '• ·

& ASSOCIATES

Invoice

Invoice #: 1 23886

12/1 2/2018 

I Services:

r 	--r-Ho�lly -Hill-Ro-ad-Ea�st
Amount
!···---------------------------- 	-,i
j District Management Fee: Dec 201 8	1 ,666.67
: Wl:1bsite· Fee	1 25.00
Postage	3.76
Copies	171 .60
Car Rental Dexter G 11 -27-1 8	1 8.84
Gas	8.50
Conference Calls	5.06
UPS	12 .83
Car Rental Dexter G 12-05-1 8	1 8.18 
Gas	8.30

Please include the invoice number on your remittance and submit to:
Fishkind & Associates, Inc.
1 2051 Corporate Blvd.
Orlando, FL 32817 
Ph: 407-382-3256
Fax: 407-382-3254
www.fishkind .corn

Balance Due	$2, 038.74

pltneybowes G
Account Summary Report
Date Range: Nov 1, 2018 to Nov 30, 2018
Meter Group: All Meters
Meter 1WOO - 1376538 OLD at ORLANDO, FL
 Meter 4WOO - 0347354 at ORLANDO, FL	
Meter Details
f

/ O,RLANDO, FL fORIANDO, FL

!4WOO • 034735'\	i034735'\	l24978470

MaterName     I Serial NumberI pbp AccountNumber

/ lWOO • 1376538 OLD I 1376538

/24978470

!

Account Summary

sub Account

Pieces

IHolly HIii Road EastCDD

!
8/

Grand Total

Total Charged	j
$3,760'
I
'
$3,760'

Account

Copy Count

Account:	\--\C)\\� th\\
Amount of Copies: __\ \_L\_L\_ 	

Tota I $: 

----1-/ J...,_J

J____,l, 0�0"'--

Month: November

Reimbursable by Dist?	Y Jltlpr#northboulev-ar-eGad..GGm/,
FISHKIND & ASSOCIATES, INC.
Expense Report

Account Code: Holly Hill Road East Travel to: Davenport Citrus Isles Purpose of trip/meeting: site visit

Employee Name: Dexter Glasgow

Company	Personal

Airfare Hotel Meals Meals Meals

Date 

Vendor/Notes
Attach Itinerary and/or boarding pass.

Cr.Ca-r--d--

EXP.

Car rental	1 1/27/18	Enterprise Parking

Mileage
Mileage		miles @ $0.545 per mile
miles @ $0.545 per mile	-----	
Fuel	1 1 /27/18 	Wawa	$8,50	
Other				
Other				
TOTALS			$27.34	

Tolls

Personal expenses will be reimbursed only if receipt is attached (exc mileage)

Attach receipt for all credit card charges.

$18.84

-----

a·

/

Employee signature AIZ.J7
/

For accountinq use only:	
D Recorded in client file.	Batch		
Airfare				
Auto-related				
	Lodging				
Meals				

01/09
F:/Llbrary/Forms/ExpReport

Wawa  #51 45

11 750 University Bl v
***O*r*l*a*n*d*o**F*L**3*2*8*1 *7**
ii /27/ 201 82: 40: 50 PM
Term : JDi 2i 49628001 Appr : 027393
Seq#: 052886
Pr�oduct :	Unleaded Pump	Gallons		Price 02	ii . 813	$2 .1 59
Total Sale	$25 . 50 Capture
Visa XXXXXXXXXXXX681 8
Swiped

ii/27/201 8 14: 38: 44
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YOUR OP IN ION MATTERS
Tell  us  about your

Page 1 of 1

ENTERPRISE LEASING COM PANY OF ORLAN DO, 1441 ALAFAYA TRAIL, OVIEDO, FL 3276591 71 (407} 971-4933

SUMMARY OF CHARGES		
Charge Description	Date	Quantity Per	Rate	Total	
TIME & DISTANCE	1 1/27 - 11/27	1	DAY	$50.00	$50,00 	
REFUELING CHARGE	1 1/27 - 11/27		$0.00 	
	Su btotal: 		$50,00	
Taxes & Surcharges				

RENTAL AGREEMENT REF#
998969	45KLT2

FL WASTE TIRE & BATTERY FEE
SALES TAX
SC REC - FL SURCHG RECOV VEHICLE LICENSE FEE RECOVERY

1 1/27 - 1 1/27
11/27 - 11/27
1 1/27 - 11/27
1 1/27 - 1 1/27

1

DAY

1
1

DAY
DAY

$0.02
7% 
$2.00
$0.80

Total Charges:

$0.02 
$3.70
$2.00
$0.80 
$56.52

Bill-To / Deposits
DEPOSITS	
Total Estimated Amount Due PAYMENT INFORMATION

($56. 52)
$0.00

AMOUNT PAID	TYPE

$56.52 

Visa

CREDIT CARD NUMBER 
xxxxxxxxxxxx6818

____...._

_

VEH #1 2018 FORD EDGE 6TN 2

RENTER
GLASGOW, DEXTER
DATE & TIME OUT
1 1/27/2018 09 :09 AM
DATE & TIME IN
1 1/27/2018 03 :08 PM
BILLING CYCLE
24-HOUR
CAR CLASS CHARGED
FCAR

VIN# 2FMPK3K88JBC32970 LIC# CHXR70
MILES DRIVEN 137 CAR CLASS: SRAR

http ://ecars1 .corp.erac.com/rental/closeTicketPrint.jsp?doNotPrintRateslndicator=false	1 1/27/2018 

A0DE-RA-T- OR-	84618295 - Jane Gaarlandt (continued)

LOCA-TI- -ON--

9invo"ice
INVOICE NUMBER INVOICE DAT£ ACCOUNT NO. DUE DATE
TAX ID
AMOUNT DUE 

PAGE 10
26853486
11/26/2018
1825/723657/240218
58-2421656
USD$552.79

ltU.ING REF#t	BILLING REF# 2	BILLING REF# 3
ilWNG REF# 4
ONF. NO	COST CENTER	CONF. DATE	CONF. Tin£ / NAME / ANI	TIME	SERVICE	ACCESS1'YPE	!'!aRSONS  UNITS	RATE	(HAR�E

TAX	Ct.LLTOTAL

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SFIhSipHpKeIrND & ASSOCIATES

�eieht

Holly Hill

Service Level	R' el')sidential Ground  .
Zone	002
Payer	Shipper
Bill Reference: Holly Hill	O12R0L5A1 NCDOOR·PORATE BLVD
FL 32817 AMANDA LANE
2:::,	2WM4G1NM5TTCEYLLPCRESS GAnDE•..;::;'!J-t.VD
FLI 3388R4HAVEN
WARREN K. HEATH
1 count	JFuel Surcharge

Total	:	
1 5.05	
12.83	
			Sub Total		15.05	1 2.83	

_RHeEcAeTivHerCONSTRUCTION AND

.

IFRreesigidhetntial SL1rcharge

93..95

3.�5

Reimbu rsable by Dist?	Y
FISHKIND & ASSOCIATES, I NC.
Expense Report

Account Code: Holly Hill COO Travel to: Haines City

Employee Name: Dexter Glasgow

Purpose of trip/meeting: On site/ Met with the sales team.

Attach Itinerary and/or boarding pass.

Airfare

Date 

Vendor/Notes

Company	Personal C-r-.-C--ard		E

Hotel

Meals

$18.18 

Enterprise

1 2/5/18

Car rental

Meals

Meals

Parking

Wawa

1 2/5/18

miles @ $0.545 per mlle

miles @ $0.545 per mile

Tolls

Mileage MIieage Fuel Other Other TOTALS

Attach receipt for all credit card charges.
Personal expenses will be reimbursed only if receipt is attached

----------

$27.13 

For accounting use only: D Recorded in client file.

Batch

Lodginq

Airfare

Auto-related

Meals

01/09
F:/Library/Forms/ExpReport

,·	Page 1 of 1

ENTERPRISE LEASING COM PANY OF ORLANDO, 1441 ALAFAYA TRAIL, OVIEDO, FL 327659171 (407) 971-4933 RENTAL AGREEM ENT  REF#	SUM MARY OF CHARGES

TIME & DISTANCE REFUELING CHARGE

1 2/04 - 12/05
12/04 - 12/05

2	DAY

Subtotal:

$50.00	$100 .00
$0,00
$100.00

Taxes & Surcharges
FL WASTE TIRE & BATTERY FEE
SALES TAX
SC REC - FL SURCHG RECOV VEHICLE LICENSE FEE RECOVERY

Bill-To / Deposits
DEPOSITS

12/04 - 12/05
12/04 - 12/05

2

DAY

$0.02

$0.04

Total Charges:

$113.03

Total Estimated Amount Due
PAYMENT INFORMATION AMOUNT PAID	TYPE

($113.03)
$0.00

$1 13,03

Visa

CREDIT CARD NUMBER
xxxxxxxxxxxx68 18

$7,39

999140	47JG78

RENTER
GU\SGOW, DEXTER
DATE & TIME OUT 12/04/2018 07 :41 AM DATE & TIME IN 12/05/2018 01:35 PM
BILLING CYCLE
24-HOUR
CAR CLASS CHARGED
FCAR
VEH #1 2019 GMC ACAD 64N2 VIN# 1GKKN MLS4KZ181413 LIC# JKNC32
MILES DRIVEN 139 CAR CU\SS: SRAR

Charge Description

Date	Quantity    Per	Rate

Total

12/04 - 12/05	2	DAY	$2.00	$4,00	
12/04 - 12/05	2	DAY	$0,80	$1 .60	

http://ecars 1.corp.erac.com/rental/closeTicketPrint.jsp?doNotPrintRatesindicator=false	12/5/2018

Wawa #51 18 3000 N. Alafaya

-A·MsO·Av··ik edo  ·Fk-Lk

·3k2-A7·65

-A·

****	* * ****
1 2-/4/201 8  7: 57: 28  AM
Tefm : JD1 20671 46001
Apr.r : 004388
Sec"j# :  0631 64
Product :	Unleaded pu�p	Gallons		Price 14	12. 927	$2 . 089
To.tal  Sale	$27. 00 Eapture
. Visa
.:�XXXXXXXXXXX681 8
.�wiped

1 2/04/ 201 8 07 : 55:12 
I agree to pay the above  Total  Amount according to Card Issuer Agreement .
******�*************
YOUR OPINION MATTERS
Tell us about your

*

*

experience at MyWawaVisit . com
Take our survey for a chance to win Wawa swag
gift baskets and gift cards valued at up to $500 1 Disponible
en  Espanol
********************
Survey Code :  1 458289
Store Number : 051 18 
********************
Please t'espond within 5  days NO PUR'cHASE
NECESSARY
See  rules  at website

HOLLY HILL ROAD EAST
C O M M U N I TY	D E V E L O P M E N T	D I S T R I C T 

Payment Authorization No. 056
1 2/28/2018
Item No.

Vendor

Invoice	General
Number	Fund

1	Navltas Credit Corp.
Playground Equipment Lease

TOTAL

$	295.00

$	295.00

Please Return To:
Holly HIii Road East COD c/o Flshklnd & Associates 12051 Corporate Boulevard
Orlando, FL 32817

RECEIVED

DEC 2 8 20\8

NAVITAS CREDIT COR P.
A \JtllUO C:OMMUIIITV OAUK COIAPANY

201 EXECUTIVE CENTER DR., SUITE 100 COLUMBIA, SC 29210
Roturn SoNlco Requested

Remittance Section
Contract Number:

□□□□□□□□

Due Date:
Amount Due:
Amount Enclosed:	$

40428476
1 2/21/2018 
$295,00

Invoice Data: 12/24/2018 

HOLLY HILL ROAD EAST COMMUNITY DEVELOPMENT OISTRI 12051 CORPORATE 8LVO
ORLANDO FL 32817-1460

0004 □4284762018122400 □00295008

0 Please check here II your address hes changed.
Providenewnddross on rovorso side.
Use enclosed envelope and make check payable 10:

NAVITAS CREDIT CORP. PO BOX 935204
ATLANTA, GA 311 935204
11,11,,11111111111111111III11 ,, ••1111• 1,IIII•11•1I1111I11•1111111

ti ,\

/(11ep lowerportion foryour records • Please rolum u  11r  onion wllh our payment.
NAv ITAs c RED IT c o R p,	DUE DATE	, CONTRACT NO.	EQUIPMENT DESqRIPTION
� • UHIHD COMMUtlllY ..... COM••tt•	12/21/2018	40428476	PLAY GROUND
CUSTOME;R NAME
HOLLY HILL ROAD EAST COMMUNITY
PH: 888·978·6353	D	1

Important Messages

t---   -/-	SITETlrINTRODUMCINGEET

Mvoun

ONE�

1f�

r	. BUSINESS FINANCING NEEDS
...j,,1/'	DISCOVER LENDING MADE EASY et: http://navita slending.com

CONTRACT NUMBER

DESCRIPTION

DUE DATE

PAYMENT AMOUNT

SALES/		LATE	INSURANCE		OTHER		TOTAL USE TAX	CHARGE		CHARGES	CHARGES	AMOUNT

40428476-1		Documentation Feo	12/21/2018 Progress Payment Fee	12/21/2018
SUBTOTALS:

tc	�-�-�.·Jo�� I ."""'" CDMMU"'"  ..... c 	,

pngo 1 of2

$195.00	$1 96.00

$100.00	$1 00.00

$295.00	$295.00

RECEIVED [)EC 2 7 2018

Holly Hill Road East Community Development District

Monthly Financials

Holly Hill Road East COD Statement of Financial Position As of 11 /30/201 8

	Amenity		
Debt Service	Capital Projects	Capital	Long-Term	
Fund	Fund	Projects Fund	Debt	

Assets				

Current Assets

General Fund

Total

General Checking Account	$1 ,067.66										$1 ,067.66	
Accounts Receivable - Due from Developer	1,698.52										1 ,698.52	
Deposits	720.00										720.00	
Debt Service Reserve A1 Bond			$1 14,878.12 								114,878.12 	
Debt Service Reserve A2 Bond			141 ,759.38								141 ,759.38	
Revenue A1 Bond			10,959.99								10,959.99	
Interest A2 Bond			65,621 .88								65,621 .88	
Prepayment A1 Bond			3,309.11 								3,309. 11 	
Redemption Account A1 Bond			1 77.67								1 77.67	
Acquisition/Construction A1 Bond					$42,723.07						42,723.07	
Acquisition/Construction A2 Bond					2,123,963.27						2,123,963.27	
Cost of Issuance A2 Bond					1 00.00						100.00	
Acquisition/Construction A1 Bond							$6.44				6.44	
Total Current Assets	$3,486.18 		$336,706.15 		$2,1 66,786.34		$6.44		$0.00		$2,506,985. 11 	

Investments

Amount Available in Debt Service Funds									$227,501 .62		$227,501 .62	
Amount To Be Provided									3,347,498.38		3,347,498.38	
Total Investments	$0.00		$0.00		$0.00		$0.00		$3,575,000.00		$3,575,000.00	

$3,486. 18 

$336,706.15 

$2,1 66,786.34

$6.44

$3,575,000.00

$6,081 ,985. 11 

Total Assets

Page 1 of 2

Holly Hill Road East CDD Statement of Financial Position As of 11 /30/2018 

Fund	Fund

General Fund	Debt Service	Capital Projects

Amenity

Total

Capital	Long-Term Projects		Debt
Fund

Current Liabilities Accounts Payable Accounts Payable Retainage Payable Deferred Revenue

Liabilities and Net Assets

$4,333.28

$489,052.29 96,649.27
1 ,698.52

$4,333.28 489,052.29
96,649.27
1,698.52

Total Current Liabilities

Long Term Liabilities

 	 	
$4,333.28	$0.00	$587,400.08

$0.00	$0.00	$591 ,733.36

Revenue Bonds Payable - Long-Term									$3,575,000.00		$3,575,000.00	
Total Long Term Liabilities	$0.00		$0.00		$0.00		$0.00		$3,575,000.00		$3,575,000.00	
Total Liabilities	$4,333.28		$0.00		$587,400.08		$0.00		$3,575,000.00		$4,1 66,733.36	

Net Assets												
Net Assets, Unrestricted	$56,061 .43										$56,061 .43	
Current Year Net Assets, Unrestricted	(56,908.53)										(56,908.53)	
Net Assets, Unrestricted			$227,501 .62								227,501 .62	
Current Year Net Assets, Unrestricted			1 09,204.53								1 09,204.53	
Net Assets, Unrestricted					($37,377.16)						(37,377.16)	
Current Year Net Assets, Unrestricted					1,61 6,763.42						1, 61 6,763.42	
Net Assets, Unrestricted							$5.99				5.99	
Current Year Net Assets, Unrestricted							0.45				0.45	
Total Net Assets	($847.10)		$336,706.1 5		$1 ,579,386.26		$6.44		$0.00		$1 ,91 5,251 .75	
												
Total Liabilities and Net Assets	$3,486.1 8		$336,706. 15 		$2,1 66,786.34		$6.44		$3,575,000.00		$6,081 ,985.1 1	

Page 2 of 2

Holly Hill Road East CDD Statement of Activities  As of 11 /30/2018 

General Fund	Debt Service	Capital Projects	Amenity Capital	Long-Term	Total	
	Fund	Fund	Projects Fund	Debt		

R�

Inter-Fund Transfers In 	($27,209.11) 										($27,209.1 1) 	
Debt Proceeds			$207,381 .26								207,381 .26	
Developer Contributions					$6,000.00						6,000.00	
Inter-Fund Transfers In					27,209.11 						27,209.11 	
Debt Proceeds					2,522,618.74						2,522,618.74	
Total Revenues	($27,209.1 1) 		$207,381 .26		$2,555,827.85		$0.00		$0.00		$2,736,000.00	

Expenses

Supervisor Fees	$3,000.00										$3,000.00	
D&O Insurance	2,250.00										2,250.00	
Management	3,333.34										3,333.34	
Dissemination Agent	5,000.00										5,000.00	
Bond Counsel	1 ,250.00										1,250.00	
Assessment Administration	5,000.00										5,000.00	
Telephone	22.22										22.22	
Postage & Shipping	89.96										89.96	
Copies	21 1.50										21 1.50	
Legal Advertising	686.60										686.60	
Property Taxes	64.08										64.08	
Web Site Maintenance	250.00										250.00	
Dues, Licenses, and Fees	175.00										175.00	
Electric	966.01										966.01	
Pool Electric	921 .71										921.71	
General Insurance	2,750.00										2,750.00	
Other Insurance	2,529.00										2,529.00	
Landscaping Maintenance & Material	1,200.00										1 ,200.00	
Principal Payments			$15,000.00								15,000.00	
Interest Payments			83,519.38								83,519.38	
Trustee Services					$4,750.00						4,750.00	
Management					25,000.00						25,000.00	
District Counsel					52,000.00						52,000.00	
Trustee Counsel					5,000.00						5,000.00	
Bond Counsel					26,000.00						26,000.00	
Developer Advance Repayment					168,834.26						168,834.26	
Contingency					657,553.45						657,553.45	
Total Expenses	$29,699.42		$98,519.38		$939,1 37.71		$0.00		$0.00		$1 ,067,356.51	

Page 1 of 2

$0.45

Holly Hill Road East COD Statement of Activities As of 11 /30/2018 

Other Revenues {ExQenses} & Gains {Losses}
	General Fund		Debt Service Fund		Capital Projects Fund		Amenity Capital Projects Fund		Long-Term Debt		Total	
Interest Income			$342.65								$342.65	
Interest Income					$73.28						73.28	
Interest Income							$0.45				0.45	
Total Other Revenues (Expenses) & Gains (Losses)	$0.00		$342.65		$73.28		$0.45		$0.00		$416.38	
Change In Net Assets	($56,908.53)		$1 09,204.53		$1,61 6,763.42				$0.00		$1 ,669,059.87	

Net Assets At Beginning Of Year	--$5-6,061 .43		
$227,501 .62		
($37,377.16)		
$5.99		
$0.00		
$246,191.88	
Net Assets At End Of Year	($847.10)		$336,706.15		$1 ,579,386.26		$6.44		$0.00		$1,915,251 .75	

Page 2 of 2

Holly Hill Road East COD Budget to Actual
For the Month  Ending 11 /30/2018 

Year To Date
FY 201 9

General & Administrative Exi:ienses

Field Exi:ienses

Revenues

Actual	Budget	Variance	Adopted Budget

33.33

On-Roll Assessments	$	$	23,052.00		$	(23,052.00)		$ 1 38,31 2.00	
Off-Roll Assessments	7,948.00		(7,948.00)		47,688.00	
Inter-Governmental Revenue (North Blvd COD)	4,1 66.67		(4,1 66.67)		25,000.00	
Net Revenues	$	$	35,1 66.67		$	(35,166.67)		$ 211 ,000.00	

 

Supervisor Fees	$	3,000.00		$	1, 000.00		$	2,000.00		$	6,000.00	
D&O Insurance	2,250.00		466.67		1,783.33		2,800.00	
Trustee Services			1, 000.00		(1 ,000.00)		6,000.00	
Management	3,333.34		3,333.33		0.01		20,000.00	
Engineering			2,500.00		(2,500.00)		15,000.00	
Dissemination Agent	5,000.00		833.33		4,1 66.67		5,000.00	
District Counsel			4, 1 66.67		(4,1 66.67)		25,000.00	
Bond Counsel	1,250.00				1,250.00			
Assessment Administration	5,000.00				5,000.00			
Audit			1, 000.00		(1 ,000.00)		6,000.00	
Travel and Per Diem			83.33		(83.33)		500.00	
Telephone	22.22				(1 1. 11 )		200.00	
Postage & Shipping	89.96		50.00		39.96		300.00	
Copies	21 1 .50		83.33		128.17 		500.00	
Legal Advertising	686.60		1 ,333.33		(646.73)		8,000.00	
Bank Fees			41 .67		(41.67)		250.00	
Miscellaneous			850.01		(850.01)		5,1 00.00	
Property Taxes	64.08				64.08			
Web Site Maintenance	250.00		483.33		(233.33)		2,900.00	
Dues, Licenses, and Fees	1 75.00		41 .67		133.33		250.00	
Total General & Administrative Expenses	$	21,332.70		$	1 7,300.00		$	4,032.70		$ 1 03,800.00	

General Insurance	$	2,750.00		$	51 6.67		$	2,233.33		$	3,100.00	
Irrigation			166.67		(1 66.67)		1,000.00	
Landscaping Maintenance & Material	1 ,200.00		3,333.33		(2,1 33.33)		20,000.00	
Flower & Plant Replacement			91 6.67		(916.67)		5,500.00	
Fertilizer I Pesticides			41 6.67		(4 16.67)		2,500.00	
Contingency			2,027.50		(2,027.50)		12,165.00	
Streetlights			1,632.00		(1 ,632.00)		9,792.00	
Total Field Expenses	$	3,950.00		$	9,009.51		$	(5,059.51) 		$	54,057.00	

Page 1 of 2

Holly Hill Road East COD
Budget   to    Actual For the Month Ending 11 /30/201 8

Year To Date
FY 201 9

CabSaencaur&ityPool Ex(lenses
MElaeicnttreicnance Staff CPlouoblhEoleucstericElectric

Swimming Pools

 	   	777.83	(777.83)	4,667.00	
Total Expenses	$	29,699.42		$	35,1 66.67		$	{5,467.25)		$ 211 ,000.00	
Net Income (Loss)	$	(29,699.42)		$		$	(29,699.42)		$	

CPraobpl erTtye&levCisaisounalty OEqthueiprmInesnutraRnecpeair & Maintenance SPiegsntaCgoen&troAlmenities Repair
Total Cabana & Pool Expenses

Actual	Budget	Variance	Adopted Budget

$

$

$

921 .71 

2,529.00

340.33
97. 17 
73.00

(1,1 66.67)
(1 ,458.33)
(881 .1 6)
(1 94.50)
(1 ,309.62)
(87.50)
(583.33)
2,529.00
(340.33)
(97. 17)
(73.00)

$

966.01

1, 1 66.67
1  ,458.33
1 ,847.17 
1 94.50
2,231 .33
87.50
583.33

7,000.00
8,750.00
1 1 ,083.00
1,167.00
13,388.00
525.00
3,500.00

2,042.00
583.00
438.00

$

4,416.72

$

8,857.16 

$

(4,440.44)

$

53,143.00

Page 2 of 2